Barclays, Base Prospectus 2006
Barclays, Base Prospectus 2006
Barclays, Base Prospectus 2006
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obliged to pay additional amounts as provided or referred to in §6 as a result of any change in,<br />
or amendment to, the laws or regulations of the Federal Republic of Germany ("Germany") or<br />
the United Kingdom or any political subdivision or any authority thereof or therein having<br />
power to tax, or any change in the application or official interpretation of such laws or<br />
regulations, which change or amendment becomes effective on or after the Issue Date; and (ii)<br />
such obligation cannot be avoided by the Issuer taking reasonable measures (but no Substitution<br />
of the Issuer pursuant to §10) available to it. Before the publication of any notice of redemption<br />
pursuant to this paragraph, the Issuer shall deliver to the Fiscal Agent a certificate signed by an<br />
executive director of the Issuer stating that the Issuer is entitled to effect such redemption and<br />
setting forth a statement of facts showing that the conditions precedent to the right of the Issuer<br />
so to redeem have occurred, and an opinion of independent legal or tax advisers of recognised<br />
standing to the effect that the Issuer has or will become obliged to pay such additional amounts<br />
as a result of such change or amendment.<br />
[(3)] [Issuer's Call. The Issuer may redeem all or some only of the [Notes] [Certificates] then<br />
outstanding on [insert optional redemption date(s)] ([the] [each an] "Optional Redemption<br />
Date") at their Optional Redemption Amount together, with any interest accrued to but<br />
excluding the relevant Optional Redemption Date upon having given (i) not less than 5 Business<br />
Days' notice to the [Noteholders] [Certificateholders] in accordance with §12 and (ii) not less<br />
than 7 Business Days before the giving of the notice referred to in (i), notice to the Fiscal Agent<br />
(which notices shall be irrevocable and shall specify the Optional Redemption Date fixed for<br />
redemption). Any such redemption must be of a [principal amount] [par value] equal to the<br />
Minimum Redemption Amount or a Higher Redemption Amount. In the case of a partial<br />
redemption of [Notes] [Certificates], the [Notes] [Certificates] to be redeemed will be selected<br />
in accordance with the rules of the Clearing System. Any such redemption can be exercised on<br />
[insert option exercise dates] (each an "Option Exercise Date").]<br />
[(3)]/[(4)] [[Noteholder's] [Certificateholder's] Put. The Issuer shall, upon the [Noteholder]<br />
[Certificateholder] giving not less than 15 nor more than 30 days' notice to the Issuer, redeem<br />
such [Note] [Certificate] on [specify optional redemption date(s)] (each a "Put Redemption<br />
Date") at its Optional Redemption Amount together with interest accrued to the date fixed for<br />
redemption against delivery of such [Notes] [Certificates] for the Issuer or to its order. To<br />
exercise such option the [Noteholder] [Certificateholder] must submit a duly completed option<br />
exercise notice in the form obtainable from any Paying Agent or from the Issuer on [insert<br />
option exercise dates] (each an "Option Exercise Date"). No option so exercised may be<br />
revoked or withdrawn.]<br />
[(3)]/[(4)]/[(5)] Early Redemption following the occurrence of a Change in Law, Hedging Disruption<br />
and/or Increased Cost of Hedging. The Issuer may redeem the [Notes] [Certificates] at any time<br />
prior to the Maturity Date following the occurrence of a Change in Law and/or a Hedging<br />
Disruption and/or an Increased Cost of Hedging. The Issuer will redeem the [Notes]<br />
[Certificates] in whole (but not in part) on the second Business Day after the notice of early<br />
redemption in accordance with § 12 has been published and provided that such date does not fall<br />
later than two Business Days prior to the Maturity Date (the "Early Redemption Date") and<br />
will pay or cause to be paid the Early Redemption Amount in respect of such [Notes]<br />
[Certificates] to the relevant [Noteholders] [Certificateholders] for value such Early Redemption<br />
Date, subject to any applicable fiscal or other laws or regulations and subject to and in<br />
accordance with these Terms and Conditions and the applicable Final Terms. Payments of any<br />
applicable taxes and redemption expenses will be made by the relevant [Noteholder]<br />
[Certifcateholder] and the Issuer shall not have any liability in respect thereof.<br />
Whereby:<br />
"Change in Law" means that, on or after the Issue Date of the [Notes] [Certificates] (A) due to<br />
the adoption of or any change in any applicable law or regulation (including, without limitation,<br />
any tax law), or (B) due to the promulgation of or any change in the interpretation by any court,<br />
tribunal or regulatory authority with competent jurisdiction of any applicable law or regulation<br />
(including any action taken by a taxing authority), the Issuer determines in good faith that (X) it<br />
has become illegal to hold, acquire or dispose of the [securities underlying the<br />
Index][underlying securities relating to the [Notes] [Certificates]][specify others], or (Y) it will