Prospectus UBI Banca Covered Bond Programme

Prospectus
"D"
"E"
"F"
stands for the aggregate amount of all interest payments due under all outstanding Series of Covered
Bonds on the Interest Payment Dates falling in the period starting from the relevant Calculation Date
and ending on the date falling 12-months thereafter (such interest payments to be calculated with respect
to the applicable interest rates as of the relevant Calculation Date);
stands for any Senior Liabilities (net of any amounts credited to the Reserve Fund Account and
payments made under the Swap Agreements) expected to be borne by the Guarantor during the period
starting from the relevant Calculation Date and ending on the date falling 12-months thereafter; and
stands for any payments expected to be borne or due by the Guarantor under any Swap Agreement as at
the end of the relevant Collection Period.
The Interest Coverage Test will:
(i)
(ii)
be met if A+B+C ≥ D+E+F; or
not be met if A+B+C < D+E+F.
Amortisation Test
The Amortisation Test is intended to ensure that, following an Issuer Event of Default, the service of an Issuer
Default Notice on the Issuer and on the Guarantor (but prior to service on the Guarantor of a Guarantor Default
Notice), the Cover Pool contains sufficient assets to enable the Guarantor to meet its obligations under the
Covered Bond Guarantee. The Amortisation Test will be considered met if the Amortisation Test Aggregate
Loan Amount is an amount at least equal to the Outstanding Principal Amount of the issued Covered Bonds as
calculated on the relevant Calculation Date. If the Amortisation Test Aggregate Loan Amount is less than the
Outstanding Principal Amount of the issued Covered Bonds, then the Amortisation Test will be deemed to be
breached and if such breach is not remedied by the Relevant Seller(s) (or failing which, the Issuer or, failing the
Issuer, the other Seller(s)) by the immediately following Calculation Date, a Guarantor Default Notice will be
served by the Representative of the Covered Bondholders on the Guarantor causing the acceleration of the
Covered Bonds and a demand for enforcement of the Covered Bond Guarantee. The Calculation Agent, whilst
Covered Bonds are outstanding, will immediately notify the Representative of the Covered Bondholders of any
breach of the Amortisation Test. Following a Guarantor Default Notice, the Guarantor will be required to make
payments in accordance with the Post-Enforcement Priority of Payments.
The "Amortisation Test Aggregate Loan Amount" will be calculated on each Calculation Date as follows:
where,
A + B + C – Z
"A"
(i)
stands for the aggregate "Amortisation Test Outstanding Principal Balance" of each Mortgage Loan,
which shall be the lower of:
the Outstanding Principal Balance of the relevant Mortgage Loan as calculated on the relevant
Calculation Date; and
(ii) the Latest Valuation relating to that Mortgage Loan multiplied by M,
where
(a) for all Residential Mortgage Loans that are not Defaulted Loans, M = 0.80;
(b)
for all Commercial Mortgage Loans that are not Defaulted Loans, M = 0.60; and
(c) for all Mortgage Loans that are Defaulted Loans M = 0;
"B"
"C"
stands for the aggregate amount standing to the credit of the Luxembourg Principal Collection Accounts
and the principal amount of any Top-Up Assets qualifying as Eligible Investment;
stands for the aggregate Outstanding Principal Balance of any Eligible Assets other than Mortgage
Loans; and
- 178 -