Prospectus UBI Banca Covered Bond Programme

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Prospectus CASHFLOWS As described above under "Credit Structure", until an Issuer Default Notice is served on the Issuer and the Guarantor, the Covered Bonds will be obligations of the Issuer only. The Issuer is liable to make payments when due on the Covered Bonds, whether or not it has received any corresponding payment from the Guarantor. This section summarises the cashflows of the Guarantor only, as to the allocation and distribution of amounts standing to the credit of the Accounts and their order of priority (all such orders of priority, the "Priority of Payments") (a) prior to an Issuer Event of Default and a Guarantor Event of Default, (b) following an Issuer Event of Default (but prior to a Guarantor Event of Default) and (c) following a Guarantor Event of Default. Definitions For the purposes hereof: "Interest Available Funds" means, in respect of any Calculation Date, the aggregate of: (a) (b) (c) (d) (e) (f) (g) (h) interest collected by the Master Servicer or any Sub-Servicer in respect of the Cover Pool and credited into the Luxembourg Interest Collection Accounts; all recoveries in the nature of interest received by the Master Servicer or any Sub-Servicer and credited to the Luxembourg Interest Collection Accounts; all amounts of interest accrued (net of any withholding or expenses, if due) and paid on the Accounts; any payment received on or immediately prior to such Guarantor Payment Date from any Swap Provider other than any Swap Collateral Excluded Amounts and any swap principal; all interest amounts received from any Seller by the Guarantor pursuant to the relevant Master Loans Purchase Agreement; any amount paid by any Subordinated Lender to the Guarantor prior to a Guarantor Payment Date under clause 5.4 of the relevant Subordinated Loan Agreement; the Reserve Fund Amount standing to the credit of the Reserve Fund Account; and any amounts (other than the amounts already allocated under other items of the Guarantor Available Funds) received by the Guarantor from any party to the Transaction Documents. "Principal Available Funds" means, in respect of any Guarantor Payment Date, the aggregate of: (a) (b) (c) (d) (e) all principal amounts collected by the Master Servicer or any Sub-Servicer in respect of the Cover Pool and credited to the Luxembourg Principal Collection Accounts net of the amounts applied to purchase Eligible Assets and Top-Up Assets during the immediately preceding Collection Period; all other recoveries in the nature of principal received by the Master Servicer or any Sub-Servicer and credited to the Luxembourg Principal Collection Accounts; all principal amounts received from each Seller by the Guarantor pursuant to the relevant Master Loans Purchase Agreement; the proceeds of any disposal of Eligible Assets and any disinvestments of Top-Up Assets; and any swap principal payable under the Swap Agreements. - 180 -
Prospectus Pre-Issuer Event of Default Interest Priority of Payments Prior to service of an Issuer Default Notice on the Guarantor and the Issuer or service of a Guarantor Default Notice on the Guarantor, Interest Available Funds will be applied by or on behalf of the Guarantor on each Guarantor Payment Date in making the following payments and provisions (the "Pre-Issuer Event of Default Interest Priority of Payments") (in each case only if and to the extent that payments or provisions of a higher priority have been made in full): (a) (b) (c) (d) (e) (f) (g) (h) First, to pay, pari passu and pro rata, according to the respective amounts thereof, any Expenses of the Guarantor; Second, to pay any amount due and payable to the Representative of the Covered Bondholders; Third, to pay, pari passu and pro rata, according to the respective amounts thereof, any amount due and payable to the Master Servicer, the Service Providers, the Italian Account Bank, the Calculation Agent, the Guarantor Corporate Servicer, the Asset Monitor, the Luxembourg Account Bank and the Principal Paying Agent; Fourth, to pay any amounts due and payable to any Swap Provider (including any termination payments due and payable by the Guarantor and except where the relevant Swap Provider is the Defaulting Party or the Sole Affected Party) other than swap principal; Fifth, to transfer to the Reserve Fund Account the relevant Reserve Fund Amount; Sixth, to pay the Base Interest due to the Subordinated Lenders under the relevant Term Loans; Seventh, to pay any payments due and payable by the Guarantor to any Swap Provider not paid under item Fourth above; and Eighth, to pay any Premium due to the Subordinated Lenders under the relevant Term Loans. Pre-Issuer Event of Default Principal Priority of Payments Prior to service of an Issuer Default Notice on the Issuer and the Guarantor or service of a Guarantor Default Notice on the Guarantor, all Principal Available Funds will be applied by or on behalf of the Guarantor on each Guarantor Payment Date in making the following payments and provisions (the "Pre-Issuer Event of Default Principal Priority of Payments"): (a) (b) (c) (d) First, to pay any swap principal due to any Swap Provider; Second, to transfer any amounts to the Reserve Fund Account necessary in order to make up any shortfall in the Reserve Fund Amount; Third, to repay the Term Loans advanced by the Subordinated Lenders under the relevant Subordinated Loan Agreements, provided the Tests and the Relevant Portfolio Test are complied with; and Fourth, to the extent that any Subordinated Lender has not received amounts as repayment of the Term Loans under item Second above as a consequence of a breach of the Relevant Portfolio Test, to deposit, pursuant to clause 6.2.2 of the Subordinated Loan Agreements, the relevant amounts in the appropriate Luxembourg Principal Collection Account(s). Guarantee Priority of Payments On each Guarantor Payment Date after the service of an Issuer Default Notice on the Issuer and the Guarantor (but prior to the service of a Guarantor Default Notice), the Guarantor Available Funds shall be applied on each Guarantor Payment Date at the direction of the Guarantor in making the following payments or provisions in the following order of priority (in each case only if and to the extent that payments or provisions of a higher priority have been made in full): (a) (b) First, to pay, pari passu and pro rata, according to the respective amounts thereof, any Expenses of the Guarantor owed to third parties; Second, to pay any amount due and payable to the Representative of the Covered Bondholders; - 181 -
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Prospectus UNIONE DI BANCHE ITALIAN
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Prospectus Figures included in this
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Prospectus INFORMATION INCORPORATED
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Prospectus SUPPLEMENTS, FINAL TERMS
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Prospectus Structure Overview • P
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Prospectus on any Interest Payment
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Prospectus the Conditions and the D
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Prospectus deferral will occur auto
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Prospectus AAA Aaa AAA Governing La
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Prospectus Guarantee in respect of
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Prospectus of each individual Cover
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Prospectus Securitisation and Cover
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Prospectus securities. Generally, t
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Prospectus Catastrophic events, ter
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Prospectus Reliance on Swap Provide
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Prospectus There is no guarantee th
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Prospectus • the right to request
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Prospectus (e) Monte Titoli Mandate
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Prospectus "Calculation Agent" mean
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Prospectus "D 1 " is the first cale
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Prospectus (ii) (iii) (iv) (v) an a
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Prospectus "Optional Redemption Dat
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Prospectus "Relevant Dealer(s) " me
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Prospectus 4. Status and Guarantee
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Prospectus (d) ISDA Determination I
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Prospectus (b) Extension of maturit
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Prospectus Bondholder. Once deposit
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Prospectus withheld or assessed by
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Prospectus (v) Invalidity of the Co
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Prospectus all respects except for
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Prospectus 1. GENERAL RULES OF THE
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Prospectus "Voter" means, in relati
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Prospectus 5. VALIDITY OF BLOCK VOT
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Prospectus where applicable, modifi
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Prospectus 15.2 The Chairman and a
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Prospectus Removal and Remuneration
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Prospectus TITLE III THE REPRESENTA
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Prospectus 28.6 Discretions Save as
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Prospectus 29.2.16 shall not, if in
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Prospectus 30.7 Certificates of Par
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Prospectus 32.5 Notice of waiver If
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Prospectus FORM OF FINAL TERMS Set
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Prospectus [Instalment] [The Covere
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Prospectus (xv) Fall back provision
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Prospectus (i) Optional Redemption
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Prospectus These Final Terms compri
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Prospectus 5. [Fixed Rate Covered B
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Prospectus USE OF PROCEEDS The net
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Prospectus Calabria, Vibo Valentia,
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Prospectus (ix) a banking network o
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Prospectus The actual Supervisory B
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Prospectus Name Position Principal
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Prospectus The Supervisory Board al
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Prospectus General Management Name
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Prospectus approvals from CONSOB an
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Prospectus (thousands of Euro) UNIO
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Prospectus (thousands of Euro) UNIO
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Prospectus Defaulted and problem lo
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Prospectus Introduction THE GUARANT
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Prospectus Banca Popolare di Bergam
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Prospectus ( * ) Member of Executiv
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Prospectus Figures in thousands of
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Prospectus Name Franco Bossoni( * )
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Prospectus (In thousands of Euro) 3
Page 129 and 130: Prospectus of the bank. In accordan
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Page 133 and 134: Prospectus Management Banca Regiona
Page 135 and 136: Prospectus INCOME STATEMENT (In tho
Page 137 and 138: Prospectus Detail of amounts due to
Page 141 and 142: Prospectus Funding Banca Carime's p
Page 145 and 146: Prospectus Funding Banca di Valle C
Page 149 and 150: Prospectus Direct funding from cust
Page 153 and 154: Prospectus Direct funding from cust
Page 157 and 158: Prospectus Loans to customers as at
Page 159 and 160: Prospectus Covered Bond Guarantee S
Page 161 and 162: Prospectus Master Loans Purchase Ag
Page 163 and 164: Prospectus Master Servicer shall al
Page 165 and 166: Prospectus receive instructions fro
Page 167 and 168: Prospectus notice substantially in
Page 169 and 170: Prospectus price reasonably availab
Page 171 and 172: Prospectus Rating Downgrade Event U
Page 173 and 174: Prospectus in the name and on behal
Page 175 and 176: Prospectus CREDIT STRUCTURE The Cov
Page 177 and 178: Prospectus "Z" stands for the weigh
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Page 183 and 184: Prospectus (f) (g) (h) (i) Sixth, t
Page 185 and 186: Prospectus • the payment of which
Page 187 and 188: Prospectus DESCRIPTION OF CERTAIN R
Page 189 and 190: Prospectus The issuing bank The Ban
Page 191 and 192: Prospectus and the Covered Bond Gua
Page 193 and 194: Prospectus Finally the Prepayment P
Page 195 and 196: Prospectus authorised intermediary,
Page 197 and 198: Prospectus Where an Italian residen
Page 199 and 200: Prospectus terminate at the end of
Page 201 and 202: Prospectus and (3) an annual net tu
Page 203 and 204: Prospectus Listing and Admission to
Page 205 and 206: Prospectus GLOSSARY "Accounts" mean
Page 207 and 208: Prospectus "Commercial Mortgage Loa
Page 209 and 210: Prospectus guarantee) by an entity
Page 211 and 212: Prospectus "Initial Portfolio" mean
Page 213 and 214: Prospectus "Luxembourg BdB Interest
Page 215 and 216: Prospectus "Post-Enforcement Priori
Page 217 and 218: Prospectus "Representative of the C
Page 219 and 220: Prospectus "Transfer Date" means: (
Page 221: Prospectus PRINCIPAL PAYING AGENT T
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Prospectus UBI Banca Covered Bond Programme

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