Prospectus UBI Banca Covered Bond Programme

Prospectus
"Sub-Servicer" means each Seller, in its capacity as sub-servicer pursuant to the Master Servicing Agreement.
"Substitute Master Servicer" means the successor of the Master Servicer upon the occurrence of a Master
Servicer Termination Event, which may be appointed by the Guarantor pursuant to clause 10.4 (Sostituto del
Master Servicer) of the Master Servicing Agreement.
"Swap Agreements" means, collectively, each Asset Swap Agreement, Liability Swap Agreement, Back-to-
Back Liability Swap Agreement and any other swap agreement that may be entered into in connection with the
Programme.
"Swap Calculation Period" has the meaning given to the term "Calculation Period" in each Asset Swap
Agreement.
"Swap Collateral Excluded Amounts" means at any time, the amounts of Swap Collateral which may not be
applied under the terms of the relevant Swap Agreement at that time in satisfaction of the relevant Swap
Provider's obligations to the Guarantor or, as the case may be, the Issuer including Swap Collateral which is to
be returned to the relevant Swap Provider from time to time in accordance with the terms of the Swap
Agreements and ultimately upon termination of the relevant Swap Agreement.
"Swap Providers" means, collectively, the Asset Swap Providers, the Liability Swap Providers, the Back-to-
Back Liability Swap Provider and the providers of any other swap agreements entered into in connection with
the Programme.
"S&P" means Standard & Poor's Rating Services, a division of the McGraw-Hill Companies.
"TARGET2" means the Trans-European Automated Real-time Gross Settlement Express Transfer payments
system which utilises a single shared platform and which was launched on 19 November 2007.
"Term Loan" means a loan made or to be made available to the Guarantor under the Facility or the principal
amount outstanding for the time being of that loan, in accordance with each Subordinated Loan Agreement.
"Tests" means, collectively, the Statutory Tests and the Amortisation Test.
"Test Grace Period" means the period starting from the Calculation Date on which the breach of a test is
notified by the Calculation Agent and ending on the immediately following Calculation Date.
"Test Performance Report" means the report to be delivered, on each Calculation Date, by the Calculation
Agent pursuant to the terms of the Cover Pool Management Agreement.
"Top-Up Assets" means, in accordance with article 2, sub-paragraph 3.2 and 3.3 of Decree 310, each of the
following assets:
(i)
(ii)
deposits held with banks which have their registered office in the European Economic Area or
Switzerland or in a country for which a 0 per cent. risk weight is applicable in accordance with the Bank
of Italy's prudential regulations for banks — standardised approach; and
securities issued by the banks indicated in item (i) above, which have a residual maturity not exceeding
one year.
"Total Commitment" with respect to each Subordinated Lender, has the meaning ascribed to such term under
the relevant Subordinated Loan Agreement.
"Tranche" means the tranche of Covered Bonds issued under the Programme to which each Final Terms relates,
each such tranche forming part of a Series.
"Transaction Documents" means each Master Loans Purchase Agreement, the Master Servicing Agreement,
each Warranty and Indemnity Agreement, the Cash Allocation, Management and Payments Agreement, the
Programme Agreement, each Subscription Agreement, the Cover Pool Management Agreement, the Intercreditor
Agreement, each Subordinated Loan Agreement, the Asset Monitoring Agreement, the Covered Bond
Guarantee, the Corporate Services Agreement, the Swap Agreements, each Asset Swap Deed of Guarantee, the
Mandate Agreement, the Quotaholders' Agreement, the Conditions, each Final Terms, the Deed of Charge, the
Deeds of Pledge, the Luxembourg Account Bank Deed of Guarantee, the Master Definitions Agreement and any
other agreement entered into from time to time in connection with the Programme.
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