Prospectus UBI Banca Covered Bond Programme

Prospectus
"Asset Monitoring Agreement" means the asset monitoring agreement entered into on or about 30 July
2008 between, inter alios, the Asset Monitor and the Issuer;
"Asset Swap Agreement" means each asset swap agreement entered into between the Guarantor and
each Seller as asset swap provider;
"Asset Swap Deed of Guarantee" means the asset swap deed of guarantee entered into on 30 July 2008
between the UBI Finance S.r.l. as asset swap beneficiary and Unione di Banche Italiane S.c.p.a. as asset
swap guarantor;
"Back-to-Back Liability Swap Agreement" means any swap agreement entered on or about each Issue
Date between the Guarantor and the Issuer;
"Business Day" means:
(i)
(ii)
in relation to any sum payable in Euro, a TARGET 2 Settlement Day and a day on which
commercial banks and foreign exchange markets settle payments generally in each (if any)
Additional Business Centre; and
in relation to any sum payable in a currency other than Euro, a day on which commercial banks
and foreign exchange markets settle payments generally in London, in the Principal Financial
Centre of the relevant currency and in each (if any) Additional Business Centre;
"Business Day Convention", in relation to any particular date, has the meaning given in the relevant
Final Terms and, if so specified in the relevant Final Terms, may have different meanings in relation to
different dates and, in this context, the following expressions shall have the following meanings:
(i)
(ii)
(iii)
(iv)
"Following Business Day Convention" means that the relevant date shall be postponed to the
first following day that is a Business Day;
"Modified Following Business Day Convention" or "Modified Business Day Convention"
means that the relevant date shall be postponed to the first following day that is a Business Day
unless that day falls in the next calendar month in which case that date will be the first
preceding day that is a Business Day;
"Preceding Business Day Convention" means that the relevant date shall be brought forward
to the first preceding day that is a Business Day;
"FRN Convention", "Floating Rate Convention" or "Eurodollar Convention" means that
each relevant date shall be the date which numerically corresponds to the preceding such date
in the calendar month which is the number of months specified in the relevant Final Terms as
the Specified Period after the calendar month in which the preceding such date occurred
provided, however, that:
(A)
(B)
(C)
if there is no such numerically corresponding day in the calendar month in which any
such date should occur, then such date will be the last day which is a Business Day in
that calendar month;
if any such date would otherwise fall on a day which is not a Business Day, then such
date will be the first following day which is a Business Day unless that day falls in the
next calendar month, in which case it will be the first preceding day which is a Business
Day; and
if the preceding such date occurred on the last day in a calendar month which was a
Business Day, then all subsequent such dates will be the last day which is a Business
Day in the calendar month which is the specified number of months after the calendar
month in which the preceding such date occurred; and
(v)
"No Adjustment" means that the relevant date shall not be adjusted in accordance with any
Business Day Convention;
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