Prospectus UBI Banca Covered Bond Programme

Prospectus
(b)
Extension of maturity
If an Extended Maturity Date is specified as applicable in the relevant Final Terms for a Series of
Covered Bonds and the Issuer has failed to pay the Final Redemption Amount on the Maturity Date
specified in the relevant Final Terms and the Guarantor or the Calculation Agent on its behalf determines
that the Guarantor has insufficient moneys available under the relevant Priority of Payments to pay the
Guaranteed Amounts corresponding to the Final Redemption Amount in full in respect of the relevant
Series of Covered Bonds on the date falling on the Extension Determination Date, then (subject as
provided below), payment of the unpaid amount by the Guarantor under the Covered Bond Guarantee
shall be deferred until the Extended Maturity Date provided that any amount representing the Final
Redemption Amount due and remaining after the Extension Determination Date may be paid by the
Guarantor on any Interest Payment Date thereafter up to (and including) the relevant Extended Maturity
Date.
The Issuer shall confirm to the Principal Paying Agent as soon as reasonably practicable and in any event
at least four Business Days prior to the Maturity Date as to whether payment will or will not be made in
full of the Final Redemption Amount in respect of the Covered Bonds on that Maturity Date. Any failure
by the Issuer to notify the Principal Paying Agent shall not affect the validity or effectiveness of the
extension.
The Guarantor shall notify the relevant holders of the Covered Bonds (in accordance with Condition 18
(Notices), any relevant Swap Provider(s), the Rating Agencies, the Representative of the Covered
Bondholders and the Principal Paying Agent as soon as reasonably practicable and in any event at least
six Business Days prior to the Maturity Date of any inability of the Guarantor to pay in full the
Guaranteed Amounts corresponding to the Final Redemption Amount in respect of the Covered Bonds
pursuant to the Covered Bond Guarantee. Any failure by the Guarantor to notify such parties shall not
affect the validity or effectiveness of the extension nor give rise to any rights in any such party.
In the circumstances outlined above, the Guarantor shall on the Extension Determination Date, pursuant
to the Covered Bond Guarantee, apply the moneys (if any) available (after paying or providing for
payment of higher ranking or pari passu amounts in accordance with the relevant Priority of Payments)
pro rata in partial payment of an amount equal to the Final Redemption Amount in respect of the
Covered Bonds and shall pay Guaranteed Amounts constituting interest in respect of each such Covered
Bond on such date. The obligation of the Guarantor to pay any amounts in respect of the balance of the
Final Redemption Amount not so paid shall be deferred as described above.
Interest will continue to accrue on any unpaid amount and be payable on each Interest Payment Date
during such extended period up to (and including) the Extended Maturity Date or, if earlier, the Interest
Payment Date on which the Final Redemption Amount is paid in full.
(c)
Redemption for tax reasons
The Covered Bonds may be redeemed at the option of the Issuer in whole, but not in part:
(i)
(ii)
at any time (if neither the Floating Rate Provisions nor the Index-Linked or Other
Variable-Linked Interest Provisions are specified in the relevant Final Terms as being
applicable); or
on any Interest Payment Date (if the Floating Rate Provisions or the Index-Linked or Other
Variable-Linked Interest Provisions are specified in the relevant Final Terms as being
applicable),
on giving not less than 30 nor more than 60 days' notice to the Covered Bondholders (which notice shall
be irrevocable), at their Early Redemption Amount (Tax), together with interest accrued (if any) to the
date fixed for redemption, if:
(A)
the Issuer has or will become obliged to pay additional amounts as provided or referred
to in Condition 11 (Taxation) as a result of any change in, or amendment to, the laws or
regulations of Italy or any political subdivision or any authority thereof or therein having
power to tax, or any change in the application or official interpretation of such laws or
regulations (including a holding by a court of competent jurisdiction), which change or
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