Prospectus UBI Banca Covered Bond Programme

Prospectus
Bondholder. Once deposited in accordance with this Condition 9(f), no duly completed Put Option
Notice, may be withdrawn; provided, however, that if, prior to the relevant Optional Redemption Date
(Put), any Covered Bonds become immediately due and payable or, upon due presentation of any such
Covered Bonds on the relevant Optional Redemption Date (Put), payment of the redemption moneys is
improperly withheld or refused, the Principal Paying Agent shall mail notification thereof to the Covered
Bondholder at such address as may have been given by such Covered Bondholder in the relevant Put
Option Notice and shall hold such Covered Bond against surrender of the relevant Put Option Receipt.
For so long as any outstanding Covered Bonds are held by the Principal Paying Agent in accordance with
this Condition 9(f), the Covered Bondholder and not the Principal Paying Agent shall be deemed to be
the holder of such Covered Bonds for all purposes.
(g)
No other redemption
The Issuer shall not be entitled to redeem the Covered Bonds otherwise than as provided in this
Condition 9 and as specified in the relevant Final Terms.
(h)
Early redemption of Zero Coupon Covered Bonds
Unless otherwise specified in the relevant Final Terms, the Redemption Amount payable on redemption
of a Zero Coupon Covered Bonds at any time before the Maturity Date shall be an amount equal to the
sum of:
(i)
(ii)
the Reference Price; and
the product of the Accrual Yield (compounded annually) being applied to the Reference Price
from (and including) the Issue Date to (but excluding) the date fixed for redemption or (as the
case may be) the date upon which the Covered Bonds become due and payable.
Where such calculation is to be made for a period which is not a whole number of years, the calculation
in respect of the period of less than a full year shall be made on the basis of such Day Count Fraction as
may be specified in the Final Terms for the purposes of this Condition 9(h) or, if none is so specified, a
Day Count Fraction of 30E/360.
(i)
Purchase
The Issuer or any of its Subsidiaries (other than the Guarantor) may at any time purchase Covered Bonds
in the open market or otherwise and at any price and any Covered Bonds so purchased may be held or
resold or may be surrendered in accordance with Condition 9(j) (Cancellation). The Guarantor shall not
purchase any Covered Bonds at any time.
(j)
Cancellation
All Covered Bonds so redeemed or purchased by the Issuer or any such Subsidiary and subsequently
surrendered for cancellation shall be cancelled and may not be reissued or resold.
(k)
Extension of principal instalments
If Extended Instalment Date is specified as applicable in the relevant Final Terms for a Series of Covered
Bonds whose principal is payable in instalments and the Issuer has failed to pay a Covered Bond
Instalment Amount on the applicable Covered Bond Instalment 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 such Covered Bond Instalment Amount in full on the applicable Covered Bond
Instalment Extension Determination Date, then (subject as provided below), payment by the Guarantor
under the Covered Bond Guarantee of each of (a) such Covered Bond Instalment Amount and (b) all
subsequently due and payable Covered Bond Instalment Amounts shall be deferred until the Interest
Payment Date falling one year after the date on which it was previously due provided that no Covered
Bond Instalment Amount may be deferred to a date falling after the Maturity Date for the relevant Series.
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 applicable Covered Bond Instalment Date as to whether payment
will or will not be made in full of the relevant Covered Bond Instalment Amount on its Covered Bond
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