Prospectus UBI Banca Covered Bond Programme
Prospectus UBI Banca Covered Bond Programme
Prospectus UBI Banca Covered Bond Programme
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<strong>Prospectus</strong><br />
Instalment Date. Any failure by the Issuer to notify the Principal Paying Agent shall not affect the<br />
validity or effectiveness of the extension.<br />
The Guarantor shall notify the relevant holders of the <strong>Covered</strong> <strong>Bond</strong>s (in accordance with Condition 18<br />
(Notices), any relevant Swap Provider(s), the Rating Agencies, the Representative of the <strong>Covered</strong><br />
<strong>Bond</strong>holders and the Principal Paying Agent as soon as reasonably practicable and in any event at least<br />
six Business Days prior to a <strong>Covered</strong> <strong>Bond</strong> Instalment Date of any inability of the Guarantor to pay in<br />
full the Guaranteed Amounts corresponding to the relevant <strong>Covered</strong> <strong>Bond</strong> Instalment Amount pursuant<br />
to the <strong>Covered</strong> <strong>Bond</strong> Guarantee. Any failure by the Guarantor to notify such parties shall not affect the<br />
validity or effectiveness of the extension nor give rise to any rights in any such party.<br />
In the circumstances outlined above, the Guarantor shall on each Interest Payment Date following the<br />
applicable <strong>Covered</strong> <strong>Bond</strong> Instalment Extension Determination Date until the applicable Extended<br />
Instalment Date, pursuant to the <strong>Covered</strong> <strong>Bond</strong> Guarantee, apply the moneys (if any) available (after<br />
paying or providing for payment of higher ranking or pari passu amounts in accordance with the relevant<br />
Priority of Payments) pro rata towards payment of an amount equal to the relevant <strong>Covered</strong> <strong>Bond</strong><br />
Instalment Amount together with interest accrued thereon up to (and including) such date.<br />
Interest will continue to accrue on any unpaid amount during such extended period and shall be payable<br />
on each Interest Payment Date from the relevant <strong>Covered</strong> <strong>Bond</strong> Instalment Date until the Extended<br />
Instalment Date or, if earlier, the date on which the deferred <strong>Covered</strong> <strong>Bond</strong> Instalment Amount is paid in<br />
full.<br />
Failure by the Issuer to pay the <strong>Covered</strong> <strong>Bond</strong> Instalment Amount on its <strong>Covered</strong> <strong>Bond</strong> Instalment Date<br />
will (subject to any applicable grace period) be an Issuer Event of Default. Failure by the Guarantor to<br />
pay the deferred <strong>Covered</strong> <strong>Bond</strong> Instalment Amount on the related Extended Instalment Date will (subject<br />
to any applicable grace period) be a Guarantor Event of Default.<br />
10. Payments<br />
(a)<br />
Payments through clearing systems<br />
Payment of interest and repayment of principal in respect of the <strong>Covered</strong> <strong>Bond</strong>s will be credited, in<br />
accordance with the instructions of Monte Titoli, by the Principal Paying Agent on behalf of the Issuer or<br />
the Guarantor (as the case may be) to the accounts of those banks and authorised brokers whose accounts<br />
with Monte Titoli are credited with those <strong>Covered</strong> <strong>Bond</strong>s and thereafter credited by such banks and<br />
authorised brokers from such aforementioned accounts to the accounts of the beneficial owners of those<br />
<strong>Covered</strong> <strong>Bond</strong>s or through the Relevant Clearing Systems to the accounts with the Relevant Clearing<br />
Systems of the beneficial owners of those <strong>Covered</strong> <strong>Bond</strong>s, in accordance with the rules and procedures of<br />
Monte Titoli and of the Relevant Clearing Systems, as the case may be.<br />
(b)<br />
Payments subject to fiscal laws<br />
All payments in respect of the <strong>Covered</strong> <strong>Bond</strong>s are subject in all cases to any applicable fiscal or other<br />
laws and regulations in the place of payment, but without prejudice to the provisions of Condition 11<br />
(Taxation). No commissions or expenses shall be charged to <strong>Covered</strong> <strong>Bond</strong>holders in respect of such<br />
payments.<br />
(c)<br />
Payments on business days<br />
If the due date for payment of any amount in respect of any <strong>Covered</strong> <strong>Bond</strong> is not a Payment Business<br />
Day in the Place of Payment, the <strong>Covered</strong> <strong>Bond</strong>holder shall not be entitled to payment in such place of<br />
the amount due until the next succeeding Payment Business Day in such place and shall not be entitled to<br />
any further interest or other payment in respect of any such delay.<br />
11. Taxation<br />
(a)<br />
Gross up by Issuer<br />
All payments of principal and interest in respect of the <strong>Covered</strong> <strong>Bond</strong>s by or on behalf of the Issuer shall<br />
be made free and clear of, and without withholding or deduction for or on account of, any present or<br />
future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected,<br />
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