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 />
withheld or assessed by or on behalf of the Republic of Italy or any political subdivision therein or any<br />
authority therein or thereof having power to tax, unless the withholding or deduction of such taxes,<br />
duties, assessments, or governmental charges is required by law. In that event, the Issuer shall pay such<br />
additional amounts as will result in receipt by the <strong>Covered</strong> <strong>Bond</strong>holders after such withholding or<br />
deduction of such amounts as would have been received by them had no such withholding or deduction<br />
been required, except that no such additional amounts shall be payable in respect of any <strong>Covered</strong> <strong>Bond</strong>:<br />
(i)<br />
(ii)<br />
(iii)<br />
(iv)<br />
in respect of any payment or deduction of any interest or principal on account of imposta<br />
sostitutiva (at the then applicable rate of tax) pursuant to Decree 239 with respect to any<br />
<strong>Covered</strong> <strong>Bond</strong>s and in all circumstances in which the procedures set forth in Decree 239 have<br />
not been met or complied with except where such procedures have not been met or complied<br />
with due to the actions or omissions of the Issuer or its agents; or<br />
in respect of any <strong>Covered</strong> <strong>Bond</strong> having an original maturity of less that eighteen months where<br />
such withholding or deduction is required pursuant to Presidential Decree No. 600 of 29<br />
September 1973, as amended; or<br />
held by or on behalf of a <strong>Covered</strong> <strong>Bond</strong>holder which is liable to such taxes, duties, assessments<br />
or governmental charges in respect of such <strong>Covered</strong> <strong>Bond</strong>s by reason of its having some<br />
connection with the jurisdiction by which such taxes, duties, assessments or charges have been<br />
imposed, levied, collected, withheld or assessed other than the mere holding of the <strong>Covered</strong><br />
<strong>Bond</strong>s; or<br />
where such withholding or deduction is imposed on a payment to an individual and is required<br />
to be made pursuant to European Council Directive 2003/48/EC or any other Directive<br />
implementing the conclusions of the ECOFIN Council meeting of 26-27 November 2000 on<br />
the taxation of savings income or any law implementing or complying with, or introduced in<br />
order to conform to, such Directive.<br />
(b)<br />
Taxing jurisdiction<br />
If the Issuer becomes subject at any time to any taxing jurisdiction other than the Republic of Italy,<br />
references in these Conditions to the Republic of Italy shall be construed as references to the Republic of<br />
Italy and/or such other jurisdiction.<br />
12. Events of Default<br />
(a)<br />
Issuer Events of Default:<br />
If any of the following events (each, an "Issuer Event of Default") occurs and is continuing:<br />
(i)<br />
(ii)<br />
(iii)<br />
(iv)<br />
(v)<br />
(vi)<br />
(vii)<br />
Non-payment: the Issuer fails to pay any amount of interest and/or principal due and payable<br />
on any Series of <strong>Covered</strong> <strong>Bond</strong>s at their relevant Interest Payment Date and such breach is not<br />
remedied within the next 15 Business Days, in case of amounts of interest, or 20 Business<br />
Days, in case of amounts of principal, as the case may be; or<br />
Breach of other obligation: a breach of any obligation under the Transaction Documents by the<br />
Issuer occurs which is not remedied within 30 days after the Representative of the <strong>Covered</strong><br />
<strong>Bond</strong>holders has given written notice thereof to the Issuer; or<br />
Cross-default: any of the events described in paragraphs (i) to (ii) above occurs in respect of<br />
any other Series of <strong>Covered</strong> <strong>Bond</strong>s; or<br />
Insolvency: an Insolvency Event occurs with respect to the Issuer; or<br />
Article 74 resolution: a resolution pursuant to article 74 of the Consolidated Banking Act is<br />
issued in respect of the Issuer; or<br />
Cessation of business: the Issuer ceases to carry on its primary business; or<br />
Breach of Tests: the Tests are breached and are not remedied within the Test Grace Period,<br />
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