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COMMERZBANK AKTIENGESELLSCHAFT

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Credit-Linkage of<br />

Principal Payment:<br />

In the case of Derivative Notes only, the Final Terms may provide that the Credit<br />

Linkage also applies to payments of capital to be made under the Notes, which means<br />

that payment of capital will be adjusted (including in certain cases an up-ward<br />

adjustment) in accordance with a formula reflecting the occurrence of the Credit<br />

Linkage Event. In the case of one Reference Entity or Nth-to-Default, the Notes will be<br />

redeemed early upon occurrence of one and/or the Credit Event relating to the Nth<br />

Reference Entity and/or Trigger Event, as specified in the Final Terms. Irrespective of a<br />

Credit Event, the redemption amount may be adjusted upon the occurrence of a Trigger<br />

Event in accordance with a certain formula, as specified in the Final Terms. The<br />

Derivative Notes may be redeemable, either in cash or by delivery of a given number of<br />

the Deliverable Obligation(s) as specified in the relevant Final Terms.<br />

Also the Final Terms may provide that the Notes shall automatically terminate and the<br />

Issuer shall not owe any redemption payment upon the occurrence of a Credit Event if<br />

the Adjusted Principal Amount has been reduced to zero for the first time.<br />

Interest: The Final Terms can provide that the Notes are issued as interest bearing or noninterest<br />

bearing Notes (including Zero Coupon Notes).<br />

Fixed Rate Notes: Fixed rate interest will be payable on such basis as agreed between the Issuer and the<br />

relevant dealer (as indicated in the applicable Terms and Conditions and the Final<br />

Terms of each Series of Notes).<br />

Floating Rate Notes: Floating Rate Notes will bear interest on such basis as may be agreed between the<br />

Issuer and the relevant dealer (as set out in the applicable Terms and Conditions and<br />

the Final Terms of each Series of Notes). The Margin, if any, relating to such floating<br />

rate will be agreed between the Issuer and the relevant dealer for each Series of<br />

Floating Rate Notes.<br />

Other provisions in<br />

relation to Floating<br />

Rate Notes and<br />

structured Notes:<br />

Interest periods for Floating Rate Notes will be one, two, three, six or twelve months or<br />

such other period(s) as may be agreed between the Issuer and the relevant dealer, as<br />

set out in the applicable Terms and Conditions and the Final Terms of each Series of<br />

Notes.<br />

Floating Rate Notes and structured Notes may also have a maximum interest rate, a<br />

minimum interest rate or both.<br />

Interest on Floating Rate Notes and structured Notes in respect of each Interest Period,<br />

as selected prior to issue by the Issuer and the relevant dealer, will be payable on such<br />

Interest Payment Dates specified in, or determined pursuant to, the applicable Terms<br />

and Conditions and the Final Terms and will be calculated as indicated in the applicable<br />

Terms and Conditions and the Final Terms.<br />

Dual Currency Notes: Payments (whether in respect of principal or interest and whether at maturity or<br />

otherwise) in respect of Dual Currency Notes will be made in such currencies, and<br />

based on such rates of exchange, as indicated in the applicable Final Terms.<br />

Non-Interest Bearing<br />

Notes and Zero<br />

Coupon Notes:<br />

Non-interest bearing Notes and Zero Coupon Notes may be offered and sold with such<br />

features as specified in the applicable Final Terms.<br />

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