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COMMERZBANK AKTIENGESELLSCHAFT

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Further, Credit Linkage Events may not have direct effects on the payments under the Notes in cases<br />

where Credit Linkage Events below a certain threshold are not taken into account.<br />

Risks in case of Redemption by Physical Delivery<br />

The Final Terms may provide that the Derivative Notes will be redeemed by delivery of a given number<br />

of bonds, loans or any other deliverable obligation specified in the Final Terms ("Deliverable<br />

Obligation”) of a Reference Entity and not by cash, except in special circumstances specified in the<br />

Final Terms. Hence, by purchasing the Derivative Notes, prospective investors are also making a<br />

potential investment decision with respect to the Reference Entity or the Reference Entities, as the<br />

case may be. If more than one type, series or issue of Deliverable Obligations of the affected<br />

Reference Entity is available, the Issuer may choose in its own discretion which of such Deliverable<br />

Obligation it will deliver and the Issuer will usually choose such Deliverable Obligation that is the<br />

cheapest to deliver.<br />

Prospective investors must be aware that, as a result of such a physical delivery, should it occur,<br />

investors and their investment no longer depend on the creditworthiness of the Issuer but on the value<br />

of the Deliverable Obligations actually delivered.<br />

Furthermore, investors should note that the Final Terms may provide that no fractions of Deliverable<br />

Obligations will be delivered. Hence, the number of Deliverable Obligations to be delivered may be<br />

rounded down to the nearest number of Deliverable Obligations and the Final Terms may provide that<br />

the Issuer is required to pay a cash compensation for undeliverable fractions thereof.<br />

The value of any such delivered obligation might be significantly less than the capital invested by the<br />

investor and may, in extreme cases, even be zero. If such delivered obligations are denominated in a<br />

currency other than the Specified Currency of the Notes, Noteholders are exposed to the risk of<br />

exchange rate fluctuations. Such a risk exists in addition to the risk of a fall in value of such delivered<br />

obligation. In addition, the Deliverable Obligations may not be liquid at all or only to a limited extent.<br />

The liquidity of the Deliverable Obligation will typically change in accordance with fluctuations of the<br />

underlying market, the conditions of the relevant economy, national and international political<br />

developments, the development in any particular industry and the creditworthiness of the relevant<br />

issuer. Further, the Deliverable Obligation may be subject to selling or transfer restrictions.<br />

Subject to the Final Terms, the investor may be required to bear all costs, fees, expenses and taxes<br />

associated with the delivery of the obligations. Furthermore, delivery of Deliverable Obligation may be<br />

impossible or delayed due to various circumstances including the occurrence of a delivery disruption<br />

event. Such delivery disruption event may have the consequence, if provided for in the Final Terms,<br />

that the delivery of the Deliverable Obligations will occur later than scheduled or that the delivery of<br />

the specified obligation may be replaced by payment of the cash amount as specified in the Final<br />

Terms or by other deliverable obligations specified in the Final Terms.<br />

If, following the occurrence of a Credit Event, Deliverable Obligations are delivered, the term to<br />

maturity of such Deliverable Obligations typically will not be identical to the initially scheduled<br />

remaining term to maturity of the Notes at the time of occurrence of the Credit Event. This means that<br />

the initial investment horizon of the investor will change. Moreover, the market value of delivered longterm<br />

obligations compared to their nominal value is lower than in the case of obligations with a shorter<br />

term. In addition, if Deliverable Obligations with a term to maturity longer than that of the Notes at the<br />

time of occurrence of the Credit Event are delivered, the risk of a potential increase in general interest<br />

rate levels following delivery of such Deliverable Obligations will be higher than as compared to the<br />

investor’s initial investment. In the case of a Restructuring Credit Event, the Issuer may deliver<br />

Deliverable Obligations with a term to maturity that is customary in the credit derivatives market for<br />

credit default swaps having the same term as the relevant Notes. These risks will be borne by the<br />

investor.<br />

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