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COMMERZBANK AKTIENGESELLSCHAFT

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Use of Proceeds<br />

The net proceeds of each issue of Notes will be used for general corporate purposes.<br />

Post Issuance Information<br />

In the case of Notes where payment of interest and/or principal is linked to an underlying, the Issuer<br />

will not provide any post issuance information regarding such underlying.<br />

German Act on Notes<br />

The Notes are subject to the provisions of the German Act on Notes (Gesetz über<br />

Schuldverschreibungen aus Gesamtemissionen – SchVG). The terms and conditions of the Notes,<br />

issued under this programme will not provide for majority resolutions by Noteholders pursuant §§ 5 et<br />

seq. SchVG.<br />

Additional Information on Credit Linkage<br />

Reference Entity Credit Linkage<br />

The Final Terms may provide that the payments under the Notes are affected by the occurrence of<br />

Credit Linkage Events in relation to one or more Reference Entities. If the applicable Final Terms<br />

provide for one specified Reference Entity only, payments under the Notes are linked to the<br />

occurrence of a Credit Linkage Event in relation to such Reference Entity. If the applicable Final Terms<br />

provide for more than one Reference Entity, payments under the Notes are linked:<br />

• to the occurrence of a Credit Linkage Event or a specified number of Credit Linkage Events in<br />

relation to the Reference Entities which are only taken into account after a certain threshold<br />

has been reached (e.g. an amount, a credit default swap spread or a Credit Event with respect<br />

to the Nth Reference Entity, as the case may be), or<br />

• to the occurrence of an indefinite number of Credit Events in relation to the Reference Entities,<br />

limited only to the number of Reference Entities, with each Credit Event affecting payments<br />

under the Notes.<br />

Credit Linkage of Interest Payments<br />

The Final Terms may provide that in case of interest-bearing Notes, the credit linkage applies to the<br />

interest payments to be made under the Notes. The Final Terms may provide that:<br />

• the Notes will cease to bear interest, or<br />

• the Notes will bear interest at an adjusted rate of interest, which means that the interest<br />

payment that would be payable, had no Credit Linkage Event occurred, will be adjusted in<br />

accordance with a formula reflecting the occurrence of the Credit Linkage Event.<br />

In the case of more than one Reference Entity, the Final Terms may provide that each Credit Linkage<br />

Event will affect the interest payments to be made or that a particular Credit Linkage Event out of<br />

several such events will have such effect.<br />

The Final Terms may provide that irrespective of a Credit Linkage Event, interest will be adjusted or<br />

calculated in accordance with a certain formula depending on the Protection Value, as set out in the<br />

Final Terms.<br />

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