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INDEX OF DEFINED TERMS - Banca di Legnano

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Level: 2 – From: 2 – Wednesday, July 21, 2010 – 12:03 – eprint6 – 4247 Section 04<br />

The following legend will appear on all Bearer Global Notes, Bearer Definitive Notes, receipts,<br />

talons, and coupons:<br />

“Any United States person who holds this obligation will be subject to limitations under the United<br />

States income tax laws, inclu<strong>di</strong>ng the limitations provided in Sections 165(j) and 1287(a) of the<br />

Internal Revenue Code.”<br />

The sections referred to provide that United States holders, with certain exceptions, will not be<br />

entitled to deduct any loss on Notes, receipts, or coupons and will not be entitled to capital gains treatment<br />

of any gain on any sale, <strong>di</strong>sposition, or payment of principal in respect of Notes, receipts, or coupons.<br />

The following legend will appear on all Bearer Global Notes, Bearer Definitive Notes, receipts, and<br />

coupons that have a maturity (at issue) of 183 days or less and a face amount or principal amount of not<br />

less than U.S. $500,000 (as determined based on the spot rate on the date of issuance if in a currency other<br />

than U.S. Dollars):<br />

“By accepting this obligation, the holder represents and warrants that it is not a United States<br />

person (other than an exempt recipient described in Section 6049(b)(4) of the Internal Revenue Code and<br />

the regulations thereunder) and that it is not acting for or on behalf of a United States person (other than<br />

an exempt recipient described in Section 6049(b)(4) of the Internal Revenue Code and the regulations<br />

thereunder).”<br />

This legend essentially certifies that the holder is not subject to United States information reporting<br />

requirements.<br />

Unless otherwise stated in the applicable Final Terms, payments of principal, premium, if any,<br />

interest, or any other amounts on a Bearer Permanent Global Note will be made through the Relevant<br />

Clearing System outside the United States and its possessions against presentation or surrender (as the<br />

case may be) of the Bearer Permanent Global Note (if the Bearer Permanent Global Note is issued in CGN<br />

form) without any requirement for certification. All payments and deliveries on the Notes in bearer form<br />

will be made outside the United States and its possessions. A Bearer Permanent Global Note will be<br />

exchangeable (free of charge to the Noteholder), in whole, but not in part, under the circumstances<br />

described under “Terms and Con<strong>di</strong>tions of the Notes” for security-printed Bearer Definitive Notes with,<br />

where applicable, receipts, interest coupons, and talons attached, upon not less than 60 calendar days’<br />

written notice to the Principal Agent. Bearer Global Notes and Bearer Definitive Notes will be issued<br />

pursuant to the Agency Agreement. Interests in any such Bearer Definitive Notes may continue to be held<br />

through the Relevant Clearing System.<br />

Registered Notes<br />

Form of the Notes<br />

Unless otherwise agreed to by the Issuer and the relevant Dealers, each Tranche of Notes in<br />

registered form will initially be represented by a Registered Global Certificate or by a Registered<br />

Definitive Certificate, one Registered Certificate being issued in respect of each Noteholder’s entire<br />

hol<strong>di</strong>ng of Registered Notes of one Series. Each Registered Global Certificate will be deposited on or prior<br />

to the issue date of the relevant Tranche of Notes with either: (a) the Common Depositary for the Relevant<br />

Clearing System, in the case of a Registered Global Certificate not intended to be issued under the NSS<br />

and registered in the name of a nominee of the Relevant Clearing System; or (b) the Common Safekeeper<br />

for the Relevant Clearing System, in the case of a Registered Global Certificate intended to be issued<br />

under the NSS, and registered in the name of a nominee of the Common Safekeeper. Beneficial interests in<br />

a Registered Global Certificate will be exchangeable for Registered Definitive Notes only in the limited<br />

circumstances described under “Terms and Con<strong>di</strong>tions of the Notes”.<br />

51

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