INDEX OF DEFINED TERMS - Banca di Legnano

Level: 2 – From: 2 – Wednesday, July 21, 2010 – 12:06 – eprint6 – 4247 Section 05
Terms and Conditions of the Notes
Temporary Global Note”) exchangeable as provided in such Note and the Agency Agreement for
beneficial interests in a permanent global note in bearer form (each, a “Bearer Permanent Global Note”)
without interest coupons, substantially in the forms of Schedule 1 and Schedule 2 to the Agency
Agreement, respectively. The Bearer Temporary Global Note and the Bearer Permanent Global Note are
together referred to as the “Bearer Global Notes” and each, a “Bearer Global Note”.
Unless otherwise agreed by the Issuer and the relevant Dealers, and specified in the applicable Final
Terms, each Tranche of Notes in registered form will initially be represented by a registered certificate in
global form (a “Registered Global Certificate”) or by a registered certificate in definitive form (a
“Registered Definitive Certificate”) substantially in the forms of Schedule 4 and Schedule 5 to the
Agency Agreement, respectively, one Registered Certificate being issued in respect of each Noteholder’s
entire holding of Registered Notes of one Series (as defined herein). Each Note represented by a
Registered Global Certificate is referred to as a “Registered Global Note” and each Note represented by a
Registered Definitive Certificate is referred to as a “Registered Definitive Note”. Bearer Global Notes and
Registered Global Notes are together referred to as the “Global Notes” and each, a “Global Note”. Bearer
Definitive Notes (as defined below) and Registered Definitive Notes are together referred to as the
“Definitive Notes” and each, a “Definitive Note”. Registered Global Certificates and Registered Definitive
Certificates are together referred to as the “Registered Certificates” and each, a “Registered Certificate”.
Interests in a Bearer Permanent Global Note may be exchanged, free of charge to Noteholders, for
definitive notes in bearer form (“Bearer Definitive Notes”) in the Specified Denominations indicated in
the applicable Final Terms with interest coupons attached (the “Coupons”) substantially in the form of
Schedule 3 to the Agency Agreement, and, if indicated in the applicable Final Terms, talons for further
Coupons (“Talons”) attached substantially in the form of Schedule 3 to the Agency Agreement on issue
only as described below. Any reference herein to Coupons or coupons, unless the context otherwise
requires, shall be deemed to include a reference to Talons or talons. Bearer Definitive Notes repayable in
installments have receipts (“Receipts”) for the payment of the installments of principal (other than the
final installment) attached on issue. Any reference herein to “Noteholders” shall mean the holders of the
Notes, and, in relation to any Notes represented by a Global Note, shall be construed as provided below.
Any reference herein to “Receiptholders” shall mean the holders of the Receipts and any reference herein
to “Couponholders” shall mean the holders of the Coupons, and, unless the context otherwise requires,
shall include the holders of the Talons.
Except as otherwise provided in the applicable Final Terms, interests in a Bearer Temporary Global
Note or a Bearer Permanent Global Note will be exchangeable as provided in such Note and the Agency
Agreement for Bearer Definitive Notes (1) as to Bearer Permanent Global Notes, on not less than 60
calendar days’ written notice from Euroclear Bank S.A./N.V. (“Euroclear”) and/or Clearstream Banking,
société anonyme (“Clearstream, Luxembourg”) or any other clearing system located outside the United
States and its possessions, specified by the Issuer and the Dealers (each, an “Alternative Clearing
System” and each of Euroclear, Clearstream, Luxembourg and any Alternative Clearing System being a
“Relevant Clearing System”) (acting on the instructions of any holder of an interest in the Bearer
Permanent Global Note), (2) if an Event of Default (as defined herein) occurs and is continuing, (3) if the
Issuer is notified that a Relevant Clearing System has been closed for business for a continuous period of
14 calendar days (other than by reason of holiday, statutory, or otherwise) after the original issuance of the
Notes or has announced an intention permanently to cease business or has in fact done so and no
Alternative Clearing System approved by the Noteholders is available, or (4) if the Issuer, after notice to
the Principal Agent, determines to issue the Bearer Notes in definitive form. Any exchange of all or a part
of an interest in a Bearer Temporary Global Note or a Bearer Permanent Global Note for Bearer Definitive
Notes shall be made only outside the United States and its possessions. Except as otherwise provided in
the applicable Final Terms, interests in a Registered Global Note will be exchangeable for Registered
Definitive Notes (1) if an Event of Default (as defined herein) occurs and is continuing, (2) if the Issuer is
54