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
Certificate shall be issued to the Noteholder to reflect the exercise of such option or in respect of the
balance of the holding not redeemed. In the case of a partial exercise of an option resulting in Registered
Notes of the same holding having different terms, separate Registered Certificates shall be issued in
respect of those Notes of that holding that have the same terms. New Registered Certificates shall only be
issued against surrender of the existing certificates to the Registrar or any Transfer Agent. In the case of a
transfer of Registered Notes to a person who is already a holder of Registered Notes, a new Registered
Certificate representing the enlarged holding shall only be issued against surrender of the Registered
Certificate representing the existing holding.
(d)
Delivery of New Certificates
Each Registered Certificate to be issued pursuant to Condition 2(b) or (c) shall be available for
delivery within three business days after receipt of the request for exchange, form of transfer or Put Notice
(as defined herein) or surrender of the Registered Certificate for exchange, as applicable. Delivery of the
new Registered Certificate shall be made at the specified office of the Transfer Agent or of the Registrar
(as the case may be) to whom delivery or surrender of such request for exchange, form of transfer, Put
Notice or Registered Certificate shall have been made or, at the option of the Noteholder making such
delivery or surrender as aforesaid and as specified in the relevant request for exchange, form of transfer,
Put Notice or otherwise in writing, be mailed by uninsured mail at the risk of the Noteholder entitled to
the new Registered Certificate to such address as may be so specified, unless such Noteholder requests
otherwise and pays in advance to the Transfer Agent or Registrar the costs of such other method of
delivery and/or such insurance as it may specify. In this Condition 2(d), “business day” means a day, other
than a Saturday or Sunday, on which banks are open for business in the location of the specified office of
the Registrar or the relevant Transfer Agent (as the case may be).
(e)
Exchange Free of Charge
Exchange and transfer of Registered Notes on registration, transfer, partial redemption, or exercise
of an option shall be effected without charge by or on behalf of the Issuer, the Registrar, or the Transfer
Agent, but upon payment by the Noteholder of any tax or other governmental charges that may be
imposed in relation to it (or the giving of such indemnity as the Registrar or the relevant Transfer Agent
may require).
(f)
Closed Periods
No Noteholder may require the transfer of a Registered Note to be registered (i) during the period
commencing on the Record Date and ending on the due date for redemption of, or payment of any
installment amount, or amount of interest, in respect of, that Note, (ii) during the period commencing on
the Record Date and ending on the date on which Notes may be called for redemption by the Issuer at its
option pursuant to Condition 6(d), (iii) after any such Note has been called for redemption, (iv) during the
period commencing on the Record Date and ending on the date fixed for any meeting of Noteholders, or
any adjourned meeting of Noteholders, or (v) during the period of seven calendar days ending on (and
including) any Record Date.
“Record Date” means (i) in respect of any Registered Note in definitive form, the close of business
(London time) on the 15th calendar day and (ii) in respect of any Registered Notes represented by a
Registered Global Certificate, the close of business on the Relevant Clearing System Business Day, in each
case, prior to the applicable due date for redemption of a Registered Note, or the payment of any
installment amount or amount of interest in respect of a Registered Note, or the date fixed for any meeting,
or adjourned meeting of holders of Registered Notes, where “Relevant Clearing System Business Day”
means a day on which the Relevant Clearing System is open for business.
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