INDEX OF DEFINED TERMS - Banca di Legnano
INDEX OF DEFINED TERMS - Banca di Legnano
INDEX OF DEFINED TERMS - Banca di Legnano
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Level: 2 – From: 2 – Wednesday, July 21, 2010 – 12:06 – eprint6 – 4247 Section 05<br />
Terms and Con<strong>di</strong>tions of the Notes<br />
(i)<br />
(ii)<br />
on the occasion of the next payment due under the Notes, the Issuer has or will become<br />
obligated to pay Ad<strong>di</strong>tional Amounts as <strong>di</strong>scussed in Con<strong>di</strong>tion 8 as a result of any change in,<br />
or amendment to, the laws or regulations of the United States or any political sub<strong>di</strong>vision or<br />
any authority thereof or therein having power to tax, or any change in the application or<br />
official interpretation of such laws or regulations, which change or amendment becomes<br />
effective on or after the Issue Date of the first Tranche of the Notes; and<br />
the Issuer cannot avoid such obligation by taking reasonable measures available to it,<br />
provided that no such redemption notice shall be given earlier than 90 calendar days prior to<br />
the earliest date on which the Issuer would be obligated to pay such Ad<strong>di</strong>tional Amounts if a<br />
payment in respect of the Notes were then due.<br />
Prior to the publication of any redemption notice pursuant to this Con<strong>di</strong>tion 6(b), the Issuer shall<br />
deliver a certificate to the Principal Agent signed by an Authorized Officer of the Issuer stating that the<br />
Issuer is entitled to effect such redemption and setting forth a statement of facts showing that the<br />
con<strong>di</strong>tions precedent, if any, to the redemption have occurred. For the purposes of this paragraph,<br />
“Authorized Officer” means, with respect to the Issuer, the Chief Executive Officer, the Chief Financial<br />
Officer, the Treasurer, any Senior Vice President or any Managing Director or Director–Corporate Treasury<br />
of the Issuer or any other person who is duly authorized to act for the Issuer in matters relating to, and<br />
bin<strong>di</strong>ng upon, the Issuer.<br />
Notes redeemed pursuant to this Con<strong>di</strong>tion 6(b) will be redeemed at their Early Redemption<br />
Amount referred to in Con<strong>di</strong>tion 6(f) below together (if appropriate) with interest accrued to (but<br />
exclu<strong>di</strong>ng) the date fixed for redemption.<br />
(c)<br />
Special Tax Redemption<br />
If the Issuer determines that any payment made outside the United States by the Issuer or any of its<br />
Paying Agents in respect of any Note (other than in respect of a Registered Note) or Coupon, under any<br />
present or future laws or regulations of the United States, would be subject to any certification,<br />
documentation, information, or other reporting requirement of any kind the effect of which is the<br />
<strong>di</strong>sclosure to the Issuer, any Paying Agent, or any governmental authority of the nationality, residence, or<br />
identity of a beneficial owner of such Note or Coupon who is a United States Alien (as defined herein)<br />
(other than a requirement (1) that would not be applicable to a payment by the Issuer or any one of the<br />
Paying Agents (x) <strong>di</strong>rectly to the beneficial owner, or (y) to a custo<strong>di</strong>an, nominee, or other agent of the<br />
beneficial owner, (2) that can be satisfied by such custo<strong>di</strong>an, nominee, or other agent certifying to the<br />
effect that the beneficial owner is a United States Alien, provided that, in any case referred to in Clauses<br />
(1)(y) or (2), payment by the custo<strong>di</strong>an, nominee, or agent to the beneficial owner is not otherwise subject<br />
to any such requirement, or (3) that would not be applicable to a payment by at least one Paying Agent of<br />
the Issuer), the Issuer shall at its option either:<br />
(i)<br />
(ii)<br />
redeem the Notes in whole, but not in part, at any time (in the case of Fixed-Rate Notes) or<br />
on any Interest Payment Date (in the case of Notes other than Fixed-Rate Notes), at a price<br />
equal to the Early Redemption Amount referred to in Con<strong>di</strong>tion 6(f) below, together with, if<br />
appropriate, interest accrued to but exclu<strong>di</strong>ng the date fixed for redemption; or<br />
if the con<strong>di</strong>tions of the second succee<strong>di</strong>ng paragraph are satisfied, pay the Ad<strong>di</strong>tional<br />
Amounts specified in such paragraph.<br />
The Issuer shall make its determination as soon as practicable and publish prompt notice thereof<br />
(the “Determination Notice”) stating the effective date of its certification, documentation, information, or<br />
other reporting requirement, whether the Issuer will redeem the Notes or pay the Ad<strong>di</strong>tional Amounts<br />
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