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INDEX OF DEFINED TERMS - Banca di Legnano

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Level: 2 – From: 2 – Wednesday, July 21, 2010 – 12:19 – eprint6 – 4247 Section 08<br />

Ad<strong>di</strong>tional Terms and Con<strong>di</strong>tions for FX Linked Notes<br />

date, the date closest to such relevant date will be selected (or such other date as may be<br />

selected by the Calculation Agent in its sole and absolute <strong>di</strong>scretion);<br />

(c)<br />

(d)<br />

notwithstan<strong>di</strong>ng paragraph (b) above but subject to paragraph (d) below, the Calculation<br />

Agent may (to the extent permitted by the applicable law), in good faith and in its sole and<br />

absolute <strong>di</strong>scretion, select such other exchange rate or other basis for the conversion of an<br />

amount of the Original Currency to the Successor Currency and, will make such<br />

adjustment(s) that it determines to be appropriate, if any, to any variable, calculation<br />

methodology, valuation, settlement, payment terms, or any other terms in respect of the Notes<br />

to account for such elimination, conversion, redenomination, or exchange of the Subject<br />

Currency or Base Currency, as the case may be; and<br />

notwithstan<strong>di</strong>ng the foregoing provisions, with respect to any Subject Currency or Base<br />

Currency that is substituted or replaced by the Euro, the consequences of such substitution or<br />

replacement will be determined in accordance with applicable law.<br />

9. Rebasing of Notes<br />

If the applicable Final Terms specifies that “Rebasing” is applicable, then if, on or prior to any<br />

Valuation Date or Averaging Date or any other relevant date, the Calculation Agent is unable to obtain a<br />

value for a Subject Currency (because the Subject Currency and/or Base Currency ceases to exist, or for<br />

any other reason other than a temporary <strong>di</strong>sruption, as determined by the Calculation Agent), the<br />

Calculation Agent may rebase the Notes against another foreign exchange rate determined by the<br />

Calculation Agent, in its sole and absolute <strong>di</strong>scretion, to be a comparable foreign exchange rate. If the<br />

Calculation Agent determines in its sole and absolute <strong>di</strong>scretion that there is not such a comparable foreign<br />

exchange rate, the Issuer may elect to redeem or settle the Notes by notice to Noteholders on the date<br />

specified in the notice at the Early Redemption Amount of each Note.<br />

10. Consequences of an Ad<strong>di</strong>tional Disruption Event<br />

If the applicable Final Terms specifies that Ad<strong>di</strong>tional Disruption Events shall be applicable, then:<br />

(a)<br />

following the determination by the Calculation Agent that an Ad<strong>di</strong>tional Disruption Event has<br />

occurred, the Issuer in its sole and absolute <strong>di</strong>scretion may take the action described in (i) or<br />

(ii) below:<br />

(i)<br />

(ii)<br />

require the Calculation Agent to determine in its sole and absolute <strong>di</strong>scretion the<br />

appropriate adjustment, if any, to be made to any of the other terms of the Terms and<br />

Con<strong>di</strong>tions and/or the applicable Final Terms to account for the Ad<strong>di</strong>tional Disruption<br />

Event and determine the effective date of that adjustment; or<br />

give notice to Noteholders in accordance with Con<strong>di</strong>tion 14 and redeem all, but not<br />

less than all, of the Notes, each nominal amount of Notes equal to the Specified<br />

Denomination being redeemed at the Early Redemption Amount;<br />

(b)<br />

(c)<br />

upon the occurrence of an Ad<strong>di</strong>tional Disruption Event, the Issuer shall give notice as soon as<br />

practicable to the Noteholders in accordance with Con<strong>di</strong>tion 14 stating the occurrence of the<br />

Ad<strong>di</strong>tional Disruption Event giving details thereof and the action proposed to be taken in<br />

relation thereto provided that any failure to give, or non-receipt of, such notice will not affect<br />

the vali<strong>di</strong>ty of the Ad<strong>di</strong>tional Disruption Event; and<br />

the following terms and expressions shall have the following meanings:<br />

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