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INDEX OF DEFINED TERMS - Banca di Legnano

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Level: 2 – From: 2 – Wednesday, July 21, 2010 – 12:23 – eprint6 – 4247 Section 09<br />

Physical Delivery Con<strong>di</strong>tions<br />

ANNEX 8<br />

ADDITIONAL <strong>TERMS</strong> AND CONDITIONS FOR PHYSICAL DELIVERY NOTES<br />

The terms and con<strong>di</strong>tions applicable to Physical Delivery Notes shall comprise the Terms and<br />

Con<strong>di</strong>tions of the Notes and the ad<strong>di</strong>tional Terms and Con<strong>di</strong>tions set out below (the “Physical Delivery<br />

Con<strong>di</strong>tions”), in each case subject to completion and/or amendment in the applicable Final Terms. In the<br />

event of any inconsistency between the Terms and Con<strong>di</strong>tions of the Notes, and the Physical Delivery<br />

Con<strong>di</strong>tions, the Physical Delivery Con<strong>di</strong>tions shall prevail. In the event of any inconsistency between (i)<br />

the Terms and Con<strong>di</strong>tions of the Notes and/or the Physical Delivery Con<strong>di</strong>tions and (ii) the Final Terms,<br />

the Final Terms shall prevail.<br />

1. Delivery of Entitlement and Asset Transfer Notices<br />

In order to obtain delivery of the Entitlement(s) in respect of any Note:<br />

(a)<br />

(b)<br />

if such Note is represented by a Global Note, the relevant Noteholder must deliver to the<br />

Relevant Clearing System, with a copy to the Principal Agent and the Issuer not later than the<br />

close of business in each place of receipt on the Cut-Off Date, a duly completed Asset<br />

Transfer Notice substantially in the form set out in the Agency Agreement (the “Asset<br />

Transfer Notice”); and<br />

if such Note is in definitive form, the relevant Noteholder must deliver to any Paying Agent,<br />

with a copy to the Principal Agent and the Issuer not later than the close of business in each<br />

place of receipt on the Cut-Off Date, a duly completed Asset Transfer Notice.<br />

Forms of the Asset Transfer Notice may be obtained during normal business hours from the<br />

specified office of any Paying Agent.<br />

An Asset Transfer Notice may only be delivered (i) if such Note is represented by a Global Note, in<br />

such manner as is acceptable to the Relevant Clearing System or (ii) if such Note is in definitive form, in<br />

writing.<br />

If such Note is in definitive form, such Note must be delivered together with the duly completed<br />

Asset Transfer Notice.<br />

Note.<br />

The Issuer shall at the risk of the relevant Noteholder deliver the Entitlement in respect of each<br />

All expenses, inclu<strong>di</strong>ng any applicable depositary charges, transaction or exercise charges, stamp<br />

duty, stamp duty reserve tax, issue, registration, securities, transfer, and/or other taxes or duties (together<br />

“Expenses”), arising from the redemption of the Notes and the delivery of any Entitlement shall be for the<br />

account of the relevant Noteholder or Couponholder, as the case may be, and no delivery and/or transfer of<br />

any Entitlement shall be made until all Expenses have been paid to the satisfaction of the Issuer by the<br />

relevant Noteholder or Couponholder, as the case may be.<br />

An Asset Transfer Notice must:<br />

(a)<br />

specify the name, address outside the United States and its possessions, and contact<br />

telephone number of the relevant Noteholder or Couponholder, as the case may be, and the<br />

person from whom the Issuer may obtain details for the delivery of the Entitlement if such<br />

delivery is to be made otherwise than in the manner specified in the applicable Final Terms;<br />

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