Dit prospectus is gemaakt voor de uitgifte van dit product en ... - Iex

e convened by the Issuer or Noteholders holding not less than 10 per cent. in nominal amount of theNotes for the time being outstanding. The quorum for any meeting convened to consider anExtraordinary Resolution shall be two or more persons being or representing Noteholders whateverthe nominal amount of the Notes held or represented, unless the business of such meeting includesconsideration of proposals, inter alia, (i) to amend the dates of the Maturity Date or redemption of anyof the Notes, any Instalment Date or any date for payment of interest or interest amounts on the Notes,(ii) to reduce or cancel the nominal amount of, or any Instalment Amount of, or any premium payableon redemption of, the Notes, (iii) to reduce the rate or rates of interest in respect of the Notes or tovary the method or basis of calculating the rate or rates or amount of interest or the basis forcalculating any interest amount in respect of the Notes, (iv) if a Minimum and/or a Maximum Rate ofInterest is shown in the relevant Final Terms, to reduce any such Minimum and/or Maximum Rate ofInterest, (v) to vary any method of, or basis for, calculating the Final Redemption Amount, the CreditEvent Redemption Amount, the Early Redemption Amount, the Obligatory Redemption Amount orthe Optional Redemption Amount including the method of calculating the Amortised Face Amount,(vi) to vary the currency or currencies of payment of the Notes, (vii) to modify the provisionsconcerning the quorum required at any meeting of Noteholders or any adjournment of such meeting orthe majority required to pass the Extraordinary Resolution or (viii) to take any steps that as specifiedin the relevant Final Terms may only be taken following approval by an Extraordinary Resolution towhich the special quorum provisions apply, in which case the necessary quorum shall be two or morepersons holding or representing not less than 75 per cent., or at any adjourned meeting not less than 25per cent., in principal amount of the Notes for the time being outstanding. Any ExtraordinaryResolution duly passed shall be binding on all Noteholders (whether or not they were present at themeeting at which such resolution was passed) and on all Receiptholders and Couponholders.The Agency Agreement provides that a resolution in writing signed by or on behalf of the holders ofnot less than 75 per cent. in nominal amount of the Notes outstanding shall for all purposes be as validand effective as an Extraordinary Resolution passed at a meeting of Noteholders duly convened andheld. Such a resolution in writing may be contained in one document or several documents in thesame form, each signed by or on behalf of one or more Noteholders.These Terms and Conditions may be amended by the Issuer (with the agreement, not to unreasonablywithheld, of the Fiscal Agent) (i) for the purposes of curing any ambiguity, or for curing, correcting orsupplementing any defective provision contained therein, (ii) in any manner which the Issuer maydeem necessary or desirable and which shall not materially adversely affect the interests of theNoteholders, Receiptholders and Couponholders or (iii) if the amendment or modification is of aformal, minor or technical nature or is made to comply with mandatory provisions of law, without theconsent of the Noteholder, Receiptholder or Couponholder. Any such amendment or modificationshall be binding on the Noteholders, Receiptholders and Couponholders and such amendment ormodification shall be notified to the Noteholders in accordance with Condition 19 (Notices) of theNotes as soon as practicable (but failure to give such notice, or non-receipt thereof, shall not affect thevalidity of such amendment or modification).These Terms and Conditions may be amended, modified or varied in relation to any Series by theterms of the relevant Final Terms in relation to such Series.(b)Modification and Amendment of Agency AgreementThe Issuer shall only permit any modification of, or any waiver or authorisation of any breach orproposed breach of or any failure to comply with, the Agency Agreement, if to do so could notreasonably be expected to be prejudicial to the interests of the Noteholders.224