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

Each purchaser of Registered Notes that have not been registered under the Securities Act is hereby notifiedthat the offer and sale of such Notes to it is being made in reliance upon the exemption from the registrationrequirements of the Securities Act provided by Rule 144A. Each purchaser of Registered Notes pursuant toRule 144A, by accepting delivery of this Offering Circular, will be deemed to have represented and agreedthat it is a qualified institutional buyer, that it is aware that the sale to it is being made in reliance on Rule144A and that it is acquiring the Notes for its own account or for the account of a qualified institutional buyer.See “Transfer Restrictions”.No sale of Registered Notes in the United States to any one purchaser will be for less than U.S.$ 100,000 (orits foreign currency equivalent) principal amount and no Registered Note will be issued in connection withsuch a sale in a smaller principal amount. If the purchaser is a non-bank fiduciary acting on behalf of others,each person for whom it is acting must purchase at least U.S.$ 100,000 (or its foreign currency equivalent) ofRegistered Notes.Each issuance of Credit Linked Notes, Equity Linked Notes, Index Linked Notes or Dual Currency Notesshall be subject to such additional U.S. selling restrictions as the Issuer and the relevant Dealer(s) may agreeas a term of the issuance and purchase of such Notes, which additional selling restrictions shall be set out inthe relevant Final Terms. Each of the Dealer(s) agrees that it will offer, sell and deliver such Notes only incompliance with such additional U.S. selling restrictions.ChinaEach Dealer has represented and agreed that the Notes are not being offered or sold and may not be offered orsold, directly or indirectly, in the People’s Republic of China (for such purposes, not including the Hong Kongand Macau Special Administrative Regions or Taiwan), except as permitted by the securities laws of thePeople’s Republic of China.Hong KongEach Dealer has represented and agreed that:(a)(b)it has not offered or sold and will not offer or sell in Hong Kong, by means of any document, anyNotes other than (i) to “professional investors” as defined in the Securities and Futures Ordinance(Cap. 571) of Hong Kong and any rules made under that Ordinance; or (ii) in other circumstanceswhich do not result in the document being a “prospectus” as defined in the Companies Ordinance(Cap. 32) of Hong Kong or which do not constitute an offer to the public within the meaning of thatOrdinance; andit has not issued or had in its possession for the purposes of issue, and will not issue or have in itspossession for the purposes of issue, whether in Hong Kong or elsewhere, any advertisement,invitation or document relating to the Notes, which is directed at, or the contents of which are likely tobe accessed or read by, the public of Hong Kong (except if permitted to do so under the securitieslaws of Hong Kong) other than with respect to Notes which are or are intended to be disposed of onlyto persons outside Hong Kong or only to “professional investors” as defined in the Securities andFutures Ordinance and any rules made under that Ordinance.JapanThe Notes have not been and will not be registered under the Financial Instruments and Exchange Act ofJapan (the “Financial Instruments and Exchange Act”). Accordingly, each Dealer has represented andagreed that it has not, directly or indirectly, offered or sold and will not, directly or indirectly, offer or sell anyNotes in Japan or to, or for the benefit of, any resident of Japan (which term as used herein means any personresident in Japan, including any corporation or other entity organised under the laws of Japan), or to others for348