NIG Prospectus - London Stock Exchange

Level: 8 – From: 8 – Thursday, August 9, 2007 – 2:18 pm – mac5 – 3776 Section 05 : 3776 Section 05warrants or options in respect of shares or securities convertible into or exchangeablefor shares) other than the Trust Certificates issued under the Programme;(b)(c)(d)(e)(f)(g)(h)(i)(j)(k)secure any of its present or future indebtedness for borrowed money by any lien,pledge, charge or other security interest upon any of its present or future assets,properties or revenues (other than those arising by operation of law);sell, lease, transfer, assign, participate, exchange or otherwise dispose of, or pledge,mortgage, hypothecate or otherwise encumber (by security interest, lien (statutory orotherwise), preference, priority or other security agreement or preferentialarrangement of any kind or nature whatsoever or otherwise or permit such to occuror suffer such to exist), any part of its interest in any of the Trust Assets exceptpursuant to any Transaction Documents;use the proceeds of the issue of the Trust Certificates for any purpose other than asset out in the applicable Final Terms;amend or agree to any amendment of any Transaction Document to which it is a party,or its memorandum and articles of association, in a manner which is prejudicial to therights of holders of outstanding Trust Certificates (it being accepted that an increasein the aggregate face amount of the Programme will not be prejudicial to such rights)without (i) the prior approval of the Delegate or the Certificateholders by way ofExtraordinary Resolution and (ii) first notifying the Rating Agencies of the proposedamendments and subsequently providing the Rating Agencies with copies of therelevant executed amended Transaction Documents;exercise its option under the Purchase Undertaking except in its capacity as Trustee;act as trustee in respect of any trust other than the Trust corresponding to a Series ofTrust Certificates issued from time to time pursuant to the Programme;have any subsidiaries or employees;redeem any of its shares or pay any dividend or make any other distribution to itsshareholders;put to its directors or shareholders any resolution for or appoint any liquidator for itswinding up or any resolution for the commencement of any other bankruptcy orinsolvency proceeding with respect to it; andenter into any contract, transaction, amendment, obligation or liability other than theTransaction Documents to which it is a party or any permitted amendment orsupplement thereto or as expressly permitted or required thereunder or engage in anybusiness or activity other than:(i)(ii)(iii)as provided for or permitted in the Transaction Documents;the ownership, management and disposal of Trust Assets as provided in theTransaction Documents; andsuch other matters which are incidental thereto.7. FIXED PERIODIC DISTRIBUTION PROVISIONS7.1 ApplicationThis Condition 7 is applicable to the Trust Certificates only if the Fixed Periodic DistributionProvisions are specified in the applicable Final Terms as being applicable.41