Prospectus-Final (clean) - Malta Financial Services Authority

"Global Note" means [the/any] [Temporary Global Note] [or Collective Global Note] [or] [PermanentGlobal Note]."Holder" means, in respect of Notes deposited with any Clearing System or other central securitiesdepositary, any holder of a proportionate co-ownership or other beneficial interest or right in the Notesso deposited, and otherwise the bearer of a Note [and/or a Coupon] [and/or a Receipt]."Paying Agent" means the Fiscal Agent in its capacity as paying agent, acting through its officespecified in § 7, the Paying Agent(s) specified in § 7, or any substitute or additional paying agentappointed under § 7.References herein to the "Notes" are references to Notes of this Series and shall, as the contextrequires, include reference to any Global Note [or Definitive Note].References herein to the "Specified Currency" shall include any successor currency provided for bythe laws in force in the jurisdiction where the Specified Currency is issued or pursuant tointergovernmental agreement or treaty (a "Successor Currency") to the extent that payment in thepredecessor currency is no longer a legal means of payment by the Issuer on the Notes [in the caseof Notes issued by Finance: or, in the event of payments under the Guarantee, by the Guarantorunder the Guarantee].In the case of Notes kept in custody on behalf of the ICSDs insert:[In the case the Global Note is an NGN insert: The Notes are issued in new global note ("NGN")form and are kept in custody by a common safekeeper on behalf of both ICSDs.][In the case the Global Note is an CGN insert: The Notes are issued in classical global note("CGN") form and are kept in custody by a common depositary on behalf of both ICSDs.]In the case the Global Note is an NGN insert:[(8) Records of the ICSDs. The aggregate principal amount of Notes represented by the Global Noteshall be the aggregate amount from time to time entered in the records of both ICSDs. The records ofthe ICSDs (which expression means the records that each ICSD holds for its customers which reflectthe amount of such customer's interest in the Notes) shall be conclusive evidence of the aggregateprincipal amount of Notes represented by the Global Note and, for these purposes, a statement issuedby a ICSD stating the amount of Notes so represented at any time shall be conclusive evidence of therecords of the relevant ICSD at that time.On any redemption or payment of an instalment or interest being made in respect of, or purchase andcancellation of, any of the Notes represented by the Global Note the Issuer shall procure that details ofany redemption, payment or purchase and cancellation (as the case may be) in respect of the GlobalNote shall be entered pro rata in the records of the ICSDs and, upon any such entry being made, theaggregate principal amount of the Notes recorded in the records of the ICSDs and represented by theGlobal Note shall be reduced by the aggregate principal amount of the Notes so redeemed orpurchased and cancelled or by the aggregate amount of such instalment so paid.][In the case the Temporary Global Note is a NGN insert: On an exchange of a portion only of theNotes represented by a Temporary Global Note, the Issuer shall procure that details of such exchangeshall be entered pro rata in the records of the ICSDs.]§ 2StatusThe Notes constitute unsecured and unsubordinated obligations of the Issuer and rank pari passuwithout any preference among themselves and pari passu with all other unsecured andunsubordinated obligations of the Issuer.§ 3Negative Pledge of the Issuer [, Guarantee and Negative Pledge of the Guarantor][(1)] Negative Pledge. So long as any of the Notes remains outstanding, but only up to the time allamounts of principal and interest have been placed at the disposal of the Fiscal Agent, the Issuerundertakes not to grant or permit to subsist any encumbrance over any or all of its present or futureassets, as security for any present or future Capital Market Indebtedness issued or guaranteed by theIssuer or by any other person, without at the same time having the Holders share equally and rateably131