‘‘Late Payment Amount’’ means any late payment amount paid by the Obligor pursuant toclause 3.5 of the Purchase Undertaking.‘‘Liability’’ means any loss, damage, cost, charge, claim, demand, expense, judgment, action,proceeding or other liability whatsoever (including, without limitation, in respect of taxes,duties, levies, imposts and other charges) and including any value added tax or similar taxcharged or chargeable in respect thereof and properly incurred legal or other fees andexpenses on a full indemnity basis.‘‘Market Disruption Event’’ means, in respect of the Shares or any other publicly tradedsecurities, the occurrence or existence of (a)(i) a Trading Disruption or (ii) an <strong>Exchange</strong>Disruption, in each case on any relevant Trading Day at any time during the one hour periodthat ends at the close of such Trading Day, or (b) an Early Closure.‘‘Mudarabah’’ shall have the meaning given to such term in Condition 4.1 (Trust – Summaryof the Trust).‘‘Mudarabah Agreement’’ shall have the meaning given to such term in Condition 4.1 (Trust –Summary of the Trust).‘‘Mudarabah Assets’’ means, at any time, the then outstanding assets of the Mudarabah.‘‘Mudarib’’ means <strong>IIG</strong>, in its capacity as Mudarib under the Mudarabah Agreement.‘‘Net Proceeds of Sale’’ shall have the meaning given to such term in Condition 6.8 (Discretionof the Trustee to Exercise).‘‘Non-Deliverables Shares’’ means the number of Shares equal to the difference between theDue Shares and the Shares actually issued (in respect of any other calculation).‘‘Notification Date’’ shall have the meaning given to such term in Condition 6.1 (VoluntaryEarly Redemption).‘‘Obligor’’ shall have the meaning given to such term in Condition 4.1 (Trust – Summary ofthe Trust).‘‘Periodic Distribution Amount’’ means, in respect of:(a) the first Return Accumulation Period, U.S.$63.75 in respect of each U.S.$10,000 in faceamount of Certificates, being an amount equal to the product of (i) the Accrual Rate (ii)the Aggregate Face Amount (as of the final day of such Return Accumulation Period)and (iii) the Day Count Fraction; and(b) in respect of each Return Accumulation Period thereafter, an amount equal to theproduct of (i) the Accrual Rate and (ii) the Aggregate Face Amount (as of the final dayof such Return Accumulation Period) divided by four.‘‘Periodic Distribution Date’’ means the 10th day of January, April, July and October in eachyear, commencing on the First Periodic Distribution Date and through and including 10 July2012.‘‘person’’ means any individual, corporation, partnership, joint venture, association, joint stockcompany, trust, unincorporated organisation, limited liability company or government oragency, or political subdivision thereof, or other entity.‘‘Physical Settlement’’ means the redemption of the Certificates by issue of Shares, ascontemplated by Condition 6.9 (Physical Settlement).‘‘Physical Settlement Option’’ shall have the meaning given to such term in Condition 6.8(Discretion of the Trustee to Exercise).‘‘Potential Dissolution Event’’ means any event which, with the giving of notice, lapse of timeor fulfilment of any other applicable condition (or any combination of any of the foregoing)would constitute a Dissolution Event.‘‘Previous Cash Dividends’’ shall have the meaning given to such term in Condition 6.16(b)(v).‘‘Proceedings’’ shall have the meaning given to such term in Condition 21.2.‘‘Purchase Undertaking’’ shall have the meaning given to such term in Condition 4.1 (Trust –Summary of the Trust).62
‘‘Put Standard Redemption Amount’’ means the aggregate face amount of Certificates to beredeemed on the Put Settlement Date plus all unpaid accrued Periodic Distribution Amountsand all other accrued and unpaid distribution amounts (if any) due and payable under theseConditions in respect of such Certificates as of the Put Settlement Date.‘‘Put Settlement Date’’ shall have the meaning given to such term in Condition 6.5(Redemption at the Option of Certificateholders).‘‘Quarterly <strong>Exchange</strong> Limit’’ has the meaning given to it in Condition 6.1(f).‘‘Quarterly Exercise Period’’ means the 3 month period ending on and including the 1 January,1 April, 1 July and 1 October of each year. The first Quarterly Exercise Period will commenceon 1 January 2008 and the last Quarterly Exercise Period will end on 1 April 2012.‘‘Quarterly Voluntary Early Redemption Date’’ shall have the meaning given to it in Condition6.1 (Voluntary Early Redemption).‘‘Quarterly Voluntary Early Redemption Notice’’ means any Voluntary Early RedemptionNotice delivered during a Quarterly Exercise Period.‘‘Redemption Date’’ shall have the meaning given to such term in Condition 4.2 (Trust –Application of Proceeds from Trust Assets).‘‘Redemption Reference Price’’ means a price (in U.S. dollars per Share) equal to thearithmetic average of the VWAP of the Shares for each Trading Day in the relevantCalculation Period as determined by the Calculation Agent provided that:(a) if the VWAP is not available on any Trading Day in the relevant Calculation Period, theClosing Price of such Shares for the previous Trading Day (as determined by theCalculation Agent) shall be used for the purposes of calculating arithmetic average; and(b) if a value cannot be determined as contemplated above as a result of a MarketDisruption Event or otherwise, the Redemption Reference Price shall be the Fair MarketValue of the Shares as determined by the Expert, in each case converted (if necessary)into U.S. dollars at the Relevant Rate in effect on the relevant Trading Day.‘‘Register’’ shall have the meaning given to such term in Condition 1.1 (Form andDenomination).‘‘Regulation S’’ means Regulation S of the U.S. Securities Act of 1933.‘‘Relevant Amount’’ has the meaning given to such term in Condition 6.14 (Fractions).‘‘Relevant Certificates’’ shall have the meaning given to such term in Condition 6.1 (VoluntaryEarly Redemption).‘‘Relevant Date’’ means, in respect of any payment in relation to a Certificate, the later of (a)the date on which the payment first becomes due but, and (b) if the full amount payable hasnot been received by the Principal Paying and <strong>Exchange</strong> Agent on or before the due date, thedate on which the full amount is so received.‘‘Relevant Dividend’’ shall have the meaning given to such term in the definition of‘‘Extraordinary Dividend’’.‘‘Relevant Exercise Price’’ means:(a) with respect to any Issuer Early Redemption Date specified in accordance with Condition6.4(a) or 6.4(b), the Issuer Early Redemption Amount;(b) with respect to any Change of Control Put Date, the Change of Control StandardRedemption Amount;(c) with respect to any Tax Redemption Date, the Tax Redemption Amount;(d) with respect to a Voluntary Early Redemption Date, the Voluntary Early RedemptionAmount (and any Additional Cash Amount or any Share Delivery Top-Up Amount dueunder these Conditions);(e) following service of a Trustee Exercise Notice in respect of which in the case where (i)the cash settlement option applies, the aggregate of the Cash Settlement Amount andthe Top-Up Amount (if any) (and any Additional Cash Amounts due) on the ScheduledRedemption Date, or (ii) in the case where the Physical Settlement Option applies, the63
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given, and has not withdrawn, his c
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FORWARD LOOKING STATEMENTSSome stat
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STRUCTURE DIAGRAM AND CASHFLOWSThe
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PartiesIssuerOVERVIEW OF THE OFFERI
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On the exercise of the Trustee’s
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Periodic DistributionsRedemptionExc
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in each case, there will be no rest
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with the covenant relating to the L
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‘‘Independent Appraiser’’ m
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‘‘Total Consolidated Contingent
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For these purposes:‘‘Material S
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TAXATIONThe following is a general
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CLEARANCE AND SETTLEMENTThe informa
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SUBSCRIPTION AND SALEBarclays Bank
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exempt offer under sub-paragraph (3
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GENERAL INFORMATION1. Application h
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APPENDIX - FINANCIAL STATEMENTSFina
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International Investment Group Comp
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International Investment Group Comp
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International Investment Group Comp
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International Investment Group Comp
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International Investment Group Comp
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International Investment Group Comp
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F-15
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International Investment Group Comp
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166Independent Auditior’s ReportF
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188International Investment Group K
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EXHIBIT DINTERNATIONAL INVESTMENT G
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EXHIBIT CINTERNATIONAL INVESTMENT G
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-2-As per the revised IAS 39, unrea
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-6-n) Treasury sharesTreasury share
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-8-5. Murabaha receivables2005KD200
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THE ISSUER AND TRUSTEEIIG Funding L