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Tabreed 06 Prospectus - London Stock Exchange

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Certificateholder together with the other Certificateholders who<br />

propose to proceed directly against <strong>Tabreed</strong>) holds at least 25 per<br />

cent. of the aggregate face amount of the Certificates then<br />

outstanding.<br />

The foregoing paragraphs are subject to the following. After<br />

enforcing or realising such Trust Assets and distributing the net<br />

proceeds in accordance with Condition 4.2, the obligations of the<br />

Trustee in respect of the Certificates shall be satisfied and no holder<br />

of the Certificates may take any further steps against the Trustee to<br />

recover any further sums in respect of such Certificates and the<br />

right to receive any such sums unpaid shall be extinguished.<br />

Withholding Tax All payments under the Transaction Documents shall be made<br />

without withholding or deduction for, or on account of, any taxes,<br />

levies, imposts, duties, fees, assessments or other charges of<br />

whatever nature, imposed or levied by or on behalf of any<br />

Relevant Jurisdiction (as defined in Condition 10), and all interest,<br />

penalties or similar liabilities with respect thereto (‘‘Taxes’’), unless<br />

the withholding or deduction of the Taxes is required by law. In<br />

such event, (a) where <strong>Tabreed</strong> is required to make such a<br />

withholding or deduction, <strong>Tabreed</strong> will be required, pursuant to<br />

the relevant Transaction Document, to pay to the Issuer, and/or (b)<br />

where the Issuer is required to make such a withholding or<br />

deduction, the Issuer will be required to pay in respect of the<br />

Certificates, additional amounts (which amounts will be applied<br />

towards payments in respect of the Certificates) so that, subject to<br />

certain exceptions, the full amount which otherwise would have<br />

been due and payable under the Certificates is received by parties<br />

entitled thereto. See Condition 10.<br />

Use of Proceeds The proceeds of the issue of the Certificates will be used by the<br />

Issuer purchase and/or invest in Assets, Authorised Investments<br />

and Commodities all in accordance with the terms of the<br />

Transaction Documents.<br />

Listing Application has been made to the UK Listing Authority for the<br />

<strong>Prospectus</strong> to be approved as a prospectus for the purposes of the<br />

<strong>Prospectus</strong> Directive and for the Certificates to be admitted to the<br />

Official List and to the <strong>London</strong> <strong>Stock</strong> <strong>Exchange</strong> for such<br />

Certificates to be admitted to trading on the Market.<br />

Certificateholders’ Meetings A summary of the provisions for convening meetings of the<br />

Certificateholders to consider matters relating to their interests as<br />

such are set forth in Condition 16.<br />

Transaction Documents The ‘‘Transaction Documents’’ are the Certificate Purchase<br />

Agreement, the Agency Agreement, the Declaration of Trust, the<br />

Istisna’a Agreement, the Lease Agreement, the Purchase<br />

Undertaking, the Service Agency Agreement, the Commodities<br />

Purchase Agreement, the Undertaking to Purchase (Commodities),<br />

the Costs Undertaking, the Investment Agreement, the Corporate<br />

Services Agreement, the Certificates, and any other agreements and<br />

documents delivered or executed in connection therewith (each as<br />

defined in the Declaration of Trust).<br />

16

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