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"Rating Agency" means each of Moody’s Investor Services, Standard & Poor’s
Rating Services, a division of the McGraw-Hill Companies, and Fitch Ratings
Limited or any successor of such rating agencies.
Maturity Date:................................ Unless previously redeemed in whole or in part or purchased and cancelled, the
Notes will be redeemed at their principal amount on 14 October 2014.
Issue Price: ..................................... The issue price of the Notes (the "Issue Price") will be determined between the
Issuer and the Managers on the basis of a bookbuilding process and will be
published in the Pricing Notice.
Form: .............................................. The Notes will be issued in the format of a "new global note". The Notes will
initially be represented by a temporary global bearer note
(the "Temporary Global Note"), without interest coupons, which will be
deposited with a common safekeeper for both Euroclear Bank SA/NV
("Euroclear") and Clearstream Banking, société anonyme ("Clearstream
Luxembourg", and, together with Euroclear, the "ICSDs") on or around the
Issue Date. The Notes have been accepted for clearance through Euroclear and
Clearstream Luxembourg. Except as otherwise described herein, interests in the
Temporary Global Note will be exchangeable for interests in a permanent
global note (the "Permanent Global Note" and, each of the Temporary Global
Note and the Permanent Global Note, a "Global Note" and, together, the
"Global Notes") without interest coupons, not earlier than 40 days after the
Issue Date upon certification as to non-U.S. beneficial ownership (subject to
certain exceptions set forth in the certification).
Principal Paying Agent:................. Deutsche Bank Aktiengesellschaft
Paying
Deutsche Bank Luxembourg S.A.
Agent……………………..
Luxembourg Listing Agent: .......... Deutsche Bank Luxembourg S.A.
The Notes are intended to be held in a manner which will allow Eurosystem
eligibility. This simply means that the Notes are intended upon issue to be
deposited with one of the ICSDs as common safekeeper and does not
necessarily mean that the Notes will be recognised as eligible collateral for
Eurosystem monetary policy and intra-day credit operations by the Eurosystem
either upon issue or at any or all times during their life. Such recognition will
depend on satisfaction of the Eurosystem eligibility criteria.
The Notes are being issued in bearer form and will not be represented by
definitive Notes.
Status:............................................. The Notes constitute direct, unconditional, unsubordinated and unsecured
obligations of the Issuer ranking pari passu among themselves and pari passu
with all other unsecured and unsubordinated obligations of the Issuer, present
and future, unless such obligations are accorded priority under mandatory
provisions of statutory law.
Early Redemption: ......................... If, as a result of any change in, or amendment to, the laws or regulations
prevailing in Germany, certain withholding taxes are levied on payments of
principal or interest in respect of the Notes and the Issuer is obliged to pay
Additional Amounts (as defined in § 6 of the Terms and Conditions of the
Notes), the Issuer may redeem the Notes in whole, but not in part.
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