Common use of Allotment and Payment Clause in Contracts

Allotment and Payment. 5.1 On or before the Business Day immediately preceding the respective Closing Date, the Accountholding Bank shall, on behalf of the Underwriters and to the extent necessary, give instructions to Clearstream Banking AG, Frankfurt am Main (“Clearstream”), as to the number of New Shares to be credited at the respective Closing Date to the accounts of investors or their depository bank at Clearstream, together with the details of such accounts. In the United States, the New Shares shall be credited by the Bank of New York Mellon acting as subscription agent for Deutsche Bank to Cede & Co. and other U.S. shareholders. 5.2 The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to the Co-Lead Managers independently of their respective Commitments, subject in each case to the obligation of each Underwriter to purchase New Shares up to the amount of its Commitment. 5.3 Notwithstanding anything in Article 5.2 above to the contrary, the consent of an Underwriter shall be required for any increase in the number of New Shares to be purchased by such Underwriter under the Underwriting Agreement, except in case of any default by one or more Underwriters as set forth in Article 6, which results in an aggregate net change of 10% or less in the number of New Shares to be purchased by such Underwriter. 5.4 The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to specific, identified investors assigned to the Underwriters that have submitted orders in respect thereof without regard to the Commitment of each Underwriter. 5.5 Subject to Article 4.4 above, the Joint Bookrunners shall allot any Rump Shares that have not been placed by October 8, 2010, if any, at the Subscription Price to the Underwriters pro rata of their respective Commitments, subject to any increase pursuant to Article 11(2) of the Underwriting Agreement. 5.6 Subject to Article 4.4 above, each Underwriter shall be required to designate a securities account at Clearstream for the delivery of the Rump Shares that have not been placed in the Offering to it, as directed by the Joint Bookrunners. 5.7 On each Closing Date, each Underwriter shall pay the Subscription Price for the New Shares due on such Closing Date according to Article 3(1) of the Underwriting Agreement to an account specified by the Accountholding Bank.

Allotment and Payment. 5.1 (1) On or before the Business Day immediately preceding the respective Closing Date, the Accountholding Bank shall, on behalf of the Underwriters and to the extent necessary, give instructions to Clearstream Banking AG, Frankfurt am Main Eschborn (“Clearstream”), as to the number of New Shares to be credited at the respective Closing Date to the accounts of investors or their depository bank at Clearstream, together with the details of such accounts. In the United States, the New Shares shall be credited by the Bank of New York Mellon Computershare Trust Company, N.A. acting as subscription agent for Deutsche Bank to Cede & Co. and other U.S. shareholders. 5.2 (2) The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to the Co-Lead Managers other Underwriters independently of their respective Commitments, subject in each case to the obligation of each Underwriter to purchase New Shares up to the amount of its Commitment. 5.3 (3) Notwithstanding anything in Article 5.2 5(2) above to the contrary, the consent of an Underwriter shall be required for any increase in the number of New Shares to be purchased by such Underwriter under the Underwriting Agreement, except in case of any default by one or more Underwriters as set forth in Article 6, which results in an aggregate net change of 1010 % or less in the number of New Shares to be purchased by such Underwriter. 5.4 (4) The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to specific, identified investors assigned to the Underwriters that have submitted orders in respect thereof without regard to the Commitment of each Underwriter. 5.5 (5) Subject to Article 4.4 4(4) above, the Joint Bookrunners shall allot any Rump Shares that have not been placed by October 8, 2010the Second Closing Date, if any, at the Subscription Price to the Underwriters pro rata of their respective Commitments, subject to any increase pursuant to Article 11(2) of the Underwriting Agreement. 5.6 (6) Subject to Article 4.4 4(4) above, each Underwriter shall be required to designate a securities account at Clearstream for the delivery of the Rump Shares that have not been placed in the Offering to it, as directed by the Joint Bookrunners. 5.7 (7) On each Closing Date, each Underwriter shall pay the Subscription Price make payments as and when due for the New Shares due on such Closing Date according to in accordance with Article 3(1) of the Underwriting Agreement to an account specified by the Accountholding Bank.

Allotment and Payment. 5.1 (1) On or before the Business Day immediately preceding the respective Closing Date, the Accountholding Bank shall, on behalf of the Underwriters and to the extent necessary, give instructions to Clearstream Banking AG, Frankfurt am Main Eschborn (“Clearstream”), as to the number of New Shares to be credited at the respective Closing Date to the accounts of investors or their depository bank at Clearstream, together with the details of such accounts. In the United States, the New Shares shall be credited by the Bank of New York Mellon Computershare Trust Company, N.A. acting as subscription agent for Deutsche Bank to Cede & Co. and other U.S. shareholders. 5.2 (2) The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to the Co-Lead Managers other Underwriters independently of their respective Commitments, subject in each case to the obligation of each Underwriter to purchase New Shares up to the amount of its Commitment. 5.3 (3) Notwithstanding anything in Article 5.2 5(2) above to the contrary, the consent of an Underwriter shall be required for any increase in the number of New Shares to be purchased by such Underwriter under the Underwriting Agreement, except in case of any default by one or more Underwriters as set forth in Article 6, which results in an aggregate net change of 1010 % or less in the number of New Shares to be purchased by such Underwriter. 5.4 (4) The Joint Bookrunners shall be authorized in their discretion to allot the New Shares to specific, identified investors assigned to the Underwriters that have submitted orders in respect thereof without regard to the Commitment of each Underwriter. 5.5 (5) Subject to Article 4.4 4(4) above, the Joint Bookrunners shall allot any Rump Shares that have not been placed by October 8, 2010the Second Closing Date, if any, at the Subscription Price to the Underwriters pro rata of their respective Commitments, subject to any increase pursuant to Article 11(2) of the Underwriting Agreement. 5.6 (6) Subject to Article 4.4 4(4) above, each Underwriter shall be required to designate a securities account at Clearstream for the delivery of the Rump Shares that have not been placed in the Offering to it, as directed by the Joint Bookrunners. 5.7 (7) On each Closing Date, each Underwriter shall pay the Subscription Price for the New Shares due on such Closing Date according to Article 3(1) of the Underwriting Agreement to an account specified by the Accountholding Bank.