Common use of Bearer Global Notes Clause in Contracts

Bearer Global Notes. (a) The Bearer Notes of each Tranche will initially be represented by either: (i) a single Temporary Global Note which shall be exchangeable for either Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached or a Permanent Global Note, in each case in accordance with the provisions of such Temporary Global Note. Each Permanent Global Note shall be exchangeable for Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached, in accordance with the provisions of such Permanent Global Note; or (ii) a single Permanent Global Note which shall be exchangeable for Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached in accordance with provisions of such Permanent Global Note. All Bearer Global Notes shall be prepared, completed and delivered to a common depositary (in the case of a CGN) or common safekeeper (in the case of a NGN) for Euroclear and Clearstream, Luxembourg in accordance with the provisions of the Dealership Agreement or to another appropriate depositary in accordance with any other agreement between the Issuer and the relevant Dealer(s) and, in each case, the Agency Agreement. (b) Each Temporary Global Note shall be printed or typed in the form or substantially in the form set out in Part 1 of the Schedule 2 and may be a facsimile. Each Temporary Global Note shall have annexed thereto a copy of the applicable Final Terms and shall be signed manually or in facsimile by a person duly authorised by the Issuer on behalf of the Issuer and shall be authenticated by or on behalf of the Issue and Paying Agent and shall, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be applicable, be effectuated by the common safekeeper acting on the instructions of the Issue and Paying Agent. Each Temporary Global Note so executed and authenticated shall be a binding and valid obligation of the Issuer and title thereto shall pass by delivery. (c) Each Permanent Global Note shall be printed or typed in the form or substantially in the form set out in Part 2 of the Schedule 2 and may be a facsimile. Each Permanent Global Note shall have annexed thereto a copy of the applicable Final Terms and shall be signed manually or in facsimile by a person duly authorised by the Issuer on behalf of the Issuer and shall be authenticated by or on behalf of the Issue and Paying Agent and shall, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be applicable, be effectuated by the common safekeeper acting on the instructions of the Issue and Paying Agent. Each Permanent Global Note so executed and authenticated shall be a binding and valid obligation of the Issuer and title thereto shall pass by delivery.

Bearer Global Notes. (a) 3.1.1 Bearer Notes may only be issued, offered and sold as Regulation S Notes. The Bearer Notes of each Tranche will initially be represented by either: (i) a single Temporary Global Note which or a Permanent Global Note as indicated in the relevant Final Terms. Interests in each Temporary Global Note shall be exchangeable (save as may be specified in the applicable Final Terms), upon a request as described therein, for either Definitive Bearer Notes together with, where applicable, Receipts and (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached attached, or interests in a Permanent Global Note, Note in each case in accordance with the provisions of such Temporary Global Note. Each Permanent Global Note shall be exchangeable for Definitive Bearer Notes together with, where applicable, Receipts and (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached, in accordance with the provisions of such Permanent Global Note; or. (ii) a single Permanent Global Note which shall be exchangeable for Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached in accordance with provisions of such Permanent Global Note. 3.1.2 All Bearer Global Notes shall be prepared, completed and delivered to a common depositary (in the case of a CGN) or common safekeeper (in the case of a NGN) for Euroclear and and/or Clearstream, Luxembourg or, as the case may be, a Common Safekeeper, in accordance with the provisions of the Dealership Agreement or to another appropriate depositary in accordance with any other agreement between the Issuer and the relevant Dealer(s) and, in each case, in accordance with the Agency Agreement. (b) 3.1.3 Each Temporary Global Note shall be printed or typed in the form or substantially in the form set out in Part 1 (Form of the Temporary Global Note) of Schedule 2 3 (Forms of Global and Definitive Notes, Receipts, Coupons and Talons) and may be a facsimile. Each Temporary Global Note shall have annexed thereto a copy of the applicable Final Terms and shall be signed manually or in facsimile by a person duly authorised by the Issuer on behalf of the Issuer and shall be authenticated manually by or on behalf of the Issue and Principal Paying Agent and shalland, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be if applicable, will be effectuated manually by the common safekeeper acting or on the instructions behalf of the Issue and Paying AgentCommon Safekeeper. Each Temporary Global Note so executed and authenticated (and, if applicable, effectuated) shall be a legally binding and valid obligation of the Issuer and title thereto shall pass by delivery. (c) 3.1.4 Each Permanent Global Note shall be printed or typed in the form or substantially in the form set out in Part 2 (Form of the Schedule 2 and may be a facsimile. Each Permanent Global Note shall have annexed thereto a copy Note) of the applicable Final Terms Schedule 3 (Forms of Global and shall be signed manually or in facsimile by a person duly authorised by the Issuer on behalf of the Issuer and shall be authenticated by or on behalf of the Issue and Paying Agent and shallDefinitive Notes, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be applicableReceipts, be effectuated by the common safekeeper acting on the instructions of the Issue and Paying Agent. Each Permanent Global Note so executed and authenticated shall be a binding and valid obligation of the Issuer and title thereto shall pass by delivery.Coupons and

Bearer Global Notes. (a) The Bearer Notes of each Tranche will initially be represented by either: (i) a single Temporary Global Note which or, if so specified in the applicable Final Terms, a Permanent Global Note. Each Temporary Global Note shall be exchangeable for either Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) where applicable, Receipts and Coupons and, where applicable, Talons attached attached, or a Permanent Global Note, Note in each case in accordance with the provisions of such Temporary Global Note. Each Permanent Global Note shall be exchangeable for Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) where applicable, Receipts and Coupons and, where applicable, Talons attached, in accordance with the provisions of such Permanent Global Note; or (ii) a single Permanent Global Note which shall be exchangeable for Definitive Bearer Notes together with, (except in the case of Zero Coupon Notes) Coupons and, where applicable, Talons attached in accordance with provisions of such Permanent Global Note. All Bearer Global Notes shall be prepared, completed and delivered to a common depositary (in the case of a CGN) or common safekeeper (in the case of a NGN) for Euroclear and Clearstream, Luxembourg in accordance with the provisions of the Dealership Agreement or to another appropriate depositary in accordance with any other agreement between the Issuer and the relevant Dealer(s) and, in each case, the Agency Agreementdepositary. (b) Each Temporary Global Note shall be printed or typed in the form form, or substantially in the form form, set out in Part 1 I of the Schedule 2 B and may be a facsimile. Each Temporary Global Note shall have annexed thereto a copy of the applicable Final Terms and Terms. Each Temporary Global Note shall be signed manually or in facsimile by a person duly authorised by an Authorized Officer of the Issuer Republic on behalf of the Issuer Republic and shall be authenticated by or on behalf of the Issue and Paying Agent and shall, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be applicable, be effectuated by the common safekeeper acting on the instructions of the Issue and Paying Fiscal Agent. Each Temporary Global Note so executed and authenticated shall be a binding and valid obligation of the Issuer and title thereto shall pass by deliveryRepublic. (c) Each Permanent Global Note shall be printed or typed in the form or substantially in the form set out in Part 2 II of the Schedule 2 B and may be a facsimile. Each Permanent Global Note shall have annexed thereto a copy of the applicable Final Terms and Terms. Each Permanent Global Note shall be signed manually or in facsimile by a person duly authorised by an Authorized Officer of the Issuer Republic on behalf of the Issuer Republic and shall be authenticated by or on behalf of the Issue and Paying Agent and shall, in the case of a Eurosystem-eligible NGN or in the case of a Non- eligible NGN in respect of which the Issuer has notified the Issue and Paying Agent that effectuation is to be applicable, be effectuated by the common safekeeper acting on the instructions of the Issue and Paying Fiscal Agent. Each Permanent Global Note so executed and authenticated shall be a binding and valid obligation of the Issuer and title thereto shall pass by deliveryRepublic.