Common use of Exchange rate risks and exchange controls Clause in Contracts

Exchange rate risks and exchange controls. The Issuer will pay principal and any Interest Amounts on the Notes in the Specified Currency. This presents certain risks relating to currency conversions if an investor's financial activities are denominated principally in a currency or currency unit (the "Investor's Currency") other than the Specified Currency. These include the risk that exchange rates may significantly change (including changes due to devaluation of the Specified Currency or revaluation of the Investor's Currency) and the risk that authorities with jurisdiction over the Investor's Currency may impose or modify exchange controls. An appreciation in the value of the Investor's Currency relative to the Specified Currency would decrease (i) the Investor's Currency-equivalent yield on the Notes, (ii) the Investor's Currency equivalent value of the principal payable on the Notes and (iii) the Investor's Currency equivalent market value of the Notes. Government and monetary authorities may impose (as some have done in the past) exchange controls that could adversely affect an applicable exchange rate or the ability of the Issuer or the Guarantor to make payment in respect of the Notes. As a result, investors may receive less interest or principal than expected, or no interest or principal. Where the Notes are denominated in a Specified Currency from an emerging or volatile market, investors should note that the risk of the occurrence and the severity of the consequences of the matters described herein may be greater than they would otherwise be in relation to more developed countries. Such Notes should be considered speculative. Economies in emerging or volatile markets generally are heavily dependent upon international trade and, accordingly, may be affected adversely by trade barriers, foreign exchange controls (including taxes), managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These economies may also be adversely affected by their economic, financial, military and political conditions and the supply and demand for such currency in the global markets. These factors will also impact the market value of the Notes (see risk factor 6.3).

Exchange rate risks and exchange controls. The In the case of Cash Settled Certificates or Cash Settled Warrants or the Notes, the Issuer will pay principal and any Interest Amounts on the Notes Cash Settlement Amount in respect of the Certificates or Warrants or the Redemption Amount in respect of the Notes, as the case may be, in the Specified Currencysettlement currency specified in the applicable Final Terms. This presents certain risks relating to currency conversions if an investor's financial activities are denominated principally in a currency or currency unit (the "“Investor's Currency"”) other than the Specified Currencysettlement currency. These include the risk that exchange rates may significantly change (including changes due to devaluation of the Specified Currency settlement currency or revaluation of the Investor's Currency) and the risk that authorities with jurisdiction over the Investor's Currency may impose or modify exchange controls. An appreciation in the value of the Investor's Currency relative to the Specified Currency settlement currency would decrease (i) the Investor's Currency-equivalent yield on the NotesSecurities, (ii) the Investor's Currency Currency-equivalent value of the principal payable on Cash Settlement Amount in respect of the Certificates or Warrants, as the case may be, or the Redemption Amount in respect of Notes and (iii) the Investor's Currency Currency-equivalent market value of the Notesrelevant Securities,. Government and monetary authorities may impose (as some have done in the past) exchange controls that could adversely affect an applicable exchange rate or the ability of the Issuer or the Guarantor to make payment in respect of the Notesrate. As a result, the Cash Settlement Amount or Redemption Amount that investors may receive may be less interest than expected or principal than expectedzero. Time Lag After Redemption Unless otherwise specified in the relevant Final Terms, in the case of Notes or Certificates which the Issuer is required to redeem prior to the Maturity Date at the option of the Noteholder or the Certificateholder, there will be a time lag between the time a Noteholder or Certificateholder gives the instruction to redeem and the time the applicable Early Redemption Amount or Cash Settlement Amount, as the case may be, is determined by the Determination Agent or the Calculation Agent, as the case may be. Such time lag could be significantly longer, however, particularly in the case of a delay in the redemption of Notes or Certificates due to there being a limit on the maximum number of Notes redeemable on any one day, following the imposition of any exchange controls or similar regulations affecting the ability to obtain or exchange any relevant currency (or basket of currencies), or no interest following a determination by the Issue and Paying Agent, or principalthe Determination Agent or Calculation Agent, as applicable, that there is any Settlement Disruption Event or that a Disrupted Day has occurred. Where The applicable Early Redemption Amount or Cash Settlement Amount, as the Notes are denominated case may be, may change significantly during any such period, and such movement or movements could decrease the Early Redemption Amount or Cash Settlement Amount, and may result in a Specified Currency from Securityholder not realising a return on an emerging or volatile marketinvestment in the relevant Securities. Unless otherwise specified in the Final Terms, investors should note that in the risk case of any exercise of Warrants, there will be a time lag between the time a Warrantholder gives instructions to exercise and the time the applicable Cash Settlement Amount (in the case of Cash Settled Warrants) relating to such exercise is determined. Any such delay between the time of exercise and the determination of the Cash Settlement Amount will be specified in the applicable Final Terms or the applicable Terms and Conditions. However, such delay could be significantly longer, particularly in the case of a delay in exercise of Warrants arising from any daily maximum exercise limitation, the occurrence of a market disruption event or failure to open when scheduled of an exchange or related exchange (if applicable) or following the imposition of any exchange controls or other similar regulations affecting the ability to obtain or exchange any relevant currency (or basket of currencies) in the case of Currency Warrants. The applicable Cash Settlement Amount may change significantly during any such period, and such movement or movements could decrease the severity Cash Settlement Amount of the consequences Warrants being exercised and may result in such Cash Settlement Amount being zero. Hedging Prospective purchasers intending to purchase Securities to hedge against the market risk associated with investing in a reference index (or basket of indices), share (or basket of shares), debt instrument (or basket of debt instruments), currency (or basket of currencies), commodity (or basket of commodities), fund (or basket of funds) or other asset or basis of reference which may be specified in the applicable Final Terms, should recognise the complexities of utilising Securities in this manner. For example, the value of the matters described herein Securities, may not exactly correlate with the value of the reference index (or basket of indices), share (or basket of shares), debt instrument (or basket of debt instruments), currency (or basket of currencies), commodity (or basket of commodities), fund (or basket of funds) or other asset or basis which may be greater than they would otherwise be specified in relation the applicable Final Terms. Due to more developed countries. Such Notes should be considered speculative. Economies in emerging or volatile markets generally are heavily dependent upon international trade and, accordingly, may be affected adversely by trade barriers, foreign exchange controls (including taxes), managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These economies may also be adversely affected by their economic, financial, military and political conditions and the fluctuating supply and demand for such the Securities there is no assurance that their value will correlate with movements of the reference index (or basket of indices), share (or basket of shares), debt instrument (or basket of debt instruments), currency (or basket of currencies), commodity (or basket of commodities), fund (or basket of funds) or other asset or basis which may be specified in the global marketsapplicable Final Terms. These factors will also impact For these reasons, among others, it may not be possible to purchase or liquidate securities in a portfolio at the prices used to calculate the value of any relevant index, share, debt security, currency, commodity, fund or basket. In connection with the offering of the Securities, the Issuer and/or any of its affiliates may enter into one or more hedging transactions with respect to the Reference Item(s) or related derivatives. In connection with such hedging activities or with respect to proprietary or other trading activities by the Issuer and/or any of its affiliates, the Issuer and/or any of its affiliates may enter into transactions in the Reference Item(s) or related derivatives which may, but are not intended to, affect the market price, liquidity or value of the Securities and which could be deemed to be adverse to the interest of the relevant Securityholders. Certain Considerations Associated with Securities relating to Shares (or Baskets of Shares) In the case of Securities relating to a share (or basket of shares), no issuer of such shares will have participated in the preparation of the relevant Final Terms or in establishing the terms of the relevant Securities and none of the BCCL, the Bank or any Manager will make any investigation or enquiry in connection with such offering with respect to any information concerning any such issuer of shares contained in such Final Terms or in the documents from which such information was extracted. Consequently, there can be no assurance that all events occurring prior to the relevant issue date (including events that would affect the accuracy or completeness of the publicly available information described in any relevant Final Terms) that would affect the trading price of the share will have been publicly disclosed. Subsequent disclosure of any such events or the disclosure of or failure to disclose material future events concerning such an issuer of shares could affect the trading price of the share and therefore the trading price of the Securities. Except as provided in the Warrant Conditions or the terms and conditions relating to the Certificates (the "Certificate Conditions") or the Note Conditions in relation to Physical Delivery Certificates or Physical Delivery Warrants or Notes (see risk factor 6.3)settled by delivery of the relevant Reference Asset, as the case may be, Noteholders, Certificateholders or Warrantholders will not have voting rights or rights to receive dividends or distributions or any other rights with respect to the relevant shares to which such Securities relate.

Exchange rate risks and exchange controls. The relevant Issuer will pay principal and any Interest Amounts interest on the Notes Instruments and (if applicable) the Guarantor will make any payments under the Deed of Guarantee in the Specified CurrencyCurrency of Payment specified in the applicable Final Terms. This presents certain risks relating to currency conversions if an investor's ’s financial activities are denominated principally in a currency or currency unit (the "“Investor's ’s Currency"”) other than the Specified CurrencyCurrency of Payment. These include the risk that exchange rates may significantly change (including changes due to devaluation of the Specified Currency of Payment or revaluation of the Investor's ’s Currency) and the risk that authorities with jurisdiction over the Investor's ’s Currency may impose or modify exchange controls. An appreciation in the value of the Investor's ’s Currency relative to the Specified Currency of Payment would decrease (i) the Investor's ’s Currency-equivalent yield on the NotesInstruments, (ii) the Investor's Currency ’s Currency-equivalent value of the principal payable on the Notes Instruments and (iii) the Investor's Currency ’s Currency-equivalent market value of the NotesInstruments. Government and monetary authorities may impose (as some have done in the past) exchange controls that could adversely affect an applicable exchange rate or the ability of the Issuer or the Guarantor to make payment in respect of the Notesrate. As a result, investors may receive less interest or principal than expected, or no interest or principal. Where Interest rate risks Investment in fixed rate Instruments involves the Notes are denominated in a Specified Currency from risk that if market interest rates subsequently increase above the rate paid on the Fixed Rate Instruments, this will adversely affect the value of the Fixed Rate Instruments. Credit ratings may not reflect all risks One or more independent credit rating agencies may assign credit ratings to an emerging or volatile issue of Instruments. The ratings may not reflect the potential impact of all risks related to structure, market, investors should note additional factors discussed above, and other factors that may affect the value of the Instruments. A credit rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn by the rating agency at any time. In addition, rating agencies may assign unsolicited ratings to the Instruments. In such circumstances, there can be no assurance that the risk of unsolicited rating(s) will not be lower than the occurrence and comparable solicited ratings assigned to the severity of the consequences of the matters described herein may be greater than they would otherwise be in relation to more developed countries. Such Notes should be considered speculative. Economies in emerging or volatile markets generally are heavily dependent upon international trade andInstruments, accordingly, may be affected which could adversely by trade barriers, foreign exchange controls (including taxes), managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These economies may also be adversely affected by their economic, financial, military and political conditions and the supply and demand for such currency in the global markets. These factors will also impact affect the market value and liquidity of the Notes Instruments. In general, European regulated investors are restricted under the CRA Regulation from using credit ratings for regulatory purposes, unless such ratings are issued by a credit rating agency established in the EU and registered under the CRA Regulation (see risk factor 6.3and such registration has not been withdrawn or suspended), subject to transitional provisions that apply in certain circumstances whilst the registration application is pending. Such general restriction will also apply in the case of credit ratings issued by non-EU credit rating agencies, unless the relevant credit ratings are endorsed by an EU- registered credit rating agency or the relevant non-EU rating agency is certified in accordance with the CRA Regulation (and such endorsement action or certification, as the case may be, has not been withdrawn or suspended, subject to certain transitional provisions that apply in certain circumstances). If the status of the rating agency rating the Instruments changes, European regulated investors may no longer be able to use the rating for regulatory purposes and the Instruments may have a different regulatory treatment. This may result in European regulated investors selling the Instruments which may impact the value of the Instruments and any secondary market. The list of registered and certified rating agencies published by ESMA on its website in accordance with the CRA Regulation is not conclusive evidence of the status of the relevant rating agency included in such list, as there may be delays between certain supervisory measures being taken against a relevant rating agency and the publication of the updated ESMA list. Certain information with respect to the credit rating agencies and ratings will be disclosed in the applicable Final Terms.

Exchange rate risks and exchange controls. The In the case of Cash Settled Certificates or Cash Settled Warrants or the Notes, the Issuer will pay principal and any Interest Amounts on the Notes Cash Settlement Amount in respect of the Certificates or Warrants or the Redemption Amount in respect of the Notes, as the case may be, in the Specified Currencysettlement currency specified in the applicable Final Terms. This presents certain risks relating to currency conversions if an investor's financial activities are denominated principally in a currency or currency unit (the "“Investor's Currency"”) other than the Specified Currencysettlement currency. These include the risk that exchange rates may significantly change (including changes due to devaluation of the Specified Currency settlement currency or revaluation of the Investor's Currency) and the risk that authorities with jurisdiction over the Investor's Currency may impose or modify exchange controls. An appreciation in the value of the Investor's Currency relative to the Specified Currency settlement currency would decrease (i) the Investor's Currency-equivalent yield on the NotesSecurities, (ii) the Investor's Currency Currency-equivalent value of the principal payable on Cash Settlement Amount in respect of the Certificates or Warrants, as the case may be, or the Redemption Amount in respect of Notes and (iii) the Investor's Currency Currency-equivalent market value of the Notesrelevant Securities,. Government and monetary authorities may impose (as some have done in the past) exchange controls that could adversely affect an applicable exchange rate or the ability of the Issuer or the Guarantor to make payment in respect of the Notesrate. As a result, the Cash Settlement Amount or Redemption Amount that investors may receive less interest or principal than expected, or no interest or principal. Where the Notes are denominated in a Specified Currency from an emerging or volatile market, investors should note that the risk of the occurrence and the severity of the consequences of the matters described herein may be greater less than they would otherwise be in relation to more developed countries. Such Notes should be considered speculative. Economies in emerging expected or volatile markets generally are heavily dependent upon international trade and, accordingly, may be affected adversely by trade barriers, foreign exchange controls (including taxes), managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These economies may also be adversely affected by their economic, financial, military and political conditions and the supply and demand for such currency in the global markets. These factors will also impact the market value of the Notes (see risk factor 6.3)zero.