GENERAL DESCRIPTION OF THE PROGRAMME. Under the Programme, the Issuer may from time to time issue Notes denominated in any currency, subject as set out herein. A summary of the terms and conditions of the Programme and the Notes appears below. The applicable terms of any Notes will be agreed between the Issuer and the relevant Dealer prior to the issue of the Notes and will be set out in the Terms and Conditions of the Notes endorsed on, attached to, or incorporated by reference into, the Notes, as modified and supplemented by the applicable Pricing Supplement attached to, or endorsed on, such Notes, as more fully described under “Form of the Notes” below. This Offering Circular and any supplement will only be valid for listing Notes on the Hong Kong Stock Exchange during the period of 12 months after the date of this Offering Circular in an aggregate nominal amount which, when added to the aggregate nominal amount then outstanding of all notes previously or simultaneously issued under the Programme, does not exceed U.S.$2,500,000,000 or its equivalent in other currencies. For the purpose of calculating the U.S. dollar equivalent of the aggregate nominal amount of Notes issued under the Programme from time to time:
GENERAL DESCRIPTION OF THE PROGRAMME. The following overview does not purport to be complete and is taken from, and is qualified in its entirety by, the remainder of this Prospectus and, in relation to the terms and conditions of any particular Tranche of Covered Bonds, the applicable Final Terms. Words and expressions defined elsewhere in this Prospectus shall have the same meanings in this overview. A glossary of certain defined terms is contained at the end of this Prospectus on page 235. Issuers: Bank of New Zealand: incorporated as a company under the NZ Companies Act with company number 428849 and having its registered office at Level 0, 00 Xxxxx Xxxxxx, Xxxxxxxx 0000, Xxx Xxxxxxx. BNZ International Funding Limited, acting through its London Branch: incorporated as a company under the NZ Companies Act with company number 1635202 and having its registered office at Level 0, 00 Xxxxx Xxxxxx, Xxxxxxxx 0000, Xxx Xxxxxxx acting through its London Branch at 00 Xxxx Xxxxxx, Xxxxxx XX0X 0XX, Xxxxxx Xxxxxxx. Covered Bond Guarantor: CBG Trustee Company Limited, a company incorporated in New Zealand with limited liability under registration number 2467131, having its registered office at Level 0, 00 Xxxxxxxxx Xxxxxx, Xxxxxxxx 0000, Xxx Xxxxxxx, as trustee of the BNZ Covered Bond Trust. The Covered Bond Guarantor’s business is to acquire, inter alia, Mortgage Loans and the Related Security from the Seller pursuant to the terms of the Mortgage Sale Agreement and to guarantee certain payments in respect of the Covered Bonds. The Covered Bond Guarantor will hold the Mortgage Loan Portfolio and the other Charged Property in accordance with the terms of the Programme Documents. The Covered Bond Guarantor has provided a guarantee covering all Guaranteed Amounts when the same shall become Due for Payment, but only following an Issuer Event of Default and the service on the Covered Bond Guarantor of a Notice to Pay, or if earlier, a Covered Bond Guarantee Acceleration Notice. The obligations of the Covered Bond Guarantor under the Covered Bond Guarantee and the other Programme Documents to which it is a party are secured by the Charged Property from time to time of the Covered Bond Guarantor and recourse against the Covered Bond Guarantor is limited to such Charged Property. The Guarantor: Bank of New Zealand: incorporated as a company under the NZ Companies Act with company number 428849 and having its registered office at Level 0, 00 Xxxxx Xxxxxx, Xxxxxxxx 0000, Xxx Xxxxxxx. The Guarantor has provided a g...
GENERAL DESCRIPTION OF THE PROGRAMME. Issuers Natixis Structured Issuance SA and NATIXIS (each, an Issuer and together, the Issuers). Description Debt Issuance Programme. Programme Size Up to €20,000,000,000 (or the equivalent in other currencies at the date of issue) aggregate principal amount of Notes outstanding at any one time.
GENERAL DESCRIPTION OF THE PROGRAMME. Capitalised terms used in this section headed “General Description of the Programme” shall bear the same meanings as used in the Terms and Conditions, except to the extent that they are separately defined in this section or are clearly inappropriate from the context. Under the Programme, the Issuer may from time to time issue Notes denominated in South African Rand. The applicable terms of any Notes will be set out in the Terms and Conditions incorporated by reference into the Notes, as modified and supplemented by the Applicable Pricing Supplement relating to the Notes and any supplement to this Programme Memorandum. This Programme Memorandum and any supplement thereto will only be valid for Notes listed on the Interest Rate Market of the JSE or unlisted Notes in an aggregate Nominal Amount which, when added to the aggregate Nominal Amount then Outstanding of all Notes previously or simultaneously issued under the Programme (including Previous Notes issued and still Outstanding under the Programme pursuant to the Previous Programme Memoranda), does not exceed ZAR35,000,000,000. From time to time the Issuer may wish to increase the Programme Amount. The Issuer shall be entitled to do so provided that the Programme Amount outstanding at any time under the Programme shall not cause any borrowing or similar limit binding on the Issuer in terms of its constitutive documents or otherwise to be exceeded. Subject to Applicable Laws, the Issuer may, without the consent of Noteholders, in accordance with the terms of Programme Agreement, increase the Programme Amount by delivering a notice thereof to Noteholders and the JSE in accordance with Condition 19 (Notices) of the Terms and Conditions. Upon such notice being given, all references in this Programme Memorandum or any other agreement, deed or document in relation to the Programme, to the Programme Amount, shall be deemed to be references to the increased Programme Amount. This Programme Memorandum will only apply to Notes issued under the Programme on or after the Programme Date. A summary of the Programme and the Terms and Conditions appears under the section of this Programme Memorandum headed “Summary of the Programme”.
GENERAL DESCRIPTION OF THE PROGRAMME. The following overview does not purport to be complete and is taken from, and is qualified in its entirety by, the remainder of this Prospectus and, in relation to the Terms and Conditions of any particular Tranche of Notes, the applicable Final Terms. Words and expressions defined or used in "Terms and Conditions of the Notes" below shall have the same meanings in this overview. The Issuer may agree with any Dealer that Notes may be issued in a form other than that contemplated in "Terms and Conditions of the Notes" herein, in which event (in the case of listed or publicly offered Notes only) a supplement to the Prospectus, if appropriate, will be made available which will describe the effect of the agreement reached in relation to such Notes. Issuers Telekom Austria Aktiengesellschaft and Telekom Finanzmanagement GmbH Guarantor Telekom Austria Aktiengesellschaft Arranger The Royal Bank of Scotland plc Dealers BAWAG P.S.K. Bank für Arbeit und Wirtschaft und Österreichische Postsparkasse Aktiengesellschaft, BNP PARIBAS, Citigroup Global Markets Limited, Erste Group Bank AG, Raiffeisen Bank International AG, The Royal Bank of Scotland plc and UniCredit Bank Austria AG. The Issuer may from time to time terminate the appointment of any dealer under the Programme or appoint additional dealers either in respect of one or more Tranches or in respect of the whole Programme. References in this Prospectus to "Permanent Dealers" are to the persons listed above as Dealers and to such additional persons that are appointed as dealers in respect of the whole Programme (and whose appointment has not been terminated) and to Dealers are to all Permanent Dealers and all persons appointed as a dealer in respect of one or more Tranches. Principal Paying Agent BNP Paribas Securities Services Programme Size Up to €2,500,000,000 (or its equivalent in other currencies) outstanding at any time. The Issuers, the Guarantor and the Dealers may agree on an increase of the amount of the Programme. Method of Issue Notes may be issued on a continuing basis to one or more Dealers. Notes may be distributed on a syndicated or non- syndicated basis. The method of distribution of each Tranche will be stated in the Final Terms. The Notes will be issued in series (each a "Series") having one or more issue dates and on terms otherwise identical (or identical other than in respect of the first payment of interest), the Notes of each Series being intended to be interchangeable with all other Notes...
