Common use of Note Principal Payments and Principal Amount Outstanding Clause in Contracts

Note Principal Payments and Principal Amount Outstanding. The principal amount redeemable (the Note Principal Payment) in respect of each Note of a particular Class on any Interest Payment Date under Condition 5.2 (Mandatory Redemption) above shall be a proportion of the amount required as at that Interest Payment Date to be applied in redemption of such Class of Notes on such date equal to the proportion that the Principal Amount Outstanding of the relevant Note bears to the aggregate Principal Amount Outstanding of such Class of Notes rounded down to the nearest xxxxx, provided always that no such Note Principal Payment may exceed the Principal Amount Outstanding of the relevant Note. On each Determination Date the Issuer shall determine (or cause the Agent Bank to determine) (a) the amount of any Note Principal Payment payable in respect of each Note of the relevant Class on the immediately following Interest Payment Date and (b) the Principal Amount Outstanding of each such Note which shall be the Minimum Denomination less the aggregate amount of all Note Principal Payments in respect of such Note that has been paid since the relevant Closing Date and on or prior to that Determination Date (the Principal Amount Outstanding) and (c) the fraction expressed as a decimal to the fifth decimal point (the Pool Factor), of which the numerator is the Principal Amount Outstanding of that Note (as referred to in (b) above) and the denominator is the Minimum Denomination. Each determination by or on behalf of the Issuer of any Note Principal Payment of a Note, the Principal Amount Outstanding of a Note and the Pool Factor shall in each case (in the absence of wilful default, bad faith or manifest error) be final and binding on all persons. The Issuer will cause each determination of the Note Principal Payment and the Principal Amount Outstanding and the Pool Factor in respect of a Class of Notes to be notified forthwith, and in any event not later than 1.00 p.m. (London time) on the Business Day immediately succeeding the Determination Date, to the Note Trustee, the Issuer Security Trustee, the Principal Paying Agent, the U.S. Paying Agent, the Registrar, the Agent Bank and (for so long as such Notes are listed on one or more stock exchanges) the relevant stock exchanges, and will cause notice of each determination of the Note Principal Payment and the Principal Amount Outstanding to be given to Noteholders in accordance with Condition 14 (Notice to Noteholders) by no later than the Business Day after the relevant Interest Payment Date. If the Issuer does not at any time for any reason determine (or cause the Agent Bank to determine) or if the Agent Bank does not at any time for any reason determine a Note Principal Payment, the Principal Amount Outstanding or the Pool Factor in accordance with the preceding provisions of this Condition 5.3, such Note Principal Payment and/or Principal Amount Outstanding and/or Pool Factor may be determined by the Note Trustee (or an agent on its behalf) in accordance with this Condition 5.3 in the manner the Note Trustee in its discretion considers fair and reasonable in the circumstances, having regard to this Condition 5.3, and each such determination or calculation shall be deemed to have been made by the Issuer. Any such determination shall (in the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Agent Bank and the Noteholders.

Note Principal Payments and Principal Amount Outstanding. The principal amount redeemable (the Note Principal Payment) in respect of each Note of a particular Class on any Interest Payment Date under Condition 5.2 (Mandatory Redemption) above shall be a proportion of the amount required as at that Interest Payment Date to be applied in redemption of such Class of Notes on such date equal to the proportion that the Principal Amount Outstanding of the relevant Note bears to the aggregate Principal Amount Outstanding of such Class of Notes rounded down to the nearest xxxxx, provided always that no such Note Principal Payment may exceed the Principal Amount Outstanding of the relevant Note. On each Determination Date the Issuer shall determine (or cause the Agent Bank to determine) (a) the amount of any Note Principal Payment payable in respect of each Note of the relevant Class on the immediately following Interest Payment Date and (b) the Principal Amount Outstanding of each such Note which shall be the Minimum Denomination less the aggregate amount of all Note Principal Payments in respect of such Note that has been paid since the relevant Closing Date and on or prior to that Determination Date (the Principal Amount Outstanding) and (c) the fraction expressed as a decimal to the fifth decimal point (the Pool Factor), of which the numerator is the Principal Amount Outstanding of that Note (as referred to in (b) above) and the denominator is the Minimum Denomination. Each determination by or on behalf of the Issuer of any Note Principal Payment of a Note, the Principal Amount Outstanding of a Note and the Pool Factor shall in each case (in the absence of wilful default, bad faith or manifest error) be final and binding on all persons. The Issuer will cause each determination of the Note Principal Payment and the Principal Amount Outstanding and the Pool Factor in respect of a Class of Notes to be notified forthwith, and in any event not later than 1.00 p.m. (London time) on the Business Day immediately succeeding the Determination Date, to the Note Trustee, the Issuer Security Trustee, the Principal Paying Agent, the U.S. Paying Agent, the Registrar, the Agent Bank and (for so long as such Notes are listed on one or more stock exchanges) the relevant stock exchanges, and will cause notice of each determination of the Note Principal Payment and the Principal Amount Outstanding to be given to Noteholders in accordance with Condition 14 (Notice to Noteholders) by no later than the Business Day after the relevant Interest Payment Date. If the Issuer does not at any time for any reason determine (or cause the Agent Bank to determine) or if the Agent Bank does not at any time for any reason determine a Note Principal Payment, the Principal Amount Outstanding or the Pool Factor in accordance with the preceding provisions of this Condition 5.3, such Note Principal Payment and/or Principal Amount Outstanding and/or Pool Factor may be determined by the Note Trustee (or an agent on its behalf) in accordance with this Condition 5.3 in the manner the Note Trustee in its discretion considers fair and reasonable in the circumstances, having regard to this Condition 5.3, and each such determination or calculation shall be deemed to have been made by the Issuer. Any such determination shall (in the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Agent Bank and the Noteholders.Condition

Note Principal Payments and Principal Amount Outstanding. The principal amount redeemable repayable (the Note Principal Payment) in respect of each Series 2011-2 Note of a particular Class on any Interest Payment Date under Condition 5.2 (Mandatory Redemption) above shall be a proportion of the amount required as at that Interest Payment Date to be applied in redemption of such Class of Series 2011-2 Notes on such date equal to the proportion that the Principal Amount Outstanding of the relevant Series 2011-2 Note bears to the aggregate Principal Amount Outstanding of such Class of Series 2011-2 Notes rounded down to the nearest xxxxxxxxxx (in the case of Sterling Notes) or cent (in the case of U.S. Dollar Notes), provided always that no such Note Principal Payment may exceed the Principal Amount Outstanding of the relevant Series 2011-2 Note. On each Determination Date the Issuer shall determine (or cause the Agent Bank to determine) (a) the amount of any Note Principal Payment payable in respect of each Series 2011-2 Note of the relevant Class on the immediately following Interest Payment Date and (b) the Principal Amount Outstanding of each such Series 2011-2 Note which shall be the Minimum Denomination less the aggregate amount of all Note Principal Payments in respect of such Note that has been paid since the relevant Closing Date and on or prior to that Determination Date (the Principal Amount Outstanding) and (c) the fraction expressed as a decimal to the fifth decimal point (the Pool Factor), of which the numerator is the Principal Amount Outstanding of that Series 2011-2 Note (as referred to in (b) above) and the denominator is the Minimum Denomination. Each determination by or on behalf of the Issuer of any Note Principal Payment of a Series 2011-2 Note, the Principal Amount Outstanding of a Series 2011-2 Note and the Pool Factor shall in each case (in the absence of wilful default, bad faith or manifest error) be final and binding on all persons. The Issuer will cause each determination of the Note Principal Payment and the Principal Amount Outstanding and the Pool Factor in respect of a Class of Series 2011-2 Notes to be notified forthwith, and in any event not later than 1.00 p.m. (London time) on the Business Day immediately succeeding the Determination Date, to the Note Trustee, the Issuer Security Trustee, the Principal Paying Agent, the U.S. Paying Agent, the Registrar, the Agent Bank and (for so long as such Series 2011-2 Notes are listed on one or more stock exchanges) the relevant stock exchanges, and will cause notice of each determination of the Series 2011-2 Note Principal Payment and the Principal Amount Outstanding to be given to the Series 2011-2 Noteholders in accordance with Condition 14 (Notice to Noteholders) by no later than the Business Day after the relevant Interest Payment Date. If the Issuer does not at any time for any reason determine (or cause the Agent Bank to determine) or if the Agent Bank does not at any time for any reason determine a Note Principal Payment, the Principal Amount Outstanding or the Pool Factor in accordance with the preceding provisions of this Condition 5.3, such Note Principal Payment and/or Principal Amount Outstanding and/or Pool Factor may be determined by the Note Trustee (or an agent on its behalf) in accordance with this Condition 5.3 in the manner the Note Trustee in its discretion considers fair and reasonable in the circumstances, having regard to this Condition 5.3, and each such determination or calculation shall be deemed to have been made by the Issuer. Any such determination shall (in the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Agent Bank and the Series 2011-2 Noteholders.

Note Principal Payments and Principal Amount Outstanding. The principal amount redeemable (the Note Principal Payment) in respect of each Note of a particular Class on any Interest Payment Date under Condition 5.2 (Mandatory Redemption) above shall be a proportion of the amount required as at that Interest Payment Date to be applied in redemption of such Class of Notes on such date equal to the proportion that the Principal Amount Outstanding of the relevant Note bears to the aggregate Principal Amount Outstanding of such Class of Notes rounded down to the nearest xxxxxxxxxx (in the case of Sterling Notes) or cent (in the case of Euro Notes), provided always that no such Note Principal Payment may exceed the Principal Amount Outstanding of the relevant Note. On each Determination Date the Issuer shall determine (or cause the Agent Bank to determine) (a) the amount of any Note Principal Payment payable in respect of each Note of the relevant Class on the immediately following Interest Payment Date and (b) the Principal Amount Outstanding of each such Note which shall be the Minimum Denomination less the aggregate amount of all Note Principal Payments in respect of such Note that has been paid since the relevant Closing Date and on or prior to that Determination Date (the Principal Amount Outstanding) and (c) the fraction expressed as a decimal to the fifth decimal point (the Pool Factor), of which the numerator is the Principal Amount Outstanding of that Note (as referred to in (b) above) and the denominator is the Minimum Denomination. Each determination by or on behalf of the Issuer of any Note Principal Payment of a Note, the Principal Amount Outstanding of a Note and the Pool Factor shall in each case (in the absence of wilful default, bad faith or manifest error) be final and binding on all persons. The Issuer will cause each determination of the Note Principal Payment and the Principal Amount Outstanding and the Pool Factor in respect of a Class of Notes to be notified forthwith, and in any event not later than 1.00 p.m. (London time) on the Business Day immediately succeeding the Determination Date, to the Note Trustee, the Issuer Security Trustee, the Principal Paying Agent, the U.S. Paying Agent, the Registrar, the Agent Bank and (for so long as such Notes are listed on one or more stock exchanges) the relevant stock exchanges, and will cause notice of each determination of the Note Principal Payment and the Principal Amount Outstanding to be given to Noteholders in accordance with Condition 14 (Notice to Noteholders) by no later than the Business Day after the relevant Interest Payment Date. If the Issuer does not at any time for any reason determine (or cause the Agent Bank to determine) or if the Agent Bank does not at any time for any reason determine a Note Principal Payment, the Principal Amount Outstanding or the Pool Factor in accordance with the preceding provisions of this Condition 5.3, such Note Principal Payment and/or Principal Amount Outstanding and/or Pool Factor may be determined by the Note Trustee (or an agent on its behalf) in accordance with this Condition 5.3 in the manner the Note Trustee in its discretion considers fair and reasonable in the circumstances, having regard to this Condition 5.3, and each such determination or calculation shall be deemed to have been made by the Issuer. Any such determination shall (in the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Agent Bank and the Noteholders.