Common use of RECOGNITION OF BAIL-IN POWERS Clause in Contracts

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent and the Issuer, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Agent to the Issuer under this agreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of any of the Agents or another person, and the issue to or conferral on the Issuer of such shares, securities or obligations; (iii) the cancellation of the BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority. For the purposes of this Clause 33:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent Issuer and the IssuerAgent, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of any the Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents Agent or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 3328:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent Issuer and the IssuerCalculation Agent, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of any the Calculation Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents Calculation Agent or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 33:clause 9:‌

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent Issuer and the IssuerAgent, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-Bail- in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of any the Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents Agent or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 3328:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent Issuer and the IssuerCalculation Agent, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of any the Calculation Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents Calculation Agent or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 33clause 9:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent Issuer and the IssuerCalculation Agent, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-Bail- in Powers by the any Relevant Resolution Authority in relation to any BRRD Liability of any the Calculation Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents Calculation Agent or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the any Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 33clause 9:

RECOGNITION OF BAIL-IN POWERS. [Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding understandings between the Calculation Agent and the Issuer, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any the Calculation Agent to the Issuer under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents relevant BRRD Party or another person, person (and the issue to or conferral on the Issuer of such shares, securities or obligations); (iii) the cancellation of the any BRRD Liability;; or (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the any Relevant Resolution Authority. For the purposes of In this Clause 33clause 9:

RECOGNITION OF BAIL-IN POWERS. 30.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangementsarrangements or understandings between or among the parties to this Agreement, or understanding between each of the Agent parties to this Agreement acknowledges, accepts and the Issuer, the Issuer acknowledges and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by: (ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Agent BRRD Entity to the Issuer it under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (ia) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (iib) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents relevant BRRD Entity or another person, person and the issue to or conferral on the Issuer it of such shares, securities or obligations; (iiic) the cancellation of the any BRRD Liability;; and (ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and (bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority. . 30.2 For the purposes of this Clause 3330:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between among the Agent Company and the IssuerInitial Purchaser, the Issuer Company acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Agent the Initial Purchaser to the Issuer Company under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of any of the Agents Initial Purchaser or another person, person (and the issue to or conferral on the Issuer Company of such shares, securities or obligations); (iii) the cancellation of the BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the them Relevant Resolution Authority. For the purposes of this Clause 33Section 17:

RECOGNITION OF BAIL-IN POWERS. Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangements, or understanding between the Agent and the Issuer, the Issuer acknowledges and accepts that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (a) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Agent to the Issuer under this agreement, that (without limitation) may include and result in any of the following, or some combination thereof: (i) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (ii) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of any of the Agents or another person, and the issue to or conferral on the Issuer of such shares, securities or obligations; (iii) the cancellation of the BRRD Liability; (iv) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; (b) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority. For the purposes of this Clause 3334:

RECOGNITION OF BAIL-IN POWERS. ‌ 31.1 Notwithstanding and to the exclusion of any other term of this Agreement or any other agreements, arrangementsarrangements or understandings between or among the parties to this Agreement, or understanding between each of the Agent parties to this Agreement acknowledges, accepts and the Issuer, the Issuer acknowledges and accepts agrees that a BRRD Liability arising under this Agreement may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, accepts and agrees to be bound by:by:‌ (ai) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of any Agent BRRD Entity to the Issuer it under this agreementAgreement, that (without limitation) may include and result in any of the following, or some combination thereof: (ia) the reduction of all, or a portion, of the any BRRD Liability or outstanding amounts due thereon; (iib) the conversion of all, or a portion, of the any BRRD Liability into shares, other securities or other obligations of any of the Agents relevant BRRD Entity or another person, person and the issue to or conferral on the Issuer it of such shares, securities or obligations; (iiic) the cancellation of the any BRRD Liability;; and (ivd) the amendment or alteration of any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period;; and (bii) the variation of the terms of this Agreement, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-Bail- in Powers by the Relevant Resolution Authority. . 31.2 For the purposes of this Clause 3331: