Common use of Redemption at the Option of the Issuer Clause in Contracts

Redemption at the Option of the Issuer. If the Issuer is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given: (i) not less than 30 nor more than 60 days’ notice to the Noteholders in accordance with Condition 13; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only of the Notes then outstanding on the Optional Redemption Date(s) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), in the case of Redeemed Notes represented by a global Note, not more than 60 days prior to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 not less than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If Subject (in the Issuer case of Subordinated Notes) to Condition 11(i) (Additional Conditions for Redemption of Subordinated Notes), if the Call Option is specified in the applicable Final Terms relevant Pricing Supplement as having an option to redeembeing applicable, the Notes may be redeemed at the option of the Issuer mayin whole or, if so specified in the relevant Pricing Supplement, in part on any Optional Redemption Date (Call) at the relevant Optional Redemption Amount (Call) on the Relevant Obligor’s having (1) in the case of Subordinated Notes, obtained the prior written approval from the Regulatory Authority(ies) specified in the applicable Pricing Supplement, and (2) given: (i) not less than 30 15 nor more than 60 30 days’ notice to the Noteholders in accordance with Condition 1322 (Notices); and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the AgentPrincipal Paying Agent and, in the case of a redemption of Registered Notes, the Registrar; (which notices shall be irrevocableirrevocable and shall specify the fixed date for redemption), redeem all or some only of the Notes then outstanding on the any Optional Redemption Date(sDate (Call) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms Pricing Supplement together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date(sDate (Call). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount or a Higher Redemption Amount; provided, both as indicated in the applicable Final Terms. In the case of a partial redemption of Noteshowever, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lotthat, in the case of Redeemed Notes represented by definitive Subordinated Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to such redemption shall be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), in the case of Redeemed Notes represented by a global Note, not more than 60 days prior subject to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 not less than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange written approval of the relevant global Note will be permitted during the period from (and includingRegulatory Authority(ies) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that the relevant regulations, as set out in the applicable Pricing Supplement, in effect shall be given by at the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Dateapplicable time.

Redemption at the Option of the Issuer. If the Issuer Call is specified in the applicable Final Terms as having an option to redeemTerms, the Issuer may, having given: at any time (iif this Note is not a Floating Rate Note) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the Noteholders holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 13; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable)11, redeem all or some only of the Notes of this Series then outstanding on the any Optional Redemption Date(sDate (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) Amount specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of Notessuch Notes in definitive form, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of Redeemed a partial redemption of such Notes represented by definitive Notesa permanent global Note, and the relevant Notes will be redeemed in accordance with the rules of Euroclear and/or Clearstream, Luxembourg and Clearstream (to be reflected in the records of Euroclear and Clearstream, Luxembourg Clearstream as either a pool factor or a reduction in nominal amount, at their discretion)) and, in the case of Redeemed Notes represented by a global Note, not more than 60 days prior to the date fixed for partial redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive VP Notes, a list of the serial numbers of such Redeemed relevant Notes will be published redeemed in accordance with Condition 13 not less than 30 days prior to the date fixed for redemption. The aggregate nominal amount rules and procedures of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection DateVP.

Redemption at the Option of the Issuer. If the (Issuer is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given:Call) (i) not less than 30 15 nor more than 60 30 days’ notice to the Noteholders in accordance with Condition 1314 with a copy to the Guarantor; and (ii) not less than 15 days before the giving of the notice referred to in (i)) above, notice to the Agent; Principal Paying Agent and, in the case of a redemption of Registered Notes, the Registrar, (which notices shall be irrevocableirrevocable (other than in the circumstances set out in the next sentence) and shall specify the date fixed for redemption (each such date, an “Optional Redemption Date”)), redeem all or some only of in whole or, if so specified in the relevant Final Terms, in part the Notes then outstanding on the Optional Redemption Date(s) and at any time prior to their Maturity Date at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date(s)Date. Any such notice of redemption must may, at the Issuer’s discretion, be of a nominal amount equal subject to the Minimum Redemption Amount one or a Higher Redemption Amountmore conditions precedent, both as indicated in which case such notice shall state that, in the applicable Final TermsIssuer’s discretion, the Optional Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the Optional Redemption Date, or by the Optional Redemption Date so delayed. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), ) in the case of Redeemed Notes represented by a global Global Note, not more than 60 30 days prior to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 14 not less than 30 15 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.paragraph

Redemption at the Option of the Issuer. If (1) Prior to June 1, 2026 the Notes will be redeemable at any time in whole, or from time to time in part, at the option of the Issuer is specified in on any date at a Redemption Price equal to the applicable Final Terms as having an option to redeem, the Issuer may, having given: greater of (i) not less than 30 nor more than 60 days’ notice 100% of the principal amount of the Notes to the Noteholders in accordance with Condition 13; and be redeemed, and (ii) not less than 15 days before the giving sum of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only present values as of the Notes then outstanding date of redemption or accelerated payment of the remaining scheduled payments of principal of and interest on the Optional Redemption Date(s) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”exclusive of interest accrued to the applicable redemption or acceleration date) will be selected individually by lotdiscounted to such redemption or acceleration date on a semiannual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 25 basis points, plus, in the case of Redeemed both clauses (i) and (ii) above, any accrued and unpaid interest on the principal amount of the notes being redeemed to, but excluding, such Redemption Date. Notwithstanding the foregoing, installments of interest on Notes represented that are due and payable on an Interest Payment Date falling on or prior to the relevant Redemption Date will be payable to the persons who were the Holders of the Notes registered as such at the close of business on the relevant Regular Record Dates according to the terms and provisions of the Indenture. If the Notes are redeemed on or after June 1, 2026, the redemption price will be equal to 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest thereon to, but excluding the redemption date. (2) Notice of any redemption by definitive Notesthe Issuer will be mailed at least 30 days but no more than 60 days before the Redemption Date to each Holder of Notes to be redeemed. The notice of redemption will specify among other things, the Redemption Price and principal amount of the Notes held by the Holder to be redeemed. (3) If the Issuer chooses to redeem less than all of the Notes of a series, the Issuer will notify the Trustee at least 40 days prior to the Redemption Date, or a shorter period as may be satisfactory to the Trustee, of the aggregate principal amount of Notes of the series to be redeemed, if less than all of the Notes of that series are to be redeemed, and in accordance with the rules of Euroclear and/or Clearstreamtheir Redemption Date. The Trustee will select, Luxembourg (to be reflected in the records of Euroclear and Clearstreambased on a method that most nearly approximates a pro rata selection unless otherwise required by law or applicable stock exchange or depositary requirements, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), in the case of Redeemed Notes represented by a global Note, not no less than 30 days nor more than 60 days prior to the date fixed for redemption Redemption Date, the Notes of that series to be redeemed in whole or in part. (such date of selection being hereinafter called 4) Unless the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list Issuer defaults in payment of the serial numbers of such Redeemed Redemption Price, on and after any Redemption Date interest will cease to accrue on the Notes will be published in accordance with Condition 13 not less than 30 days prior to the date fixed or portions thereof called for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If the (Issuer is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given:Call) (i) not less than 30 15 nor more than 60 30 days’ ' notice to the Noteholders in accordance with Condition 1312 (Notices); and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or or, if so specified in the applicable Final Terms, some only of the Notes then outstanding on the any Optional Redemption Date(s) Date and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date(s)Date. Any such redemption must be of a nominal amount equal to not less than the Minimum Redemption Amount or and not more than a Higher Redemption Amount, both Amount in each case as indicated may be specified in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg Luxembourg, (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), ) in the case of Redeemed Notes represented by a global Note, not more than 60 30 days prior to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 12 (Notices) not less than 30 15 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 12 (Notices) at least 10 15 days prior to the Selection Date.

Redemption at the Option of the Issuer. If the (Issuer is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given:Call) (i) not less than 30 15 nor more than 60 30 days’ ' notice to the Noteholders in accordance with Condition 1313 (Notices); and (ii) not less than 15 days before the giving of the notice referred to in (ia), notice to the AgentPrincipal Paying Agent and, in the case of a redemption of Registered Notes, the Registrar; (which notices shall be irrevocableirrevocable and shall specify the date fixed for redemption), redeem redeem: (i) in the case of Subordinated Notes, all of the Subordinated Notes; and (ii) in the case of Senior Notes, all or some only of the Notes Senior Notes, in each case then outstanding on the any Optional Redemption Date(s) Date and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date(s)Date. Any such redemption must be of a nominal amount equal to not less than the Minimum Redemption Amount or a Higher and not more than the Maximum Redemption Amount, both in each case as indicated may be specified in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“"Redeemed Notes”") will be selected individually by lot, will (i) in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), in the case of Redeemed Notes represented selected individually by a global Note, lots not more than 60 30 days prior to the date fixed for redemption (such date of selection being hereinafter called the “"Selection Date”"), and (ii) in the case of Redeemed Notes represented by a Global Note, be selected in accordance with the rules of Euroclear and/or Clearstream, Luxembourg. In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 (Notices) not less than 30 15 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If the The Issuer is specified in the applicable Final Terms as having an option to redeemmay at any time on or after 15 August 2029, the Issuer may, having given: (i) on giving not less than 30 10 nor more than 60 days’ ' notice to Noteholders and the Noteholders Fiscal Agent in accordance with Condition 13; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; 11 (which notices shall be irrevocableirrevocable and shall specify the date fixed for redemption and the applicable record date), redeem all or (but not some only) of the Notes at their principal amount, together with interest accrued to the date fixed for redemption. At any time prior to 15 August 2029, the Issuer may at its option having given not less than 10 nor more than 60 days' notice to the Noteholders and the Fiscal Agent in accordance with Condition 11 (which notices shall specify the date fixed for redemption (the Make-Whole Redemption Date) and the applicable record date), redeem all or, subject as provided in Condition 6.4 below, some only of the Notes then outstanding on the Optional Redemption Date(s) and at the Optional Make-Whole Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, Price together with interest accrued to the Make-Whole Redemption Date. Any such notice of redemption may, at the Issuer's discretion, be subject to one or more conditions precedent, in which case such notice shall state that, in the Issuer's discretion, the Make-Whole Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (but excludingor waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the Optional Make-Whole Redemption Date(s)Date, or by the Make- Whole Redemption Date so delayed. Any such redemption must be of a nominal amount not less than €100,000 and not more than €300,000,000. The Make-Whole Redemption Price shall be either (i) par or, if higher (ii) the price per Note (as reported in writing to the Issuer and the Fiscal Agent by a financial adviser selected by the Issuer) at which the yield to 15 August 2029 of such Notes is equal to the Minimum Redemption Amount or a Higher Redemption Amountsum of the prevailing yield of the Bundesrepublik Deutschland 0.000 per cent. due August 2029 (ISIN: DE0001102473) and 0.20 per cent. as determined by such financial adviser, both as indicated in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amountgenerally accepted market practice, at their discretion), in the case of Redeemed Notes represented by a global Note, not more than 60 days prior to 11.00 a.m. (CET) on the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 not less than 30 days three TARGET2 Settlement Days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Dateprovided, provided however that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given financial adviser approved by the Issuer to advises the Noteholders in accordance with Condition 13 at least 10 days prior to Issuer and the Selection DateFiscal Agent that, for reasons of illiquidity or otherwise, such stock is not appropriate for such purpose, such other issue of government securities as such financial adviser may recommend.

Redemption at the Option of the Issuer. If the (Issuer is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given:Call) (i) not less than 30 15 nor more than 60 30 days’ notice to the Noteholders in accordance with Condition 1314; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; , (both of which notices shall be irrevocableirrevocable and shall specify the date fixed for redemption), redeem all or some only of the Notes then outstanding on the Optional Redemption Date(s) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to not less than the Minimum Redemption Amount or a Higher not more than the Maximum Redemption Amount, both as indicated in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion)Luxembourg, in the case of Redeemed Notes represented by a global Note, not more than 60 30 days prior to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published in accordance with Condition 13 14 not less than 30 15 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) including the Selection Date to (and including) including the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 14 at least 10 5 days prior to the Selection Date.

Redemption at the Option of the Issuer. If “Issuer Call Option”) (i) not more than 60 nor less than 30 days’ notice to the Issuer holders of the Notes in accordance with Condition 16, or such other notice as is specified in the applicable Final Terms as having an option to redeem, the Issuer may, having given: (i) not less than 30 nor more than 60 days’ notice to the Noteholders in accordance with Condition 13Terms; and (ii) not less than 15 5 days before the giving date of the notice referred to in (i)) (or such other notice as is specified in the applicable Final Terms) is to be given, notice to the Agent or (in the case of Registered Notes issued by Toyota Credit Canada Inc.) the TCCI Registrar and the TCCI Transfer Agent or (in the case of Registered Notes issued by Toyota Motor Credit Corporation) the TMCC Registrar and the TMCC Transfer Agent; (which notices shall be irrevocable), redeem all or some only of the Notes then outstanding on the Optional Redemption Date(s) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any If the applicable Final Terms specify the Notes are redeemable in part, such redemption must be of a nominal amount equal to not less than the Minimum Redemption Amount or a Higher not more than the Maximum Redemption Amount, both as indicated in the applicable Final Terms. In the case event of a partial redemption of some only of the Notes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, in the case of Redeemed Notes represented by definitive Notes, and in accordance with the rules of Euroclear and/or Clearstream, Luxembourg Luxembourg, (to be reflected in the records of Euroclear and Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), ) in the case of Redeemed Notes represented by a global Note, not more than 60 days prior to the date fixed for redemption (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes will be published or notified in accordance with Condition 13 16 not less than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear , or such other period as is specified in the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notesapplicable Final Terms. No exchange of the relevant global Note will be permitted during the period from (and including) including the Selection Date to (and including) including the date fixed for redemption pursuant to this sub-paragraph (cd) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 16 at least 10 days prior to the Selection Date. Unless specified otherwise in the applicable Final Terms, if an Optional Redemption Date would otherwise fall on a day which is not a Business Day (as defined in Condition 4(b)(i)), it shall be subject to adjustment in accordance with the Business Day Convention applicable to the Notes or such other Business Day Convention specified in the applicable Final Terms.

Redemption at the Option of the Issuer. If (1) Prior to September 1, 2024 the Notes will be redeemable at any time in whole, or from time to time in part, at the option of the Issuer is specified in on any date at a Redemption Price equal to the applicable Final Terms as having an option to redeem, the Issuer may, having given: greater of (i) not less than 30 nor more than 60 days’ notice 100% of the principal amount of the Notes to the Noteholders in accordance with Condition 13; and be redeemed, and (ii) not less than 15 days before the giving sum of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only present values as of the Notes then outstanding date of redemption or accelerated payment of the remaining scheduled payments of principal of and interest on the Optional Redemption Date(s) and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the case of a partial redemption of Notes, the Notes to be redeemed (“Redeemed Notes”exclusive of interest accrued to the applicable redemption or acceleration date) will be selected individually by lotdiscounted to such redemption or acceleration date on a semiannual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 25 basis points, plus, in the case of Redeemed both clauses (i) and (ii) above, any accrued and unpaid interest on the principal amount of the notes being redeemed to, but excluding, such Redemption Date. Notwithstanding the foregoing, installments of interest on Notes represented that are due and payable on an Interest Payment Date falling on or prior to the relevant Redemption Date will be payable to the persons who were the Holders of the Notes registered as such at the close of business on the relevant Regular Record Dates according to the terms and provisions of the Indenture. If the Notes are redeemed on or after September 1, 2024, the redemption price will be equal to 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest thereon to, but excluding the redemption date. (2) Notice of any redemption by definitive Notesthe Issuer will be mailed at least 30 days but no more than 60 days before the Redemption Date to each Holder of Notes to be redeemed. The notice of redemption will specify among other things, the Redemption Price and principal amount of the Notes held by the Holder to be redeemed. (3) If the Issuer chooses to redeem less than all of the Notes of a series, the Issuer will notify the Trustee at least 40 days prior to the Redemption Date, or a shorter period as may be satisfactory to the Trustee, of the aggregate principal amount of Notes of the series to be redeemed, if less than all of the Notes of that series are to be redeemed, and in accordance with the rules of Euroclear and/or Clearstreamtheir Redemption Date. The Trustee will select, Luxembourg (to be reflected in the records of Euroclear and Clearstreambased on a method that most nearly approximates a pro rata selection unless otherwise required by law or applicable stock exchange or depositary requirements, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion), in the case of Redeemed Notes represented by a global Note, not no less than 30 days nor more than 60 days prior to the date fixed for redemption Redemption Date, the Notes of that series to be redeemed in whole or in part. (such date of selection being hereinafter called 4) Unless the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list Issuer defaults in payment of the serial numbers of such Redeemed Redemption Price, on and after any Redemption Date interest will cease to accrue on the Notes will be published in accordance with Condition 13 not less than 30 days prior to the date fixed or portions thereof called for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and the aggregate nominal amount of Redeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.