Common use of CONTRACTUAL TERMS Clause in Contracts

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.]

Appears in 4 contracts

Sources: Euro Medium Term Note Programme, Euro Medium Term Note Programme, Euro Medium Term Note Programme

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ [⚫] 2021 [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which [together] constitute[s] a base prospectus for the purposes of Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation"). This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the UK Prospectus Directive Regulation and must be read in conjunction with the ProspectusProspectus [, as supplemented]] in order to obtain all the relevant information. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the ProspectusProspectus dated [, as supplemented●][and the supplemental prospectus[es] dated [●] and [●]]. The Copies of the Prospectus [and the supplementssupplemental prospectus[es]] to it] [has / have] been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander/about-investor- relations/santander-uk/investor-relations.] covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Terms and Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ ] [●][and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which are incorporated by reference in the Prospectus dated [ ][⚫] 2021. This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus Directive Regulation"), and must be read in conjunction with the Prospectus dated [ [⚫] 2021 [and the supplement[s] to it dated [ as supplemented]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the UK Prospectus DirectiveRegulation. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the Prospectus dated [ [●] [and the supplement[s] to it dated [ ]as supplemented]. Copies of such Information Memoranda and the Prospectus [and the supplementssupplemental prospectus[es]] to [it] [them] have been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander/about-investor- relations/santander-uk/investor-relationscovered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent.]

Appears in 2 contracts

Sources: Supplemental Agency Agreement, Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus prospectus supplement dated [ ] [(the “prospectus supplement”) and the supplement[saccompanying prospectus dated [·] to it dated [ ]] which [(together] constitute[s] , the “Prospectus”). The prospectus supplement constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive (Directive 2003/71/EC) (the “Prospectus Directive”). This document constitutes the Final Terms final terms of the Notes bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes bonds is only available on the basis of the combination of these Final Terms final terms and the Prospectus[, as supplemented]. The Prospectus [and is available for viewing at the supplements] to it] [has / have] been published on Head Office of the website Issuer, Minerals & Energy Centre, ▇▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., ▇ ▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [▇▇ ▇▇▇▇▇▇▇▇, L-1115 Luxembourg. The pricing supplement will be published on the Luxembourg Stock Exchange’s website. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandumprospectus supplement dated [original date] dated [ ] [and the supplement[saccompanying prospectus dated [·] to it dated [ ]] which are incorporated by reference in (together, the Prospectus dated [ ]“Prospectus”). This document constitutes the Final Terms final terms of the Notes bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus prospectus supplement dated [ ] [and the supplement[s] to it dated [ ·]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus DirectiveDirective (Directive 2003/71/EC) (the “Prospectus Directive”)(hereinafter, the “Base Prospectus”), save in respect of the Terms and Conditions which are extracted from the Prospectus and are attached hereto. Full information on the Issuer and the offer of the Notes bonds is only available on the basis of the combination of these Final Terms final terms, the prospectus supplement and the Prospectus. Copies of the prospectus supplement and the Prospectus dated [ ] [and are available for viewing at the supplement[s] to it dated [ ]]. Copies Head Office of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website Issuer, Minerals & Energy Centre, ▇▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., ▇ ▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about▇▇ ▇▇▇▇▇▇▇▇, L-1115 Luxembourg. (i) Issuer: Queensland Treasury Corporation (ii) Guarantor: The Treasurer on behalf of the Government of Queensland 2. Benchmark line: [·] (e.g., 2005, 2007, 2009, etc) (to be consolidated and form a single series with QTC [·]% Global A$ Bonds due [·],[·], ISIN [·]) 3. Specific Currency or Currencies: AUD (“A$”) (i) Issue price: [ ]% (ii) Dealers’ fees and commissions paid by Issuer: [No fee or commission is payable in respect of the issue of the bond(s) described in this Pricing Supplement. Instead, QTC pays fees and commissions in accordance with the procedure described in the QTC Offshore and Onshore Fixed Interest Distribution Group Operational Guidelines.][Specify] 5. Specified Denominations: A$1,000 (i) Issue Date: [ ] (ii) Record Date (date on and from which security is Ex-santander-uk/investor-relations.interest): [specify date] (iii) Interest Payment Dates: [specify date]

Appears in 2 contracts

Sources: Distribution Agreement (Queensland Treasury Corp), Distribution Agreement (Queensland Treasury Corp)

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.]

Appears in 2 contracts

Sources: Euro Medium Term Note Programme, Euro Medium Term Note Programme

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ [•] 2025 [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which [together] constitute[s] a base prospectus (the "Prospectus") for the purposes of Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation"). This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the UK Prospectus Directive Regulation and must be read in conjunction with the Prospectus[, as supplemented]Prospectus in order to obtain all the relevant information. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the ProspectusProspectus dated [, as supplemented]. The Prospectus ●] 2025 [and the supplementssupplemental prospectus[es] to itdated [●] and [has / have] been published on ●]]. Copies of the website Prospectus are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about/about-santander-uk/investor-relations.] /santander-uk-covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Terms and Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ [●] [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which are incorporated by reference in the Prospectus dated [ ][•] 2025. This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus Directive Regulation"), and must be read in conjunction with the Prospectus dated [ [•] 2025 [and the supplement[s] to it dated [ as supplemented]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the UK Prospectus DirectiveRegulation. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the Prospectus dated [ [●] 2025 [and the supplement[s] to it dated [ ]as supplemented]. Copies of such Information Memoranda and the Prospectus [and the supplementssupplemental prospectus[es]] to [it] [them] have been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-/about- santander-uk/investor-relations/santander-uk-covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent.]

Appears in 1 contract

Sources: Supplemental Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ ] August 1, 2014 [and the supplement[s] supplements to it dated [ ]] which [together] constitute[s] a base prospectus (the “Prospectus”) for the purposes of Directive 2003/71/EC, as amended (the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive”). This document constitutes the Final Terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published all documents incorporated by reference therein are available for viewing on the website of the Regulatory News Service operated by the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk▇/exchange/aboutnews/market- news/market-santandernews-uk/investor-relationshome.html under the name Royal Bank of Canada and the headline “Publication of Prospectus” and copies may be obtained from the offices of the Issuer, Royal Bank Plaza, ▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ M5J 2J5, and the offices of the Issuing and Paying Agent, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ ] [and the supplement[s] to it dated [ ]original date] which are incorporated by reference in the Prospectus dated [ ]August 1, 2014. This document constitutes the Final Terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of Directive 2003/71/EC, as amended (the Prospectus Directive Directive”) and must be read in conjunction with the Prospectus dated [ ] August 1, 2014 [and the supplement[s] supplements to it dated [ ]] ], which [together] constitute[s] a base prospectus (the “Prospectus”) for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus dated [ ] [and all documents incorporated by reference therein are available for viewing and copies may be obtained from the supplement[s] to it dated [ ]]. Copies offices of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website Issuer, Royal Bank Plaza, ▇▇▇ ▇▇▇ ▇▇▇▇://▇▇, ▇▇▇ ▇▇▇.▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations▇, ▇▇▇▇▇▇ M5J 2J5, and the offices of the Issuing and Paying Agent, One Canada Square, London E14 5AL, England.]

Appears in 1 contract

Sources: Dealership Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms terms and Conditions conditions (the "Conditions") set forth in the Prospectus base prospectus dated [ ] 7 February 2023 [and the supplement[s] to it the base prospectus dated [ ] [and [ ]]] which [together] constitute[s] a base prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") (the "Base Prospectus"). [This document constitutes the Final Terms of the Certificates described herein for the purposes of the Prospectus 1 This date Regulation and must be read in conjunction with the Base Prospectus.]1 [Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions (the "Conditions") set forth in the base prospectus dated [29 July 2020]/[19 October 2021], which are incorporated by reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directiveinto the base prospectus dated 7 February 2023]. This document constitutes the Final Terms of the Notes Certificates described herein for the purposes of Article 5.4 of Regulation (EU) 2017/1129 (the "Prospectus Directive Regulation") and must be read in conjunction with the base prospectus dated 7 February 2023 [and the supplement[s] to the base prospectus dated [ ] [and [ ]]] which [together] constitute[s] a base prospectus (the "Base Prospectus[, as supplemented]. ") for the purposes of the Prospectus Regulation.] Full information on the Issuer Trustee and the offer of the Notes Certificates is only available on the basis of the combination of these Final Terms and the Base Prospectus[, as supplemented]. The Base Prospectus [and the supplements] to it] [has / have] been published is available for viewing: (i) on the website of Euronext Dublin at ▇▇▇▇▇://▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/; (ii) on the website of Nasdaq Dubai at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for ▇; and (iii) during normal business hours at the purposes registered office of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [Trustee at P.O. Box 6564, Dubai, United Arab Emirates and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms specified office of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website Principal Paying Agent at Winchester House, ▇ ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇.▇▇/uk/about-santander-uk/investor-relations. 1. Trustee: EI Sukuk Company Ltd. 2. Obligor and Service Agent: Emirates Islamic Bank PJSC 3. (a) Series Number: [ ] (b) Tranche Number: [ ] (c) Date on which the Certificates which are Additional Certificates will be consolidated and form a single Series: [The Certificates which are Additional Certificates will be consolidated and form a single Series with [identify earlier Tranche(s)] on [insert date] ]/[Not Applicable] 4. Specified Currency: [ ]

Appears in 1 contract

Sources: Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (of the “Conditions”) Notes set forth in the Prospectus dated [ ] 8 September 2017 [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveDirective (as defined below). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk▇/exchange/aboutnews/market-santandernews/market-uk/investornews-relations.] home.html. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in and extracted from the Prospectus/[Information MemorandumProspectus/Offering Circular dated [original date] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]8 September 2017. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive (as defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated [ ] 8 September 2017, including the Conditions which are incorporated by reference in it [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk▇/exchange/aboutnews/market-santandernews/market-uknews-home.html.] The expression “Prospectus Directive” means Directive 2003/71/investorEC (as amended, including by Directive 2010/73/EU), and includes any relevant implementing measure (for the purpose of the Prospectus, [the Terms and Conditions of the Notes set forth in the Prospectus]/[the Conditions] and these Final Terms) in the relevant Member State. [Include whichever of the following apply or specify as “Not Applicable”. Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-relationsparagraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Terms.] (i) Issuer: [ ] (ii) Credit Support Providers: Toyota Motor Corporation Toyota Financial Services Corporation 2. [(i)] Series Number: [ ] [(ii)] Tranche Number: [ ] [(iii)] Uridashi Notes: [Applicable]/[Not Applicable] [(iv)] Date on which the Notes will be consolidated and form a single Series: [Not Applicable]/[The Notes shall be consolidated and form a single Series and be interchangeable for trading purposes with the [insert description of the Series] on [insert date/the Issue Date/exchange of the Temporary Global Note for interests in the Permanent Global Note, as referred to in paragraph 25 below [which is expected to occur on or about [insert date]].] 3. Specified Currency: [ ] 4. Aggregate Nominal Amount: [ ] [(i)] Series: [ ] [(ii)] Tranche: [ ] 5. Issue Price: [ ] per cent. of the Aggregate Nominal Amount [plus [ ] days’ accrued interest in respect of the period from, and including, [insert date] to, but excluding, [insert date] (if applicable)] (i) Specified Denominations: [ ] [[€100,000] and integral multiples of [€1,000] in excess thereof up to and including [€199,000]. No Notes in definitive form will be issued with a denomination above [€199,000].] (ii) Calculation Amount: [ ] (If there is only one Specified Denomination, insert the Specified Denomination. If there is more than one Specified Denomination insert the highest common factor of those Specified Denominations. N.

Appears in 1 contract

Sources: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (of the “Conditions”) Notes set forth in the Prospectus dated [ ] 11 September 2015 [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveDirective (as defined below). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/news/market-santandernews/market-uk/investornews-relations.] home.html. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in and extracted from the Prospectus/[Information MemorandumProspectus/Offering Circular dated [original date] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]11 September 2015. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive (as defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated [ ] 11 September 2015, including the Conditions which are incorporated by reference in it [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/news/market-santandernews/market-uknews-home.html.] The expression “Prospectus Directive” means Directive 2003/71/investorEC (as amended, including by Directive 2010/73/EU), and includes any relevant implementing measure (for the purpose of the Prospectus, [the Terms and Conditions of the Notes set forth in the Prospectus]/[the Conditions] and these Final Terms) in the relevant Member State. [Include whichever of the following apply or specify as “Not Applicable”. Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-relationsparagraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Terms.] (i) Issuer: [ ] (ii) Credit Support Providers: Toyota Motor Corporation Toyota Financial Services Corporation 2. [(i)] Series Number: [ ] [(ii)] Tranche Number: [ ] [(iii)] Uridashi Notes: [Applicable]/[Not Applicable] [(iv)] Date on which the Notes will be consolidated and form a single Series: [Not Applicable]/[The Notes shall be consolidated and form a single Series and be interchangeable for trading purposes with the [insert description of the Series] on [insert date/the Issue Date/exchange of the Temporary Global Note for interests in the Permanent Global Note, as referred to in paragraph 25 below [which is expected to occur on or about [insert date]].] 3. Specified Currency: [ ] 4. Aggregate Nominal Amount: [ ] [(i)] Series: [ ] [(ii)] Tranche: [ ]

Appears in 1 contract

Sources: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (of the “Conditions”) Notes set forth in the Prospectus dated [ ] 9 September 2016 [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveDirective (as defined below). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/news/market-santandernews/market-uk/investornews-relations.] home.html. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in and extracted from the Prospectus/[Information MemorandumProspectus/Offering Circular dated [original date] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]9 September 2016. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive (as defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated [ ] 9 September 2016, including the Conditions which are incorporated by reference in it [and the supplement[s] to it dated [ [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/news/market-santandernews/market-uknews-home.html.] The expression “Prospectus Directive” means Directive 2003/71/investorEC (as amended, including by Directive 2010/73/EU), and includes any relevant implementing measure (for the purpose of the Prospectus, [the Terms and Conditions of the Notes set forth in the Prospectus]/[the Conditions] and these Final Terms) in the relevant Member State. [Include whichever of the following apply or specify as “Not Applicable”. Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-relationsparagraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Terms.] (i) Issuer: [ ] (ii) Credit Support Providers: Toyota Motor Corporation Toyota Financial Services Corporation 2. [(i)] Series Number: [ ] [(ii)] Tranche Number: [ ] [(iii)] Uridashi Notes: [Applicable]/[Not Applicable] [(iv)] Date on which the Notes will be consolidated and form a single Series: [Not Applicable]/[The Notes shall be consolidated and form a single Series and be interchangeable for trading purposes with the [insert description of the Series] on [insert date/the Issue Date/exchange of the Temporary Global Note for interests in the Permanent Global Note, as referred to in paragraph 25 below [which is expected to occur on or about [insert date]].] 3. Specified Currency: [ ] 4. Aggregate Nominal Amount: [ ] [(i)] Series: [ ] [(ii)] Tranche: [ ] 5. Issue Price: [ ] per cent. of the Aggregate Nominal Amount [plus [ ] days’ accrued interest in respect of the period from, and including, [insert date] to, but excluding, [insert date] (if applicable)] (i) Specified Denominations: [ ] [[€100,000] and integral multiples of [€1,000] in excess thereof up to and including [€199,000]. No Notes in definitive form will be issued with a denomination above [€199,000].] (ii) Calculation Amount: [ ] (If there is only one Specified Denomination, insert the Specified Denomination. If there is more than one Specified Denomination insert the highest common factor of those Specified Denominations. N.

Appears in 1 contract

Sources: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ [⚫] 2020 [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation (Regulation (EU) 2017/1129) (the "Prospectus Regulation"). This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation and must be read in conjunction with the ProspectusProspectus [, as supplemented]] in order to obtain all the relevant information. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the ProspectusProspectus dated [, as supplemented●][and the supplemental prospectus[es] dated [●] and [●]]. The Copies of the Prospectus [and the supplementssupplemental prospectus[es]] to it] [has / have] been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about/about-santander-uk/investor-relations.] /santander-uk-covered-bonds and are available free of charge to the public at the registered office of the Issuer and from the specified office of each of the Paying Agents. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Terms and Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ ] [●][and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which are incorporated by reference in the Prospectus dated [ ][⚫] 2020. This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation (Regulation (EU) 2017/1129) (the "Prospectus Regulation"), and must be read in conjunction with the Prospectus dated [ [⚫] 2020 [and the supplement[s] to it dated [ as supplemented]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus DirectiveRegulation. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the Prospectus dated [ [●] [and the supplement[s] to it dated [ ]as supplemented]. Copies of such Information Memoranda and the Prospectus [and the supplementssupplemental prospectus[es]] to [it] [them] have been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about/about-santander-uk/investor-relations/santander-uk-covered- bonds and are available free of charge to the public at the registered office of the Issuer and from the specified office of each of the Paying Agents.] (a) Issuer: Santander UK plc (b) Guarantor: Abbey Covered Bonds LLP (a) Series Number: [●] (b) Tranche Number: [●] (c) Series which Covered Bonds will be consolidated and form a single Series with: (d) Date on which the Covered Bonds will be consolidated and form a single Series with the Series specified above: [●]/[Not Applicable] [●]/[Issue Date]/[Not Applicable]

Appears in 1 contract

Sources: Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms terms and Conditions conditions of the Covered Bonds (the Conditions) set forth in the Prospectus prospectus dated [ [] [and the supplement[s] supplement to it the prospectus dated [ []] which ([together,] the Prospectus), which constitute[s] a base prospectus for the purposes of Directive 2003/71/EC (the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive). This document constitutes the Final Terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the Covered Bond Guarantor and the offer of the Notes Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus[. Pursuant to Article 14(2) of the Prospectus Directive, as supplemented]. The Prospectus [the Offering Circular is available, free of charge, at the registered office of the Issuer and the supplements] to it] [has / have] been published on the website ▇▇▇▇://of the Luxembourg Stock Exchange (▇▇▇.▇▇▇▇▇▇.▇▇) and copies may be obtained, free of charge, from the registered office of the Principal Paying Agent at Winchester House, ▇ ▇▇▇.▇▇ ▇▇.▇▇/uk/about-santander-uk/investor-relations.] ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇.]/ [Terms used herein shall be deemed to be defined as such for the purposes of the Terms terms and Conditions conditions of the Covered Bonds (the "Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus prospectus dated [ []. This document constitutes the Final Terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of Directive 2003/71/EC (the Prospectus Directive Directive) and must be read in conjunction with the Prospectus prospectus dated [ [] [and the supplement[s] to it the prospectus dated [][ and []]] which [together] constitute[s] a base prospectus (the Prospectus) for the purposes of the Prospectus Directive, including the Conditions incorporated by reference in the Prospectus. Full information on the Issuer and the Covered Bond Guarantor and the offer of the Notes Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus. Pursuant to Article 14(2) of the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies Directive, copies of such Information Memoranda Prospectus are available, free of charge, at the registered office of the Issuer and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://of the Luxembourg Stock Exchange (▇▇▇.▇▇▇▇▇▇.▇▇) and copies may be obtained, free of charge, from the registered office of the Principal Paying Agent at Winchester House, ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] 1. (a) Series Number: []

Appears in 1 contract

Sources: Covered Bond Programme

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ [•] 2024 [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which [together] constitute[s] a base prospectus for the purposes of Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation"). This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the UK Prospectus Directive Regulation and must be read in conjunction with the ProspectusProspectus [, as supplemented]] in order to obtain all the relevant information. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the ProspectusProspectus dated [, as supplemented●][and the supplemental prospectus[es] dated [●] and [●]]. The Copies of the Prospectus [and the supplementssupplemental prospectus[es]] to it] [has / have] been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander/about-investor- relations/santander-uk/investor-relations.] covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Terms and Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ [●] [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which are incorporated by reference in the Prospectus dated [ ][•] 2024. This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus Directive Regulation"), and must be read in conjunction with the Prospectus dated [ [•] 2024 [and the supplement[s] to it dated [ as supplemented]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the UK Prospectus DirectiveRegulation. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the Prospectus dated [ [●] 2024 [and the supplement[s] to it dated [ ]as supplemented]. Copies of such Information Memoranda and the Prospectus [and the supplementssupplemental prospectus[es]] to [it] [them] have been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-/about- santander-uk/investor-relations/santander-uk-covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent.]

Appears in 1 contract

Sources: Supplemental Agency Agreement

CONTRACTUAL TERMS. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Prospectus dated 23 February 2024 [as supplemented by the Prospectus Supplement[s] dated [●]], which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation. This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation and must be read in conjunction with the Prospectus [as so supplemented], including documents incorporated by reference. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus [as so supplemented]. The Prospectus [and the Prospectus Supplement[s]] [is][are] available for viewing on the Nestlé Group’s investor relations website, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇.▇▇▇/investors/bonds/investorbonds/debt-issuance-program- documents and [is][are] available on the website of the Luxembourg Stock Exchange at ▇▇▇.▇▇▇▇▇.▇▇▇ [Please insert the following item in the case of Notes to be admitted to trading and listed on the SIX Swiss Exchange: and/or on the website of the SIX Swiss Exchange]. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in, and extracted from, the Prospectus dated [[19 May 2017]/[6 June 2019]/[29 May 2020]/[28 May 2021]/[30 May 2022]/[30 May 2023]] and which are incorporated by reference in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive23 February 2024. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation and must be read in conjunction with the Prospectus dated [ ] 23 February 2024 [and the supplement[sProspectus Supplement[s] to it dated [ ]] ], which [together] constitute[s] a base prospectus for the purposes of the Prospectus DirectiveRegulation, including the Conditions which are extracted from the Prospectus dated [[19 May 2017]/[6 June 2019]/[29 May 2020]/[28 May 2021]/[30 May 2022]/[30 May 2023]] and incorporated by reference in the Prospectus dated 23 February 2024. Full information on the Issuer Issuer, the Guarantor and the offer 2 For any Notes to be offered to Singapore investors, the Issuer to consider whether it needs to re-classify the Notes pursuant to Section 309B of the SFA prior to the launch of the offer. of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] 23 February 2024 [and the supplement[sProspectus Supplement[s] to it dated [ ]]. Copies of such Information Memoranda and the Prospectus [and the supplements] to [itProspectus Supplement[s]] [themis][are] have been published available for viewing on the website Nestlé Group’s investor relations website, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇.▇▇▇/investors/bonds/investorbonds/debt-issuance-program-documents and [is][are] available on the website of the Luxembourg Stock Exchange at ▇▇▇.▇▇▇▇▇.▇▇/uk/about-santander-uk/investor-relations.▇ [Please insert the following item in the case of Notes to be admitted to trading and listed on the SIX Swiss Exchange: and/or on the website of the SIX Swiss Exchange]]

Appears in 1 contract

Sources: Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Base Prospectus dated [ 22 August 2013 which[, as supplemented by the supplement to the Base Prospectus dated [date] [and (the supplement[s‘‘Supplement’’),] to it dated [ ]] which [together] constitute[s] constitutes a base prospectus for the purposes of Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU) (the ‘‘Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive’’). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus[, as so supplemented]. Full information on the Issuer Issuer, the Guarantors and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus[, as so supplemented]. The Base Prospectus [is/and the supplementsSupplement are] to it] [has / have] been published available for viewing on the website ▇▇▇▇://of the Regulatory News Service operated by the London Stock Exchange (at ▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/▇▇▇▇/▇▇▇▇▇▇-santander▇▇▇▇/▇▇▇▇▇▇-uk▇▇▇▇-▇▇▇▇.▇▇▇▇) and copies may be obtained during normal business hours at the specified offices of the [Paying Agents for the time being in Luxembourg, The Netherlands and Germany/investor-relationsDomiciliary Agent].] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "‘‘Conditions"’’) contained in the Agency Agreement dated [original date] and set forth in the Prospectus/[Information MemorandumBase Prospectus dated [original date] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in into the Base Prospectus dated [ ]22 August 2013 and which are attached hereto. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU) (the ‘‘Prospectus Directive Directive’’) and must be read in conjunction with the Base Prospectus dated [ ] 22 August 2013 [and the supplement[s] supplement to it the Base Prospectus dated [ [date]] (the ‘‘Supplement’’), which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer Issuer, the Guarantors and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus dated [ ] 22 August 2013 [and the supplement[s] to it dated [ ](as so supplemented)]. Copies of such Information Memoranda and the Base Prospectus [and the supplementsSupplement] to [it] [them] have been published are available for viewing on the website ▇▇▇▇://of the Regulatory News Service operated by the London Stock Exchange (at ▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk/about▇▇▇▇▇▇▇▇/▇▇▇▇/▇▇▇▇▇▇-santander▇▇▇▇/▇▇▇▇▇▇-uk▇▇▇▇-▇▇▇▇.▇▇▇▇) and copies may be obtained during normal business hours at the specified offices of the [Paying Agents for the time being in Luxembourg, The Netherlands and Germany/investor-relationsDomiciliary Agent].] 1 (a) Issuer: [Brandbrew S.A.] [Anheuser-▇▇▇▇▇ InBev SA/NV]

Appears in 1 contract

Sources: Euro Medium Term Note Programme

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ [⚫] 2022 [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which [together] constitute[s] a base prospectus for the purposes of Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation"). This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 of the UK Prospectus Directive Regulation and must be read in conjunction with the ProspectusProspectus [, as supplemented]] in order to obtain all the relevant information. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the ProspectusProspectus dated [, as supplemented●][and the supplemental prospectus[es] dated [●] and [●]]. The Copies of the Prospectus [and the supplementssupplemental prospectus[es]] to it] [has / have] been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander/about-investor- relations/santander-uk/investor-relations.] covered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Terms and Conditions") set forth in the Prospectus/[Information Memorandum] prospectus dated [ [●] [and the supplement[ssupplemental prospectus[es] to it dated [ [●] and [●]] which are incorporated by reference in the Prospectus dated [ ][⚫] 2022. This document constitutes the Final Terms final terms of the Notes Covered Bonds described herein for the purposes of Article 5.4 Regulation (EU) 2017/1129 as it forms part of U.K. domestic law by virtue of the EUWA (the "UK Prospectus Directive Regulation"), and must be read in conjunction with the Prospectus dated [ [⚫] 2022 [and the supplement[s] to it dated [ as supplemented]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the UK Prospectus DirectiveRegulation. Full information on the Issuer and the LLP and the offer of the Notes Covered Bonds is only available on the basis of the combination of these this Final Terms Document and the Prospectus dated [ [●] [and the supplement[s] to it dated [ ]as supplemented]. Copies of such Information Memoranda and the Prospectus [and the supplementssupplemental prospectus[es]] to [it] [them] have been published on the website are available for viewing at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander/about-investor- relations/santander-uk/investor-relationscovered-bonds or may be provided by the relevant Paying Agent by email following prior written request to the relevant Paying Agent.]

Appears in 1 contract

Sources: Supplemental Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus prospectus supplement dated [ [•] [(the “prospectus supplement ”) and the supplement[saccompanying prospectus dated [•] to it dated [ ]] which [(together] constitute[s] , the “Prospectus”). The prospectus supplement constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive (Directive 2003/71/EC) (the “Prospectus Directive”). This document constitutes the Final Terms final terms of the Notes bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes bonds is only available on the basis of the combination of these Final Terms final terms and the Prospectus[, as supplemented]. The Prospectus [and is available for viewing at the supplements] to it] [has / have] been published on Head Office of the website Issuer, Minerals & Energy Centre, 6▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., 2 ▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] ▇▇ ▇▇▇▇▇▇▇▇, L-1115 Luxembourg. The pricing supplement will be published on the Luxembourg Stock Exchange’s website. [The following alternative language applies if the first tranche of an issue which is being increased was issued under a prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandumprospectus supplement dated [original date] dated [ ] [and the supplement[saccompanying prospectus dated [•] to it dated [ ]] which are incorporated by reference in (together, the Prospectus dated [ ]“Prospectus”). This document constitutes the Final Terms final terms of the Notes bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus prospectus supplement dated [ ] [and the supplement[s] to it dated [ ]] , which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus DirectiveDirective (Directive 2003/71/EC) (the “Prospectus Directive”)(hereinafter, the “Base Prospectus”), save in respect of the Terms and Conditions which are extracted from the Prospectus and are attached hereto. Full information on the Issuer and the offer of the Notes bonds is only available on the basis of the combination of these Final Terms final terms, the prospectus supplement and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]Prospectus. Copies of such Information Memoranda the prospectus supplement and Prospectus [and are available for viewing at the supplements] to [it] [them] have been published on Head Office of the website Issuer, Minerals & Energy Centre, 6▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., 2 ▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk▇▇ ▇▇▇▇▇▇▇▇, L-1115 Luxembourg. [Include whichever of the following apply or specify as “Not Applicable” (N/about-santander-ukA). Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the pricing supplement.] [When adding any other final terms or information at, for example, item 19 of Part A or in relation to disclosure relating to the interests of natural and legal persons involved in the issue/investor-relationsoffer in Part B consideration should be given as to whether such terms or information constitute “significant new factors” and consequently trigger the need for a supplement to the Prospectus under Article 16 of the Prospectus Directive.] 1. (i) Issuer: Queensland Treasury Corporation

Appears in 1 contract

Sources: Distribution Agreement (State of Queensland Australia)

CONTRACTUAL TERMS. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Prospectus dated 23 February 2024 [as supplemented by the Prospectus Supplement[s] dated [ ]], which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation. This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation and must be read in conjunction with the Prospectus [as so supplemented], including documents incorporated by reference. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus [as so supplemented]. [A summary is annexed to these Final Terms.] The Prospectus [and the Prospectus Supplement[s] [is][are] available for viewing on the Nestlé Group’s investor relations website, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇.▇▇▇/investors/bonds/investorbonds/debt-issuance-program-documents and [is][are] available on the website of the Luxembourg Stock Exchange at ▇▇▇.▇▇▇▇▇.▇▇▇ [Please insert the following item in the case of Notes to be admitted to trading and listed on the SIX Swiss Exchange: and/or on the website of the SIX Swiss Exchange]. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in, and extracted from, the Prospectus dated [[19 May 2017]/[6 June 2019]/[29 May 2020]/[28 May 2021]/[30 May 2022]/[30 May 2023]] and which are incorporated by reference in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive23 February 2024. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation and must be read in conjunction with the Prospectus dated [ ] 23 February 2024 [and the supplement[sProspectus Supplement[s] to it dated [ ]] ], which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on Regulation, including the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and Conditions which are extracted from the Prospectus dated [ 1 For any Notes to be offered to Singapore investors, the Issuer to consider whether it needs to re-classify the Notes pursuant to Section 309B of the SFA prior to the launch of the offer. [[19 May 2017]/[6 June 2019]/[29 May 2020]/[28 May 2021]/[30 May 2022]/[30 May 2023]] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.]and

Appears in 1 contract

Sources: Agency Agreement

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveRegulation. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation and must be read in conjunction with the Prospectus[, as supplemented]. Full information on , in order to obtain all the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]relevant information. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation and must be read in conjunction with the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] (which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on Regulation) in order to obtain all the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]relevant information. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-santander- uk/investor-relations.]

Appears in 1 contract

Sources: Euro Medium Term Note Programme

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (of the “Conditions”) Notes set forth in the Prospectus dated [ ] 14 September 2018 [and the supplement[s] to it dated [ [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. DirectiveDirective (as defined below). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇/uk▇/exchange/aboutnews/market-santandernews/market-uk/investornews-relations.] home.html. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in and extracted from the Prospectus/[Information MemorandumProspectus/Offering Circular dated [original date] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]14 September 2018. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive (as defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated [ ] 14 September 2018, including the Conditions which are incorporated by reference in it [and the supplement[s] to it dated [ [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which [together] constitute[s] constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.]has been

Appears in 1 contract

Sources: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the “Conditions”) set forth in the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus 1 This date reference should not be included in Final Terms for offers concluded on or after 1 January 2018. Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus[, as supplemented]. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus[, as supplemented]. The Prospectus [and the supplements] to it] [has / have] been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.] [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus/[Information Memorandum] dated [ ] [and the supplement[s] to it dated [ ]] which are incorporated by reference in the Prospectus dated [ ]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus dated [ ] [and the supplement[s] to it dated [ ]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus dated [ ] [and the supplement[s] to it dated [ ]]. Copies of such Information Memoranda and Prospectus [and the supplements] to [it] [them] have been published on the website ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇.▇▇/uk/about-santander-uk/investor-relations.]

Appears in 1 contract

Sources: Euro Medium Term Note Programme