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 set forth in the Prospectus dated 13 September 2013 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. 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 has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 2013. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 2013, 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 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 has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [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-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Terms.]

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 Notes set forth in the Prospectus dated 13 8 September 2013 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 constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 8 September 20132017. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 8 September 20132017, 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 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (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-paragraphs 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: [ ] [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 set forth in the Prospectus dated 13 12 September 2013 2014 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 12 September 20132014. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 12 September 20132014, 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 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.html.] [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-paragraphs 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 23 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 set forth in the Prospectus dated 13 September 2013 [and the supplement[s] to it dated [datewhich constitute[s] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC EC) (as amended (amended, which includes the amendments made by Directive 2010/73/EU to the extent effect that such amendments have been implemented in a relevant Member State of the European Economic AreaState) (the "Prospectus Directive"). 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 – remove for unlisted Notes] and must be read in conjunction with the Prospectus. Full information on the Issuer Issuer, the Group Guarantor 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. The Prospectus has been published on the website Copies of the London Stock Exchange Prospectus are available free of charge to the public at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlthe registered office of the Issuer and from the specified office of each of the Paying Agents. [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 (the "Terms and Conditions") set forth in and extracted from the Prospectus/Offering Circular prospectus dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 2013[●]. 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 (Directive 2003/71/EC EC) (as amended (amended, which includes the amendments made by Directive 2010/73/EU to the effect that such amendments have been implemented in a relevant Member State) (the "Prospectus Directive"), as amended, to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] State, and must be read in conjunction with the Prospectus dated 13 September 2013, 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,which constitute[s] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer Issuer, the Group Guarantor 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 [●]. The Prospectus has been published on Copies of such Prospectuses are available free of charge to the website public at the registered office of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [Include whichever Issuer and from the specified office of each 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-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final TermsPaying Agents.]

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 Notes set forth in the Prospectus dated 13 18 September 2013 2020 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. 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 has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 2013. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 2013, 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 constitutes a base prospectus for the purposes of the Prospectus DirectiveRegulation. Full information on This document constitutes the Issuer Final Terms of the Notes [described herein for the purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the offer Prospectus in order to obtain all the relevant information. A summary of the issue of the Notes is only available on the basis of the combination of annexed to these Final Terms and the ProspectusTerms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-homehome.html. html.[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 of the Notes (the “Conditions”) set forth in and extracted from the Prospectus dated [13 September 2019/14 September 2018/8 September 2017/9 September 2016/11 September 2015/12 September 2014] and which are incorporated by reference in the Prospectus dated 18 September 2020. This document constitutes the Final Terms of the Notes [described herein for the purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 18 September 2020, including the Conditions which are incorporated by reference in it [and the supplement[s] to it dated [date] [Include whichever and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the following apply or specify as “Not Applicable”Prospectus Regulation in order to obtain all the relevant information. Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-paragraphs A summary of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing issue of the Notes is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇▇▇/news/market-news/market-news-home.html.]

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 Notes set forth in the Prospectus dated 13 8 September 2013 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 constitutes a base prospectus for the purposes of the Prospectus Directive 2003/71/EC (as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”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. 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 has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 8 September 20132017. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC (as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 8 September 20132017, 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 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 has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (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-paragraphs 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 Notes set forth in the Prospectus dated 13 September 2013 2019 [and the supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC the Prospectus Regulation (as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”defined below). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation – remove for unlisted Notes] and must be read in conjunction with the Prospectus. Full information on Prospectus 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 Prospectusrelevant information. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 20132019. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC the Prospectus Regulation (as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”defined below) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 20132019, 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 constitutes a base prospectus for the purposes of the Prospectus DirectiveRegulation in 4 Insert “prescribed capital market products” and “Excluded Investment Products” or, if not, amend Singapore product classification. Full information on 5 Relevant Dealer(s) to consider whether it/they have received the necessary Singapore product classification from the Issuer and prior to the offer launch of the Notes is only available on the basis offer, pursuant to Section 309B of the combination of these Final Terms and SFA. order to obtain all the Prospectusrelevant information. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [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-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Termshome.html.]

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 13 September 2013 21, 2018 [and the supplement[s] supplements to it dated [ ]] which [datetogether] [and [date]], including all documents incorporated by reference constitute[s] a base prospectus ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC EC, as amended (which includes the amendments made including by Directive 2010/73/EU to the extent that such amendments have been implemented and includes any relevant implementing measures in a relevant Member State of the European Economic Area) EEA (the “Prospectus 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 – remove for unlisted Notes] as implemented in the United Kingdom and must be read in conjunction with the Prospectus. 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 has been published and 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 ▇▇▇▇://http:/ /▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/market▇▇▇▇/▇▇▇▇▇▇-news▇▇▇▇/market-news-home. html. [The following alternative language applies if ▇▇▇▇▇▇- news-home.html under the first Tranche name Royal Bank of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier dateCanada and the headline “Publication of Prospectus” and copies may be obtained from the offices of the Issuer, 13th Floor, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, 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 and extracted from the Prospectus/Offering Circular prospectus dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 201321, 2018. 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 EC, as amended (which includes the amendments made including by Directive 2010/73/EU to the extent that such amendments have been implemented and includes any relevant implementing measures in a relevant Member State of the European Economic Area) EEA (the “Prospectus Directive”) – remove for unlisted Notes] as implemented in the United Kingdom and must be read in conjunction with the Prospectus dated 13 September 201321, 2018, including the Conditions which are incorporated by reference in it therein [and the supplement[s] supplements to it dated [date] [and [date[ ]], including all documents incorporated by reference which [together] constitute[s] a base prospectus ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base 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 has been published on and all documents incorporated by reference therein are available for viewing and copies may be obtained from the website offices of the London Stock Exchange at Issuer, 13th Floor, ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, and the offices of the Issuing and Paying Agent, One Canada Square, London E14 5AL, England.] [Include whichever of the following apply or specify as “Not Applicable”1. Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Terms.i) Series Number: [ ] (ii) Tranche Number: [ ]

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 and Conditions set forth in the Prospectus prospectus supplement dated 13 September 2013 [•] (the “prospectus supplement ”) and the supplement[s] to it accompanying prospectus dated [date] [and [date]](together, including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which ). The prospectus supplement constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic AreaEC) (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 – remove for unlisted Notes] and must be read in conjunction with the Prospectus. 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. The Prospectus has been published on is available for viewing at the website Head Office of the London Stock Exchange at Issuer, Minerals & Energy Centre, 6▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., 2 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home, L-1115 Luxembourg. htmlThe pricing supplement will be published on the Luxembourg Stock Exchange’s website. [The following alternative language applies if the first Tranche tranche of an issue which is being increased was issued under a Prospectus or Offering Circular 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 and extracted from the Prospectus/Offering Circular prospectus supplement dated [original date] and which are incorporated by reference in the Prospectus accompanying prospectus dated 13 September 2013[•] (together, the “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 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 2013, including the Conditions which are incorporated by reference in it [and the supplement[s] to it prospectus supplement dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which 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. The Prospectus has been published on the website Copies of the London Stock Exchange prospectus supplement and Prospectus are available for viewing at the Head Office of the Issuer, Minerals & Energy Centre, 6▇ ▇▇▇▇ ▇▇▇▇://▇▇▇., Brisbane, Queensland 4000, Australia, and copies may be obtained from the listing agent, Deutsche Bank Luxembourg S.A., 2 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home, L-1115 Luxembourg. html.] [Include whichever of the following apply or specify as “Not Applicable” (N/A). Note that the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-paragraphs of the paragraphs which are not applicable can be deleted)or subparagraphs. Italics denote guidance directions for completing the Final Termspricing 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/offer 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 Offering Circular dated 13 September 2013 15 November 2022[and , as supplemented by the supplement[s] to it the Offering Circular dated [date] [date of supplement][ and [datedate of supplement],], including all documents incorporated by reference (] which [the Prospectus as so supplemented,together] the “Prospectus”) which constitutes constitute[s] a base prospectus for the purposes of Directive 2003/71/EC the Prospectus Regulation as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus DirectiveOffering Circular”). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 8 of the Prospectus Directive – remove for unlisted Notes] Regulation and must be read in conjunction with the ProspectusOffering Circular in order to obtain all the relevant information. Full information on the Issuer Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms and the ProspectusOffering Circular. The Prospectus has been published Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlregistered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or an 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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular Circulars dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 201329 February 2016 / 21 February 2018 / 18 June 2020 / 9 April 2021]. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State 8 of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] Regulation and must be read in conjunction with the Offering Circular dated 15 November 2022[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus dated 13 September 2013Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in it [and into the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus DirectiveOffering Circular. Full information on the Issuer Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms and the ProspectusOffering Circular. The Prospectus has been published Copies of the Offering Circular are available for viewing on the website of Euronext Dublin and during normal business 4 The reference to the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-homeUK MiFIR product governance legend may not be necessary if the managers in relation to the Notes are also not subject to UK MiFIR and therefore there are no UK MiFIR manufacturers. html.] [Include whichever Depending on the location of the following apply manufacturers, there may be situations where either the MiFID II product governance legend 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-paragraphs of the paragraphs which UK MiFIR product governance legend or both are not applicable can be deleted). Italics denote guidance for completing the Final Termsincluded.]

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 Notes set forth in the Prospectus dated 13 9 September 2013 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 constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. Full information on the Issuer and 8 Include this wording where a Non-exempt Offer of Notes is anticipated. the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 9 September 20132016. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 9 September 20132016, 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 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (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-paragraphs 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: [ ] [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 Conditions set forth under “Terms and Conditions set forth of the Notes” in the Base Prospectus dated 13 September 2013 28, 2006 [and the supplement[sSupplementary Prospectus dated l ] to it dated (1) which [date] [and [date]together], including excluding all documents information incorporated by reference ([other than the Reports and any information included in any Supplementary Prospectus as so supplemented,constitute[s] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic AreaEC) (the “Prospectus Directive”). 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 Prospectussuch Base Prospectus [as so supplemented], including all documents incorporated by reference therein. 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 Base Prospectus. The Base Prospectus has been published on [and] [the website Supplementary Prospectus] [is] [are] available for viewing and copies may be obtained from the principal office in London, England of JPMorgan Chase Bank, N.A., the London Stock Exchange issuing and principal paying agent for the Notes, at T▇▇▇▇://▇ ▇▇▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇ Street, London E1W 1YT and at w▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html. [.(2) The following alternative language applies if the first Tranche of an issue which is being increased was issued under a an Offering Circular/ Base Prospectus or Offering Circular with an earlier date.] . Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth under “Terms and Conditions of the Notes” in the Base Prospectus dated September 28, 2006 [and the Supplementary Prospectus dated l ] (1) which [together], excluding all information incorporated by reference other than the Reports and any information contained in any Supplementary Prospectus, constitute[s] a base prospectus for the purposes of the Prospectus Directive, (Directive 2003/71/EC) (the “ConditionsProspectus Directive”) set forth (3) save in and respect of the Conditions which are extracted from the [Offering Circular] [Base Prospectus/] dated [ l ] [and the Supplementary [Offering Circular Circular[s]] [Base Prospectus[s]] dated [original datel ] (1) and which are incorporated by reference in the Prospectus dated 13 September 2013attached hereto. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Base Prospectus dated 13 September 201328, including the Conditions which are incorporated by reference in it 2006 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive(1). 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 Base Prospectus dated September 28, 2006 [and the [Offering Circular] [Base Prospectus] [and] [Supplementary Offering Circular[s]] [Supplementary Prospectus] dated l ] (1). The Prospectus has been published on [Offering Circular] [and] [Base Prospectus] [and [Supplementary Offering Circular[s]] [the website Supplementary Prospectus][es]] are available for viewing and copies may be obtained from the principal office in London, England of JPMorgan Chase Bank, N.A., the London Stock Exchange issuing and principal paying agent for the Notes, at T▇▇▇▇://▇ ▇▇▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇ Street, London E1W 1YT and at w▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] .(2) [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 or sub-paragraphs of the paragraphs which are not applicable can be deleted)paragraphs. Italics denote guidance for completing the Final Terms.] [When completing any Final Terms, or adding any other final terms or information, 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 Base Prospectus under Article 16 of the Prospectus Directive.]

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 13 September 2013 8, 2017 [and the supplement[s] supplements to it dated [ ]] which [datetogether] [and [date]], including all documents incorporated by reference constitute[s] a base prospectus ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC EC, as amended (which includes the amendments made including by Directive 2010/73/EU to the extent that such amendments have been implemented and includes any relevant implementing measures in a relevant Member State of the European Economic Area) EEA (the “Prospectus 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 – remove for unlisted Notes] as implemented in the United Kingdom and must be read in conjunction with the Prospectus. 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 has been published and 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 ▇▇▇▇://http:/ /▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/market▇▇▇▇/▇▇▇▇▇▇-news▇▇▇▇/market-news-home. html. [The following alternative language applies if ▇▇▇▇▇▇- news-home.html under the first Tranche name Royal Bank of an issue which is being increased was issued under a Prospectus or Offering Circular with an earlier dateCanada and the headline “Publication of Prospectus” and copies may be obtained from the offices of the Issuer, 13th Floor, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, 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 and extracted from the Prospectus/Offering Circular prospectus dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 20138, 2017. 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 EC, as amended (which includes the amendments made including by Directive 2010/73/EU to the extent that such amendments have been implemented and includes any relevant implementing measures in a relevant Member State of the European Economic Area) EEA (the “Prospectus Directive”) – remove for unlisted Notes] as implemented in the United Kingdom and must be read in conjunction with the Prospectus dated 13 September 20138, 2017, including the Conditions which are incorporated by reference in it therein [and the supplement[s] supplements to it dated [date] [and [date[ ]], including all documents incorporated by reference which [together] constitute[s] a base prospectus ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base 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 has been published on and all documents incorporated by reference therein are available for viewing and copies may be obtained from the website offices of the London Stock Exchange at Issuer, 13th Floor, ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [Include whichever ▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇, and the offices of the following apply or specify as “Not Applicable”. Note that the numbering should remain as set out belowIssuing and Paying Agent, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final TermsOne 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 and Conditions of the Notes set forth in the Prospectus dated 13 11 September 2013 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 constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. Full information on the Issuer and 8 Include this wording where a Non-exempt Offer of Notes is anticipated. the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 11 September 20132015. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 11 September 20132015, 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 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. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (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-paragraphs 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: [ ]

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 Notes set forth in the Prospectus dated 13 September 2013 2019 [and the 2 Insert “prescribed capital market products” and “Excluded Investment Products” or, if not, amend Singapore product classification. 3 Relevant Dealer(s) to consider whether it/they have received the necessary product classification from the Issuer prior to the launch of the offer, pursuant to Section 309B of the SFA. 4 Include this wording where a Non-exempt Offer of Notes is anticipated. supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”)Regulation. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive Regulation – remove for unlisted Notes] and must be read in conjunction with the ProspectusProspectus in order to obtain all the relevant information. Full information on A summary of the Issuer and the offer issue of the Notes is only available on the basis of the combination of annexed to these Final Terms and the ProspectusTerms. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlhome.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/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 September 20132019. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) Regulation – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 20132019, 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 constitutes a base prospectus for the purposes of the Prospectus DirectiveRegulation in order to obtain all the relevant information. Full information on A summary of the Issuer and the offer issue of the Notes is only available on the basis of the combination of annexed to these Final Terms and the ProspectusTerms. The Prospectus has been published on the website of the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [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-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final Termshome.html.]

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 set forth in the Prospectus Offering Circular dated 13 September 2013 9 April 2021[and , as supplemented by the supplement[s] to it the Offering Circular dated [date] [date of supplement][ and [datedate of supplement],], including all documents incorporated by reference (] which [the Prospectus as so supplemented,together] the “Prospectus”) which constitutes constitute[s] a base prospectus for the purposes of Directive 2003/71/EC the Prospectus Regulation as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus DirectiveOffering Circular”). This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 8 of the Prospectus Directive – remove for unlisted Notes] Regulation and must be read in conjunction with the ProspectusOffering Circular in order to obtain all the relevant information. Full information on the Issuer Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms and the ProspectusOffering Circular. The Prospectus has been published Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. htmlregistered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus or an 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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular Circulars dated [original date] and which are incorporated by reference in the Prospectus dated 13 12 September 20132013 / 29 February 2016 / 21 February 2018 / 18 June 2020]. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State 8 of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] Regulation and must be read in conjunction with the Offering Circular dated 9 April 2021[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus dated 13 September 2013Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in it [and into the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus DirectiveOffering Circular. Full information on the Issuer Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms and the ProspectusOffering Circular. The Prospectus has been published Copies of the Offering Circular are available for viewing on the website of Euronext Dublin and during normal business hours at the London Stock Exchange at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news/market-news/market-news-home. html.] [Include whichever registered office of the following apply or specify as “Not Applicable”. Note that Issuer and from the numbering should remain as set out below, even if “Not Applicable” is indicated for individual paragraphs (in which case the sub-paragraphs specified office of the paragraphs which are not applicable can be deleted). Italics denote guidance for completing the Final TermsIssuing and Principal Paying Agent in Luxembourg.]

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 set forth in the Prospectus dated 13 12 September 2013 2014 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”). 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. 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 has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.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 (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular dated [original date] and which are incorporated by reference in the Prospectus dated 13 12 September 20132014. This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area) (the “Prospectus Directive”) – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 12 September 20132014, 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 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 has been published on the website of the London Stock Exchange at h▇▇▇▇://://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/exchange/news▇▇▇▇▇▇▇▇/news/market-news/market-news-home. htmlhome.html.] [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-paragraphs 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 23 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 accrued interest from [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)