Common use of Global Certificates and Individual Certificates Clause in Contracts

Global Certificates and Individual Certificates. (a) The Certificates of a Series represent undivided ownership interests in the relevant Trust Assets pursuant to the relevant Trust Deed and rank pari passu, without any preference or priority, with all other Certificates of that Series. (b) The Certificates of each Series shall comprise Restricted Certificates (if Certificates of that Series are offered and sold within the United States to QIBs who are also QPs in reliance on the exemption from registration provided by Rule 144A) and Unrestricted Certificates. Restricted Certificates of a Series shall, on issue, be represented by one or more Restricted Global Certificate which shall be deposited with a custodian for, and registered in the name of Cede & Co. as nominee of, DTC and Unrestricted Certificates of a Series shall, on issue, be represented by a single Unrestricted Global Certificate deposited with a common depositary for, and registered in the name of a nominee of such common depositary for, Euroclear and Clearstream, as specified in the Final Terms and on terms that such custodian and/or common depositary, as the case may be, shall hold the same for the relevant accountholders. Interests in the Global Certificates shall be transferable only in accordance with, and subject to their terms and the Agency Agreement and the rules and operating procedures for the time being of DTC, Euroclear and Clearstream, as applicable. (c) The Global Certificates shall be printed or typed in the form or substantially in the form set out in Part 1 (Form of Unrestricted Global Certificate) of Schedule 1 (Form of Certificates) and/or Part 2 (Form of Restricted Global Certificate) of Schedule 1 (Form of Certificates). The Global Certificates shall be signed manually or in facsimile by a director of the Trustee or a person duly authorised by the Trustee on behalf of the Trustee and shall be authenticated by or on behalf of the relevant Registrar. The Global Certificates so signed and authenticated shall represent binding and valid obligations of the Trustee. Upon the issue of the Global Certificates, such Certificates shall become constituted by these presents without further formality. (d) The Trustee shall only issue Individual Certificates in exchange for a Global Certificate in limited circumstances and in accordance with the provisions thereof. (e) Any Individual Certificates, if issued, shall be issued in the form or substantially in the form set out in Part 3 (Form of Unrestricted Individual Certificate) of Schedule 1 (Form of Certificates) and/or Part 4 (Form of Restricted Individual Certificate) of Schedule 1 (Form of Certificates), as the case may be. Individual Certificates will be issued to each Certificateholder in respect of its registered holding of Certificates and each Individual Certificate will be numbered serially with an identifying number which will be recorded on the relevant Individual Certificate and in the relevant Register. Title to the Individual Certificates shall pass upon the registration of transfers in respect thereof in accordance with the provisions of these presents. (f) Any Individual Certificates, if issued, shall be signed manually or in facsimile by a Director of the Trustee or a person duly authorised by the Trustee on behalf of the Trustee and shall be authenticated by or on behalf of the relevant Registrar. The Individual Certificates so signed and authenticated shall represent binding and valid obligations of the Trustee. (g) For the purposes of Clauses (c) and (f) above, the Trustee may use the facsimile signature of any person who, at the date such signature is affixed, is a Director of the Trustee or is a person duly authorised by the Trustee on behalf of the Trustee, notwithstanding that at the time of issue of the Global Certificate or the relevant Individual Certificate, as the case may be, that person may have ceased for any reason to be so authorised or to be the holder of such office.

Global Certificates and Individual Certificates. (a) The Certificates of a Series represent undivided ownership interests in the relevant Trust Assets pursuant to the relevant Trust Deed and rank pari passu, without any preference or priority, with all other Certificates of that Series. (b) The Certificates of each Series shall comprise Restricted Certificates (if Certificates of that Series are offered and sold within the United States to QIBs who are also QPs in reliance on the exemption from registration provided by Rule 144A) and Unrestricted Certificates. Restricted Certificates of a Series shall, on issue, be represented by one or more Restricted Global Certificate which shall be deposited with a custodian for, and registered in the name of Cede & Co. as nominee of, DTC and Unrestricted Certificates of a Series shall, on issue, be represented by a single Unrestricted Global Certificate deposited with a common depositary for, and registered in the name of a nominee of such common depositary for, Euroclear and Clearstream, as specified in the Final Terms and on terms that such custodian and/or common depositary, as the case may be, shall hold the same for the relevant accountholders. Interests in the Global Certificates shall be transferable only in accordance with, and subject to their terms and the Agency Agreement and the rules and operating procedures for the time being of DTC, Euroclear and Clearstream, as applicable. (c) The Global Certificates shall be printed or typed in the form or substantially in the form set out in Part 1 (Form of Unrestricted Global Certificate) of Schedule 1 (Form of Certificates) and/or Part 2 (Form of Restricted Global Certificate) of Schedule 1 (Form of Certificates). The Global Certificates shall be signed manually or in facsimile by a director of the Trustee or a person duly authorised by the Trustee on behalf of the Trustee and shall be authenticated by or on behalf of the relevant Registrar. The Global Certificates so signed and authenticated shall represent binding and valid obligations of the Trustee. Upon the issue of the Global Certificates, such Certificates shall become shallbecome constituted by these presents without further formality. (d) The Trustee shall only issue Individual Certificates in exchange for a Global Certificate in limited circumstances and in accordance with the provisions thereof. (e) Any Individual Certificates, if issued, shall be issued in the form or substantially in the form set out in Part 3 (Form of Unrestricted Individual Certificate) of Schedule 1 (Form of Certificates) and/or Part 4 (Form of Restricted Individual Certificate) of Schedule 1 (Form of Certificates), as the case may be. Individual Certificates will be issued to each Certificateholder in respect of its registered holding of Certificates and each Individual Certificate will be numbered serially with an identifying number which will be recorded on the relevant Individual Certificate and in the relevant Register. Title to the Individual Certificates shall pass upon the registration of transfers in respect thereof in accordance with the provisions of these presents. (f) Any Individual Certificates, if issued, shall be signed manually or in facsimile by a Director of the Trustee or a person duly authorised by the Trustee on behalf of the Trustee and shall be authenticated by or on behalf of the relevant Registrar. The Individual Certificates so signed and authenticated shall represent binding and valid obligations of the Trustee. (g) For the purposes of Clauses (c) and (f) above, the Trustee may use the facsimile signature of any person who, at the date such signature is affixed, is a Director of the Trustee or is a person duly authorised by the Trustee on behalf of the Trustee, notwithstanding that at the time of issue of the Global Certificate or the relevant Individual Certificate, as the case may be, that person may have ceased for any reason to be so authorised or to be the holder of such office.