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

Redemption at the Option of the Issuer. If Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time (if this Note is not a Floating Rate Note) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11, redeem all or some only of the Notes of this Series then outstanding on any Optional Redemption Date (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount specified in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive form, Notes to be redeemed will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Notes represented by a permanent global Note, the relevant Notes will be redeemed in accordance with the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VP.

Redemption at the Option of the Issuer. If (Issuer Call is Call) (i) not less than 15 nor more than 30 days' notice to the Noteholders in accordance with Condition 12 (Notices); and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or, if so specified in the applicable Final Terms, the Issuer may, at any time (if this Note is not a Floating Rate Note) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11, redeem all or some only of the Notes of this Series then outstanding on any Optional Redemption Date (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date. Any such redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent, in which case the notice of redemption shall state the applicable condition precedent(s) and that, in the Issuer’s discretion, the Optional Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the Optional Redemption Date, or by the Optional Redemption Date so delayed. Any such redemption must be of a nominal amount not less than the Minimum Redemption Amount and not more than a Higher Redemption Amount in each case as may be specified in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (Redeemed Notes) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg, (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of Redeemed Notes represented by a partial global Note, not more than 30 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the Selection Date). In the case of Redeemed Notes represented by definitive Notes, a list of the relevant serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 12 (Notices) not less than 15 days prior to the rules date fixed for redemption. No exchange of the relevant global Note will be permitted during the period from (and procedures of VPincluding) the Selection Date to (and including) the date fixed for redemption pursuant to this paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 12 (Notices) at least 15 days prior to the Selection Date.

Redemption at the Option of the Issuer. If the Issuer Call is specified in the applicable Final TermsTerms as having an option to redeem, the Issuer may, at any time having given: (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) Noteholders in accordance with Condition 1113; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount specified or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and), in the case of Redeemed Notes represented by a partial global Note, not more than 60 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the relevant serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 13 not less than 30 days prior to the rules date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and procedures the aggregate nominal amount of VPRedeemed Notes represented by a global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant global Note will be permitted during the period from (and including) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 1113 (Notices) to the Noteholders or such other period of notice as is specified in the applicable Final Terms; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent and the Registrar, if applicable; (both of which notices shall be irrevocable), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount Amount(s) specified in the applicable Final TermsTerms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). In the event of a redemption of some only of such Notes, Any such redemption must be for an amount being not less than EUR1,000,000 in of a nominal amount equal to the Minimum Redemption Amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents Maximum Redemption Amount, in other Specified Currencies each case as determined by indicated in the Issuer)applicable Final Terms. In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (the “Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global NoteNote Certificate, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and), in the case of Redeemed Notes represented by a partial Global Note, not more than 60 days prior to the date fixed for redemption (such date of VP Notesselection, the relevant “Selection Date”). In the case of Redeemed Notes represented by a Note Certificate, a list of the serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 13 (Notices) not less than 30 days prior to the rules date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by a Note Certificate shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of a Note Certificate outstanding bears to the aggregate nominal amount of all the Notes outstanding (as the case may be), in each case on the Selection Date; provided that such first mentioned nominal amount shall, if necessary, be rounded downwards to the nearest integral multiple of the Specified Denomination, and procedures the aggregate nominal amount of VPRedeemed Notes represented by a Global Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant Global Note will be permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this sub-paragraph (d) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 (Notices) at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If The Issuer Call is specified in the applicable Final Terms, the Issuer may, may at any time (if this Note is not a Floating Rate Note) on or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its optionafter 15 August 2029, on giving not less than 30 10 nor more than 60 days’ ' notice to Noteholders and the holders of Notes of this Series Fiscal Agent in accordance with Condition 11 (which notice notices shall be irrevocable and shall specify the date fixed for redemption and the applicable record date), redeem all (but not some only) of the Notes at their principal amount, together with interest accrued to the date fixed for redemption) . At any time prior to 15 August 2029, the Issuer may at its option having given not less than 10 nor more than 60 days' notice to the Noteholders and the Fiscal Agent in accordance with Condition 1111 (which notices shall specify the date fixed for redemption (the Make-Whole Redemption Date) and the applicable record date), redeem all or or, subject as provided in Condition 6.4 below, some only of the Notes at the Make-Whole Redemption Price together with interest accrued to the Make-Whole Redemption Date. Any such notice of this Series then outstanding on any Optional redemption may, at the Issuer's discretion, be subject to one or more conditions precedent, in which case such notice shall state that, in the Issuer's discretion, the Make-Whole Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (subject as provided above) specified prior to or waived by the stated maturity of Issuer in its sole discretion), or such Notes redemption may not occur and at the Optional Redemption Amount specified such notice may be rescinded in the applicable Final Termsevent that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the Make-Whole Redemption Date, or by the Make- Whole Redemption Date so delayed. In the event of a redemption of some only of such Notes, Any such redemption must be for an of a nominal amount being not less than EUR1,000,000 €100,000 and not more than €300,000,000. The Make-Whole Redemption Price shall be either (i) par or, if higher (ii) the price per Note (as reported in nominal amount or writing to the Issuer and the Fiscal Agent by a higher integral multiple financial adviser selected by the Issuer) at which the yield to 15 August 2029 of EUR1,000,000 such Notes is equal to the sum of the prevailing yield of the Bundesrepublik Deutschland 0.000 per cent. due August 2029 (or their respective equivalents in other Specified Currencies ISIN: DE0001102473) and 0.20 per cent. as determined by the Issuer). In the case of a partial redemption of such Notes in definitive form, Notes to be redeemed will be selected individually by lot, or, in case of VP Notesfinancial adviser, in accordance with generally accepted market practice, at 11.00 a.m. (CET) on the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days date three TARGET2 Settlement Days prior to the date fixed for redemption redemption, provided, however that if a financial adviser approved by the Issuer advises the Issuer and a list the Fiscal Agent that, for reasons of illiquidity or otherwise, such Notes called stock is not appropriate for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case purpose, such other issue of a partial redemption of government securities as such Notes represented by a permanent global Note, the relevant Notes will be redeemed in accordance with the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VPfinancial adviser may recommend.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 15 nor more than 60 30 days’ notice to the holders Noteholders in accordance with Condition 14; and (ii) not less than 15 days before the giving of Notes the notice referred to in (i), notice to the Agent, (both of this Series (which notice notices shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount not less than the Minimum Redemption Amount specified or not more than the Maximum Redemption Amount, both as indicated in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in the case of VP Redeemed Notes represented by definitive Notes, and in accordance with the rules and procedures of VPEuroclear and/or Clearstream, and Luxembourg, in such place as the Agent or in case of the VP NotesRedeemed Notes represented by a global Note, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 30 days prior to the date fixed for redemption and (such date of selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes called for redemption will be published in accordance with Condition 11 14 not less than 15 nor more than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such date. In first mentioned nominal amount shall, if necessary, be rounded downwards to the case nearest integral multiple of a partial redemption the Specified Denomination, and the aggregate nominal amount of such Redeemed Notes represented by a permanent global Note, Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant Notes global Note will be redeemed permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 14 at least 5 days prior to the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VPSelection Date.

Redemption at the Option of the Issuer. If “Issuer Call Option”) (i) not more than 60 nor less than 30 days’ notice to the holders of the Notes in accordance with Condition 16, or such other notice as is specified in the applicable Final Terms, the Issuer may, at any time ; and (if this Note is not a Floating Rate Noteii) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ 5 days before the date of the notice referred to in (i) (or such other notice as is specified in the applicable Final Terms) is to be given, notice to the holders Agent or (in the case of Registered Notes issued by Toyota Credit Canada Inc.) the TCCI Registrar and the TCCI Transfer Agent or (in the case of this Series Registered Notes issued by Toyota Motor Credit Corporation) the TMCC Registrar and the TMCC Transfer Agent; (which notice notices shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11irrevocable), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). If the applicable Final Terms specify the Notes are redeemable in part, such redemption must be of a nominal amount not less than the Minimum Redemption Amount specified or not more than the Maximum Redemption Amount, both as indicated in the applicable Final Terms. In the event of a redemption of some only of such the Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive form, Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg, (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of Redeemed Notes represented by a partial global Note, not more than 60 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, the relevant a list of such Redeemed Notes will be redeemed published or notified in accordance with Condition 16 not less than 30 days prior to the date fixed for redemption, or such other period as is specified in the applicable Final Terms. No exchange of the relevant global Note will be permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this paragraph (d) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 16 at least 10 days prior to the Selection Date. Unless specified otherwise in the applicable Final Terms, if an Optional Redemption Date would otherwise fall on a day which is not a Business Day (as defined in Condition 4(b)(i)), it shall be subject to adjustment in accordance with the rules and procedures of VPBusiness Day Convention applicable to the Notes or such other Business Day Convention specified in the applicable Final Terms.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 15 nor more than 60 30 days’ notice to the holders Noteholders in accordance with Condition 14 with a copy to the Guarantor; and (ii) not less than 15 days before the giving of Notes the notice referred to in (i) above, notice to the Principal Paying Agent and, in the case of this Series a redemption of Registered Notes, the Registrar, (which notice notices shall be irrevocable (other than in the circumstances set out in the next sentence) and shall specify the date fixed for redemption) in accordance with Condition 11redemption (each such date, an “Optional Redemption Date”)), redeem all or some only of in whole or, if so specified in the relevant Final Terms, in part the Notes of this Series then outstanding on at any Optional Redemption Date (subject as provided above) specified time prior to the stated maturity of such Notes and their Maturity Date at the Optional Redemption Amount Amount(s) specified in the applicable Final TermsTerms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date. In Any such notice of redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent, in which case such notice shall state that, in the Issuer’s discretion, the Optional Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event of a redemption of some only of that any or all such Notes, such redemption must be for an amount being conditions shall not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 have been satisfied (or their respective equivalents in other Specified Currencies as determined waived by the Issuer)Issuer in its sole discretion) by the Optional Redemption Date, or by the Optional Redemption Date so delayed. In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of Redeemed Notes represented by a partial Global Note, not more than 30 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the relevant serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 14 not less than 15 days prior to the rules date fixed for redemption. No exchange of the relevant Global Note will be permitted during the period from (and procedures of VP.including) the Selection Date to (and including) the date fixed for redemption pursuant to this paragraph

Redemption at the Option of the Issuer. If the Issuer Call is specified in the applicable Final TermsPricing Supplement as having an option to redeem, the Issuer mayshall, at any time having given: (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ ' notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) Noteholders in accordance with Condition 1113; and (ii) not less than 30 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only of the Notes of this Series then outstanding on any Optional Redemption Date (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount Amount(s) specified in, or determined in the manner specified in, the applicable Final TermsPricing Supplement together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date. In the event of a redemption of some only of such Notes, Any such redemption must be for an amount being not less than EUR1,000,000 in of a nominal amount equal to the Minimum Redemption Amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer)Higher Redemption Amount. In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed ("Redeemed Notes") will be selected individually by lot, or, in the case of VP Redeemed Notes represented by definitive Notes, and in accordance with the rules and procedures of VPEuroclear and/or Cedel Bank, and in such place as the Agent or in case of the VP NotesRedeemed Notes represented by a global Note, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and (such date of selection being hereinafter called the "Selection Date"). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes called for redemption will be published in accordance with Condition 11 13 not less than 15 nor more than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such date. In first mentioned nominal amount shall, if necessary, be rounded downwards to the case nearest integral multiple of a partial redemption the Specified Denomination, and the aggregate nominal amount of such Redeemed Notes represented by a permanent global Note, Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant Notes global Note will be redeemed permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 5 days prior to the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VPSelection Date.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 15 nor more than 60 30 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) Noteholders in accordance with Condition 1114; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent, (both of which notices shall be irrevocable), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount Amount(s) specified in, or determined in the manner specified in, the applicable Final TermsPricing Supplement together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). In the event of a redemption of some only of such Notes, Any such redemption must be for an of a nominal amount being not less than EUR1,000,000 to the Minimum Redemption Amount or not more than a Higher Redemption Amount, both as indicated in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer)applicable Pricing Supplement. In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (‘Redeemed Notes’) will be selected individually by lot, or, in the case of VP Redeemed Notes represented by definitive Notes, and in accordance with the rules and procedures of VPEuroclear, and Clearstream, Luxembourg and/or NECIGEF, in such place as the Agent or in case of the VP NotesRedeemed Notes represented by a global Note, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 30 days prior to the date fixed for redemption and (such date of selection being hereinafter called the ‘Selection Date’). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes called for redemption will be published in accordance with Condition 11 14 not less than 15 nor more than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such date. In first mentioned nominal amount shall, if necessary, be rounded downwards to the case nearest integral multiple of a partial redemption the Specified Denomination, and the aggregate nominal amount of such Redeemed Notes represented by a permanent global Note, Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant Notes global Note will be redeemed permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 14 at least 5 days prior to the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VPSelection Date.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 15 nor more than 60 30 days’ notice to the holders Noteholders in accordance with Condition 14; and (ii) not less than 15 days before the giving of Notes the notice referred to in (i), notice to the Agent, (both of this Series (which notice notices shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount Amount(s) specified in, or determined in the manner specified in, the applicable Final TermsPricing Supplement together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). In the event of a redemption of some only of such Notes, Any such redemption must be for an of a nominal amount being not less than EUR1,000,000 to the Minimum Redemption Amount or not more than the Maximum Redemption Amount, both as indicated in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer)applicable Pricing Supplement. In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (‘Redeemed Notes’) will be selected individually by lot, or, in the case of VP Redeemed Notes represented by definitive Notes, and in accordance with the rules and procedures of VPEuroclear, and Clearstream, Luxembourg and/or NECIGEF, in such place as the Agent or in case of the VP NotesRedeemed Notes represented by a global Note, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 30 days prior to the date fixed for redemption and (such date of selection being hereinafter called the ‘Selection Date’). In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes called for redemption will be published in accordance with Condition 11 14 not less than 15 nor more than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such date. In first mentioned nominal amount shall, if necessary, be rounded downwards to the case nearest integral multiple of a partial redemption the Specified Denomination, and the aggregate nominal amount of such Redeemed Notes represented by a permanent global Note, Note shall be equal to the balance of the Redeemed Notes. No exchange of the relevant Notes global Note will be redeemed permitted during the period from and including the Selection Date to and including the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 14 at least 5 days prior to the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VPSelection Date.

Redemption at the Option of the Issuer. If (Issuer Call is Call) (i) not less than 15 nor more than 30 days' notice to the Noteholders in accordance with Condition 12 (Notices); and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or, if so specified in the applicable Final Terms, the Issuer may, at any time (if this Note is not a Floating Rate Note) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) in accordance with Condition 11, redeem all or some only of the Notes of this Series then outstanding on any Optional Redemption Date (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date. Any such redemption must be of a nominal amount not less than the Minimum Redemption Amount and not more than a Higher Redemption Amount in each case as may be specified in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (Redeemed Notes) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg, (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of Redeemed Notes represented by a partial global Note, not more than 30 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the Selection Date). In the case of Redeemed Notes represented by definitive Notes, a list of the relevant serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 12 (Notices) not less than 15 days prior to the rules date fixed for redemption. No exchange of the relevant global Note will be permitted during the period from (and procedures of VPincluding) the Selection Date to (and including) the date fixed for redemption pursuant to this paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 12 (Notices) at least 15 days prior to the Selection Date.

Redemption at the Option of the Issuer. If the Issuer Call is specified in the applicable Final TermsTerms as having an option to redeem, the Issuer may, at any time having given: (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 nor more than 60 days’ notice to the holders of Notes of this Series (which notice shall be irrevocable and shall specify the date fixed for redemption) Noteholders in accordance with Condition 1113; and (ii) not less than 15 days before the giving of the notice referred to in (i), notice to the Agent; (which notices shall be irrevocable), redeem all or some only of the Notes of this Series then outstanding on any the Optional Redemption Date (subject as provided aboveDate(s) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the Optional Redemption Date(s). Any such redemption must be of a nominal amount equal to the Minimum Redemption Amount specified or a Higher Redemption Amount, both as indicated in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed (“Redeemed Notes”) will be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) not more than 60 days prior to the date fixed for redemption and a list of such Notes called for redemption will be published in accordance with Condition 11 not less than 15 nor more than 30 days prior to such date. In the case of a partial redemption of such Redeemed Notes represented by a permanent global Notedefinitive Notes, the relevant Notes will be redeemed and in accordance with the rules of Euroclear and Clearstream and/or Clearstream, Luxembourg (to be reflected in the records of Euroclear and Clearstream Clearstream, Luxembourg as either a pool factor or a reduction in nominal amount, at their discretion) and), in the case of Redeemed Notes represented by a partial global Note, not more than 60 days prior to the date fixed for redemption (such date of VP selection being hereinafter called the “Selection Date”). In the case of Redeemed Notes represented by definitive Notes, a list of the relevant serial numbers of such Redeemed Notes will be redeemed published in accordance with Condition 13 not less than 30 days prior to the rules date fixed for redemption. No exchange of the relevant global Note will be permitted during the period from (and procedures of VPincluding) the Selection Date to (and including) the date fixed for redemption pursuant to this sub-paragraph (c) and notice to that effect shall be given by the Issuer to the Noteholders in accordance with Condition 13 at least 10 days prior to the Selection Date.

Redemption at the Option of the Issuer. If (Issuer Call is specified in the applicable Final Terms, the Issuer may, at any time Call) (if this Note is not a Floating Rate Notei) or only on any Interest Payment Date (if this Note is a Floating Rate Note) at its option, on giving not less than 30 15 nor more than 60 30 days’ ' notice to the holders Noteholders in accordance with Condition 13 (Notices); and (ii) not less than 15 days before the giving of Notes the notice referred to in (a), notice to the Principal Paying Agent and, in the case of this Series a redemption of Registered Notes, the Registrar; (which notice notices shall be irrevocable and shall specify the date fixed for redemption), redeem: (i) in accordance with Condition 11the case of Subordinated Notes, redeem all of the Subordinated Notes; and (ii) in the case of Senior Notes, all or some only of the Notes of this Series Senior Notes, in each case then outstanding on any Optional Redemption Date (subject as provided above) specified prior to the stated maturity of such Notes and at the Optional Redemption Amount(s) specified in, or determined in the manner specified in, the applicable Final Terms together, if appropriate, with interest accrued to (but excluding) the relevant Optional Redemption Date. Any such redemption must be of a nominal amount not less than the Minimum Redemption Amount and not more than the Maximum Redemption Amount, in each case as may be specified in the applicable Final Terms. In the event of a redemption of some only of such Notes, such redemption must be for an amount being not less than EUR1,000,000 in nominal amount or a higher integral multiple of EUR1,000,000 (or their respective equivalents in other Specified Currencies as determined by the Issuer). In the case of a partial redemption of such Notes in definitive formNotes, the Notes to be redeemed will ("Redeemed Notes") will (i) in the case of Redeemed Notes represented by definitive Notes, be selected individually by lot, or, in case of VP Notes, in accordance with the rules and procedures of VP, and in such place as the Agent or in case of the VP Notes, the VP Agent, may approve and in such manner as the Agent or, as the case may be, the VP Agent, shall deem to be appropriate and fair (without involving any part only of a Note) lots not more than 60 30 days prior to the date fixed for redemption (such date of selection being hereinafter called the "Selection Date"), and (ii) in the case of Redeemed Notes represented by a Global Note, be selected in accordance with the rules of Euroclear and/or Clearstream, Luxembourg. In the case of Redeemed Notes represented by definitive Notes, a list of the serial numbers of such Redeemed Notes called for redemption will be published in accordance with Condition 11 13 (Notices) not less than 15 nor more than 30 days prior to the date fixed for redemption. The aggregate nominal amount of Redeemed Notes represented by definitive Notes shall bear the same proportion to the aggregate nominal amount of all Redeemed Notes as the aggregate nominal amount of definitive Notes outstanding bears to the aggregate nominal amount of the Notes outstanding, in each case on the Selection Date, provided that such date. In first mentioned nominal amount shall, if necessary, be rounded downwards to the case nearest integral multiple of a partial redemption the Specified Denomination, and the aggregate nominal amount of such Redeemed Notes represented by a permanent global Note, Global Note shall be equal to the relevant Notes will be redeemed in accordance with balance of the rules of Euroclear and Clearstream (to be reflected in the records of Euroclear and Clearstream as either a pool factor or a reduction in nominal amount, at their discretion) and, in the case of a partial redemption of VP Redeemed Notes, the relevant Notes will be redeemed in accordance with the rules and procedures of VP.

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