Common use of Status of the Subordinated Notes Clause in Contracts

Status of the Subordinated Notes. This Condition 3.3 applies only to Notes specified in the relevant Final Terms as being Subordinated Notes. (a) junior to all present or future unsecured and unsubordinated obligations of the Issuer (including, without limitation, any obligations under the Senior Notes ) or any other present or future subordinated obligations of the Issuer which rank, or are expressed by their terms to rank, senior to the Subordinated Notes, including any obligation required to be preferred by law; (b) pari passu among themselves and with any other present or future obligations of the Issuer which do not rank, or are not expressed by their terms to rank, junior or senior to the Subordinated Notes; and (c) senior to any present or future obligations of the Issuer which rank, or are expressed by their terms to rank, junior to the Subordinated Notes (including, without limitation, the claims of the shareholders of the Issuer and any other obligations under instruments or items included in the Tier 1 Capital of the Issuer). In relation to each Series of Subordinated Notes, all Notes of such Series will be treated equally and all amounts paid by the Issuer in respect of principal and/or interest thereon will be paid pro rata on all Notes of such Series. Each holder of a Subordinated Note and the Trustee unconditionally and irrevocably waives any right of set-off, netting, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of such Subordinated Note. The Subordinated Notes (including, for the avoidance of doubt, payments of principal and/or interest) shall be subject to the Loss Absorption Requirement, if so required under the BRRD and/or the SRM Regulation, in accordance with the powers of the Relevant Authority and where the Relevant Authority determines that the application of the Loss Absorption Requirement to the Subordinated Notes is necessary pursuant to applicable law and/or regulation in force from time to time.

Status of the Subordinated Notes. This Condition 3.3 applies only to Notes specified in the relevant Final Terms as being Subordinated Notes. (a) junior to all present or future unsecured and unsubordinated obligations of the Issuer (including, without limitation, any obligations under the Senior Notes Notes) or any other present or future subordinated obligations of the Issuer which rank, or are expressed by their terms to rank, senior to the Subordinated Notes, including any obligation required to be preferred by law; (b) pari passu among themselves and with any other present or future obligations of the Issuer which do not rank, or are not expressed by their terms to rank, junior or senior to the Subordinated Notes; and (c) senior to any present or future obligations of the Issuer which rank, or are expressed by their terms to rank, junior to the Subordinated Notes (including, without limitation, the claims of the shareholders of the Issuer and any other obligations under instruments or items included in the Tier 1 Capital of the Issuer). In relation to each Series of Subordinated Notes, all Notes of such Series will be treated equally and all amounts paid by the Issuer in respect of principal and/or interest thereon will be paid pro rata on all Notes of such Series. Each holder of a Subordinated Note and the Trustee unconditionally and irrevocably waives any right of set-off, netting, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of such Subordinated Note. The Subordinated Notes (including, for the avoidance of doubt, payments of principal and/or interest) shall be subject to the Loss Absorption Requirement, if so required under the BRRD and/or the SRM Regulation, in accordance with the powers of the Relevant Authority and where the Relevant Authority determines that the application of the Loss Absorption Requirement to the Subordinated Notes is necessary pursuant to applicable law and/or regulation in force from time to time.

Status of the Subordinated Notes. This Condition 3.3 applies only (i) The indebtedness evidenced by the Subordinated Notes will be unsecured and subordinate and junior in right of payment to the Issuer's obligations to its depositors, the Issuer's obligations under bankers' acceptances and letters of credit, and the Issuer's obligations to its other creditors (including any Federal Reserve Bank and the FDIC, except cross-guarantee liability to the FDIC for a loss of a commonly controlled institution), whether outstanding on or incurred after the date of this Offering Circular, other than any obligations which state expressly that they rank equally with or junior to the Subordinated Notes. In the event of any insolvency proceeding, receivership, conservatorship, reorganisation, readjustment of debt, marshalling of assets and liabilities or similar proceeding or any liquidation or winding up of the Issuer, whether voluntary or involuntary, all of the Issuer's obligations (except obligations which state expressly that they rank equally with or junior to the Subordinated Notes) will be entitled to be paid in full before any payment is made on account of the Subordinated Notes. In the event of any such proceeding, after payment in full of all amounts with respect to senior obligations, the Noteholders, together with the holders of any obligations of the Issuer ranking equally with the Subordinated Notes, will be entitled to be paid, from the Issuer's remaining assets, the unpaid principal of and interest on the Subordinated Notes specified in or such other obligations before any payment or other distribution may be made on account of any capital stock or other obligations of the relevant Final Terms as being Issuer ranking junior to the Subordinated Notes. (aii) junior Subject to all present applicable law, no Noteholder may exercise, claim or future unsecured and unsubordinated obligations of the Issuer (including, without limitation, any obligations under the Senior Notes ) or any other present or future subordinated obligations of the Issuer which rank, or are expressed by their terms to rank, senior to the Subordinated Notes, including any obligation required to be preferred by law; (b) pari passu among themselves and with any other present or future obligations of the Issuer which do not rank, or are not expressed by their terms to rank, junior or senior to the Subordinated Notes; and (c) senior to any present or future obligations of the Issuer which rank, or are expressed by their terms to rank, junior to the Subordinated Notes (including, without limitation, the claims of the shareholders of the Issuer and any other obligations under instruments or items included in the Tier 1 Capital of the Issuer). In relation to each Series of Subordinated Notes, all Notes of such Series will be treated equally and all amounts paid by the Issuer in respect of principal and/or interest thereon will be paid pro rata on all Notes of such Series. Each holder of a Subordinated Note and the Trustee unconditionally and irrevocably waives plead any right of set-off, netting, counterclaim, abatement compensation or other similar remedy which it might otherwise have, under the laws of any jurisdiction, retention in respect of such any amount owed to it by the Issuer arising under or in connection with the Subordinated Notes and each Noteholder shall, by virtue of being the holder of any Subordinated Note, be deemed to have waived all such rights of set-off, compensation or retention. The Subordinated Notes (includingaggregate amount of outstanding indebtedness as of December 31, for 2004 that by the avoidance terms of doubt, payments of principal and/or interest) shall such indebtedness would be subject to the Loss Absorption Requirement, if so required under the BRRD and/or the SRM Regulation, in accordance with the powers of the Relevant Authority and where the Relevant Authority determines that the application of the Loss Absorption Requirement senior to the Subordinated Notes is necessary pursuant to applicable law and/or regulation in force from time to timeapproximately $29.9 billion. As of the date of this Offering Circular, the only indebtedness of the Issuer that would rank equally with the Subordinated Notes are (i) the $100 million of 6.70 per cent. Subordinated Notes due 2005, (ii) the $100 million of 7.30 per cent Subordinated Notes due 2006, (iii) the $100 million of 6.25 per cent. Subordinated Notes due 2008, (iv) $200 million of 7.10 per cent. Subordinated Notes due 2009, (v) the $150 million of 6.30 per cent. Subordinated Notes due 2011, and (vi) the $200 million of 4.60 per cent. Subordinated Notes due 2013.