DEGLUCIÓN CON PRESIÓN ATÍPICA DE LA LENGUA

The following, subject to alteration prior to 28 March 2013 and except for paragraphs in italics, are the terms and conditions of the Securities which will be endorsed on the Certificates issued in respect of the Securities.

The issue of the U.S.$600,000,000 capital securities due 28 March 2073 (the Securities, which expression shall, unless the context otherwise requires, include any further securities issued pursuant to Condition 17 and forming a single series with the Securities) of Koninklijke KPN N.V. (the Issuer) was authorised by a resolution of the board of management of the Issuer passed on 14 December 2012 and a resolution of the supervisory board of the Issuer passed on 14 December 2012. The Securities are constituted by a trust deed (the Trust Deed) dated 28 March 2013 between the Issuer and Citicorp Trustee Company Limited (the Trustee, which expression shall include all persons for the time being the trustee or trustees under the Trust Deed) as trustee for the Holders (as defined in Condition 1(a)). These terms and conditions (as amended from time to time) (the Conditions) include summaries of, and are subject to, the detailed provisions of the Trust Deed, which includes the forms of the Certificates (as defined in Condition 1(a)). Copies of (i) the Trust Deed; and (ii) the agency agreement (the Agency Agreement) dated 28 March 2013 relating to the Securities between the Issuer, Citigroup Global Markets Deutschland AG as registrar (the Registrar, which expression shall include any successor thereto), Citibank, N.A., London Branch as initial principal paying agent (the Principal Paying Agent, which expression shall include any successor thereto, and the expression Paying Agents shall include the Principal Paying Agent and all persons for the time being the paying agent under the Agency Agreement), as agent bank (the Agent Bank, which expression includes any successor thereto) and as transfer agent (the Transfer Agent, which expression shall include any successor thereto and the expression Transfer Agent shall include the Registrar and all persons for the time being a transfer agent under the Agency Agreement) and the Trustee are available for inspection during usual business hours at the principal office of the Trustee (presently at Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, United Kingdom) and at the specified offices of each of the Agents. The Holders are entitled to the benefit of, are bound by, and are deemed to have notice of, all the provisions of the Trust Deed, and are deemed to have notice of those provisions applicable to them of the Agency Agreement. 1 Form, Denomination, Title and Transfer

(a) Form, Denomination and Title

The Securities are issued in the specified denomination of U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof.

The Securities are represented by registered certificates (Certificates) and, save as provided in Condition 1(b), each Certificate shall represent the entire holding of Securities by the same Holder. Each Certificate will be numbered serially with an identifying number which will be recorded on the relevant Certificate and in the register of Holders which the Issuer will procure to be kept by the Registrar (the Register).

Title to the Securities shall pass by registration in the Register. Except as ordered by a court of competent jurisdiction or as required by law, the Holder (as defined below) of any Security shall be deemed to be and may be treated as its absolute owner for all purposes (whether or not it is overdue and regardless of any notice of ownership, trust or an interest in it, any writing on the Certificate representing it or the theft or loss of such Certificate) and no person shall be liable for so treating the Holder.

In these Conditions, Holder means the person in whose name a Security is registered.

The Securities are not issuable in bearer form.

(b) Transfer

(i) Transfer: One or more Securities may, subject to Condition 1(b)(iv), be transferred in whole or in part upon the surrender (at the specified office of the Registrar or any Transfer Agent) of the Certificate(s) representing such Securities to be transferred, together with the form of transfer endorsed on such Certificate(s) (or another form of transfer substantially in the same form and containing the same representations and certifications (if any), unless otherwise agreed by the Issuer), duly completed and executed and any other evidence as the Registrar or Transfer Agent may reasonably require. In the case of a transfer of part only of a holding of Securities represented by one Certificate, a new Certificate shall be issued to the transferee in respect of the part

transferred and a further new Certificate in respect of the balance of the holding not transferred shall be issued to the transferor. In the case of a transfer of Securities to a person who is already a Holder, a new Certificate representing the enlarged holding shall only be issued against surrender of the Certificate representing the existing holding. All transfers of Securities and entries on the Register will be made in accordance with the detailed regulations concerning transfers of Securities scheduled to the Agency Agreement. The regulations may be changed by the Issuer, with the prior written approval of the Registrar and the Trustee. A copy of the current regulations will be made available by the Registrar to any Holder upon request.

For a description of the procedures for transferring title to book-entry interests in the Securities, see “Book-Entry and Clearance Systems”.

(ii) Delivery of New Certificates: Each new Certificate to be issued pursuant to Condition 1(b)(i) shall be made available for delivery within five business days of receipt of a duly completed form of transfer and surrender of the existing Certificate(s). Delivery of the new Certificate(s) shall be made at the specified office of the Transfer Agent or of the Registrar (as the case may be) to whom delivery or surrender of such form of transfer or Certificate shall have been made or, at the option of the Holder making such delivery or surrender as aforesaid and as specified in the relevant form of transfer or otherwise in writing, be mailed by uninsured post at the risk of the Holder entitled to the new Certificate to such address as may be so specified, unless such Holder requests otherwise and pays in advance to the relevant Transfer Agent or the Registrar (as the case may be) the costs of such other method of delivery and/ or such insurance as it may specify. In this Condition 1(b)(ii), business day means a day, other than a Saturday or Sunday, on which banks are open for business in the place of the specified office of the relevant Transfer Agent or the Registrar (as the case may be).

Except for the limited circumstances described herein (see “Summary of the provisions relating to the Securities while in Global Form”), owners of interests in the Securities will not be entitled to receive physical delivery of Certificates. Issues of Certificates upon transfer of Securities are subject to compliance by the transferor and the transferee with the certification procedures described above and in the Agency Agreement, and, in the case of Restricted Securities, compliance with the Securities Act Legend.

(iii) Transfer or Exercise Free of Charge: Certificates, on transfer or exercise of an option, shall be issued and registered without charge by or on behalf of the Issuer, the Registrar or any Transfer Agent, but upon payment of any tax or other governmental charges that may be imposed in relation to it (or the giving of such indemnity as the Registrar or the relevant Transfer Agent may require).

(iv) Closed Periods: No Holder may require the transfer of a Security to be registered (i) during the period of 15 days ending on (and including) the due date for redemption of that Security, (ii) during the period of 15 days prior to (and including) any date on which Securities may be called for redemption by the Issuer at its option pursuant to Conditions 6(b) to 6(g), (iii) after any such Security has been called for redemption, or (iv) during the period of seven days ending on (and including) any Record Date (as defined in Condition 9(a)(ii)).

2 Status

The Securities constitute direct, unsecured and subordinated obligations of the Issuer and rank pari passu and without any preference among themselves. The rights and claims of the Holders are subordinated as described in Condition 3.

3 Subordination (a) General

In the event of a Winding-up of the Issuer, the claims of the Holders (as provided in Condition 10(f)) will rank:

(i) in priority to any distributions in respect of any ordinary shares in the capital of the Issuer (Junior Securities);

(ii) pari passu with all Parity Obligations; and (iii) junior to the rights and claims of Senior Creditors,

so that in the event of a Winding-up, amounts due and payable in respect of the Securities shall be paid by the Issuer only after all of the Senior Creditors have been reimbursed or paid in full and the Holders irrevocably waive their right to be treated equally with all such Senior Creditors in such circumstances. As used herein:

Parity Obligations means:

(i) the preference shares or, if sub-divided in classes, the most junior class of preference share capital of the Issuer, if any, and any other obligations of the Issuer which rank, or are expressed to rank,

pari passu with the Securities or such preference shares; and

(ii) any obligations of any subsidiaries of the Issuer benefiting from a guarantee or support agreement entered into by the Issuer which ranks, or is expressed to rank, pari passu with the Securities; For the avoidance of doubt, Parity Obligations include the Issuer’s €1,100,000,000 capital securities (ISIN: XS0903872355) and the Issuer’s £400,000,000 capital securities (ISIN: XS0903872603); Senior Creditors means

(i) all unsubordinated creditors, present and future, of the Issuer and all subordinated creditors of the Issuer other than those whose claims (whether only in the event of a Winding-up or otherwise) rank, or are expressed to rank, pari passu with or junior to the claims of the Holders of the Securities; and

(ii) if the Issuer has outstanding preference shares divided into classes with different rankings on a Winding-up, all (if any) classes of such preference shares other than the most junior class.

(b) Set-off

Subject to applicable law, no Holder may exercise, claim or plead any right of set-off, compensation or retention in respect of any amount owed to it by the Issuer in respect of, or arising under or in connection with the Securities and each Holder shall, by virtue of his holding of any Security, be deemed to have waived all such rights of set-off, compensation or retention.

4 Interest Payments (a) Interest Rate

The Securities bear interest on their principal amount at the applicable Interest Rate from (and including) 28 March 2013 (the Issue Date) in accordance with the provisions of this Condition 4. Subject to Condition 5, interest shall be payable on the Securities semi-annually in arrear on each Interest Payment Date as provided in this Condition 4.

(b) Interest Accrual

The Securities will cease to bear interest from (and including) the date of redemption thereof pursuant to the relevant paragraph of Condition 6 unless, upon surrender of the Certificate representing such Security, payment of all amounts due in respect of the Securities is not made, in which event interest shall continue to accrue in respect of unpaid amounts on the Securities, both before and after judgment, and shall be payable, as provided in these Conditions up to (but excluding) the Relevant Date.

Save as provided in Condition 4(c), where it is necessary to calculate an amount of interest in respect of any Security for a period which is less than a complete Interest Period, the relevant day-count fraction will be determined on the basis of a 360-day year of 12 months of 30 days each and, in the case of an incomplete month, the number of days elapsed in that month on the basis of a month of 30 days. Interest in respect of any Security shall be calculated per U.S.$1,000 in principal amount thereof (the Calculation Amount). The amount of interest payable per Calculation Amount for any period shall, save as provided in Condition 4(c), be equal to the product of the relevant Interest Rate, the Calculation Amount and the day count-fraction for the relevant period, rounding the resulting figure to the nearest cent (half a cent being rounded upwards). The amount of interest payable in respect of each Security shall be the aggregate of the amounts (determined in the manner provided above) for each Calculation Amount comprising the denomination of such Security without any further rounding.

(c) First Fixed Interest Rate

For each Interest Period ending on or before the First Reset Date, the Securities bear interest at the rate of 7.00 per cent. per annum (the First Fixed Interest Rate), payable semi-annually in arrear in equal instalments of U.S.$35.00 per Calculation Amount on the relevant Interest Payment Dates.

(d) Subsequent Fixed Interest Rates

For each Interest Period which commences on or after the First Reset Date, the Securities bear interest at the relevant Subsequent Fixed Interest Rate. Such interest shall be payable semi-annually in arrear on the relevant Interest Payment Dates in each year and shall be calculated, except as provided in Condition 4(i) below, as follows:

Subsequent Fixed Interest Rate = 10 year Swap Rate + Margin all as determined by the Agent Bank and where,

10 year Swap Rate means the semi-annual mid-swap rate as displayed on Reuters screen “ISDAFIX3” as at 11:00 a.m. (London time) (the Reset Screen Page) on the first Business Day of the relevant Reset Period (the Reset Interest Determination Date);

In the event that the 10 year Swap Rate does not appear on the Reset Screen Page on the Reset Interest Determination Date, the 10 year Swap Rate will be the Reset Reference Bank Rate on such Reset Interest Determination Date;

Reset Reference Bank Rate means the percentage rate determined on the basis of the 10 year Swap Rate Quotations provided by five leading swap dealers in the interbank market acting in each case through its principal London office (the Reset Reference Banks) to the Agent Bank at approximately 11:00 a.m. (London time), on such Reset Interest Determination Date. If at least three quotations are provided, the 10 year Swap Rate will be the arithmetic mean of the quotations, eliminating the highest quotation (or, in the event of equality one of the highest) and the lowest quotation (or, in the event of equality, one of the lowest);

The 10 year Swap Rate Quotations means, in respect of each Interest Period falling within a Reset