Pago de honorarios a prestadores de servicios

The following are additional conditions ("Additional Conditions") relating to the Notes: 1. Index Linked Notes

1.1 Interpretation

Under the Programme, an Index Linked Note shall be an Note where the Interest Rate, automatic early redemption and/or Index Linked Redemption Amount shall be calculated or determined by reference to a single index or a basket of indices, including, without limitation, (i) Notes in respect of which all or any of the interest amounts are linked to a specified index or basket of specified indices, (ii) Notes in respect of which automatic early redemption and/or final redemption are linked to a specified index or basket of specified indices, or (iii) any combination of the foregoing. If the applicable Final Terms provide that the relevant Notes are Index Linked Notes, the terms and conditions applicable to Index Linked Notes are the Conditions, including the terms and conditions for Index Linked Notes set out in these Additional Conditions (the "Index Linked Conditions"), as completed by the applicable Final Terms. In the event of any inconsistency between the Conditions and the Index Linked Conditions, the Index Linked Conditions shall prevail.

1.2 Definitions

For the purposes of these Index Linked Conditions:

"Additional Disruption Event" means, if so specified in the Final Terms, (i) a Change in Law, (ii) a Hedging Disruption and/or (iii) Increased Cost of Hedging.

"Automatic Early Redemption Amount" means the Automatic Early Redemption Amount specified in the applicable Final Terms.

"Automatic Early Redemption Date" means each Automatic Early Redemption Date specified in the applicable Final Terms.

"Automatic Early Redemption Event" has the meaning given to it in Additional Condition 4(c) below. "Automatic Early Redemption Valuation Date" means each Automatic Early Redemption Valuation Date specified in the applicable Final Terms, or if that is not a Scheduled Trading Day or is a Disrupted Day, then the provisions related to a Disrupted Day in the definition "Valuation Date" shall apply as if the relevant Automatic Early Redemption Valuation Date were a Valuation Date.

"Barrier Event" shall be either Barrier Event (closing) or Barrier Event (intraday), as specified in the applicable Final Terms.

"Barrier Event (closing)" shall be deemed to have occurred if:

(a) where the Index Linked Notes relate to a single Index, the Calculation Agent determines in its sole and absolute discretion that the Index Level of the Index as of the Barrier Event Valuation Time (closing) on any Barrier Event Determination Day is (x) less than or equal to or (y) less than, as specified in the applicable Final Terms, the corresponding Barrier Level for the Index on such Barrier Event Determination Day.

(b) where the Index Linked Notes relate to a Basket of Indices, the Calculation Agent determines in its sole and absolute discretion that the Index Level of at least one of the Indices as of the Barrier Event Valuation Time (closing) on any Barrier Event Determination Day is (x) less than or equal to or (y) less than, as specified in the applicable Final Terms, the corresponding Barrier Level for such Index on such Barrier Event Determination Day.

(a) where the Index Linked Notes relate to a single Index, the Calculation Agent determines in its sole and absolute discretion that the Index Level of the Index as of the Barrier Event Valuation Time (intraday) on any Barrier Event Determination Day is (x) less than or equal to or (y) less than, as specified in the applicable Final Terms, the corresponding Barrier Level for the Index on such Barrier Event Determination Day.

(b) where the Index Linked Notes relate to a Basket of Indices, the Calculation Agent determines in its sole and absolute discretion that the Index Level of at least one of the Indices as of the Barrier Event Valuation Time (intraday) on any Barrier Event Determination Day is (x) less than or equal to or (y) less than, as specified in the applicable Final Terms, the corresponding Barrier Level for such Index on such Barrier Event Determination Day.

For the purpose of determining whether a Barrier Event (intraday) has occurred on any day, the definition of Market Disruption Event specified in these Index Linked Conditions shall be amended such that (i) all references to "during the one hour period that ends at the relevant Valuation Time" shall be deleted, and (ii) if Early Closure is specified to apply in the applicable Final Terms, in the definition of "Early Closure" appearing in these Index Linked Conditions, each reference to "Valuation Time" and "Scheduled Closing Time" shall be construed as a reference to "Barrier Event Valuation Time (intraday)".

"Barrier Event Determination Day" means, in respect of each Index and each Observation Period:

(a) if the applicable Final Terms provide that the Barrier Event (intraday) provisions shall apply, either: (i) each day on which the level of such Index is published and/or disseminated by the Index

Sponsor during such Observation Period that is not a Disrupted Day; or

(ii) each day on which the level of such Index is published and/or disseminated by the Index Sponsor during such Observation Period, regardless of whether or not such day is a Disrupted Day for such Index (and if the Calculation Agent in its sole and absolute discretion determines that a Market Disruption Event is occurring at any time on any Barrier Event Determination Day, it shall disregard the period during which it determines in its sole and absolute discretion that such Market Disruption Event has occurred and is continuing for the purposes of determining whether or not a Barrier Event (intraday) has occurred),

as specified in the applicable Final Terms; or

(b) if the applicable Final Terms provide that the Barrier Event (closing) provisions shall apply, each Scheduled Trading Day for such Index during such Observation Period that is not a Disrupted Day for such Index.

"Barrier Event Valuation Time (closing)" means:

(a) in relation to an Index which is specified in the applicable Final Terms as being a Unitary Index, the Scheduled Closing Time on the relevant Exchange on the relevant Barrier Event Determination Day, as the case may be, in relation to such Index to be valued. If the relevant Exchange closes prior to its Scheduled Closing Time, then the Barrier Event Valuation Time (closing) shall be such actual closing time; and

(b) in relation to an Index which is specified in the applicable Final Terms as being a Multi- Exchange Index, (i) for the purposes of determining whether a Market Disruption Event has occurred: (x) in respect of any Component Security, the Scheduled Closing Time on the relevant Exchange and (y) in respect of any options contracts or futures contracts on the Index, the close of trading on the relevant Related Exchange, and (ii) in all other circumstances, the time at which the official closing level of the Index is calculated and published by the Index Sponsor.

"Barrier Event Valuation Time (intraday)" means any time during the regular trading session (without regard to any after hours or any other trading outside of the regular session) on the Exchange.

"Barrier Level" means, in respect of an Index, such level for such Index as is specified in the applicable Final Terms, rounded, if necessary, to the second decimal place with 0.005 being rounded upwards.

"Barrier Level 1" means, in respect of an Index, such level for such Index as is specified in the applicable Final Terms, rounded, if necessary, to the second decimal place with 0.005 being rounded upwards.

"Barrier Level 2" means, in respect of an Index, such level for such Index as is specified in the applicable Final Terms, rounded, if necessary, to the second decimal place with 0.005 being rounded upwards.

"Base Price" means:

(a) where the Index Linked Notes relate to a single Index, the Index Final on the Base Price Fixing Date as determined by the Calculation Agent and without regard to any subsequently published correction, subject to Condition 1.5; or

(b) where the Index Linked Notes relate to a Basket of Indices, in respect of each Index, the Index Final on the Base Price Fixing Date as determined by the Calculation Agent and without regard to any subsequently published correction, subject Condition 1.5.

"Base Price Fixing Date" means, either (I), (II) or (III) below, as specified in the applicable Final Terms: (I)

(a) where the Index Linked Notes relate to a single Index, such date as is specified in the applicable Final Terms, provided that, if the initially scheduled Base Price Fixing Date is a Disrupted Day, the Base Price Fixing Date shall be the immediately following Scheduled Trading Day that is not a Disrupted Day, unless each of the Scheduled Trading Days up to and including the Base Price Valuation Cut-Off Date is a Disrupted Day. In that case, such Base Price Valuation Cut-Off Date shall be deemed to be the Base Price Fixing Date, notwithstanding the fact that such day is a Disrupted Day, and the Calculation Agent shall determine in its sole and absolute discretion the Base Price of the Index by reference to such sources as it deems appropriate; or

(b) where the Index Linked Notes relate to a Basket of Indices, such date as is specified in the applicable Final Terms, provided that, if the initially scheduled Base Price Fixing Date is a Disrupted Day in relation to any Index, the Base Price Fixing Date shall be the immediately following Scheduled Trading Day that is not a Disrupted Day for each of the Indices, unless each of the Scheduled Trading Days up to and including the Base Price Valuation Cut-Off Date is a Disrupted Day in relation to any Index. In that case, such Base Price Valuation Cut-Off Date shall be deemed to be the Base Price Fixing Date, notwithstanding the fact that such day is a Disrupted Day for any Index, and the Calculation Agent shall determine in its sole and absolute discretion the Base Price of each of the Indices by reference to such sources as it deems appropriate; or

(II)

(a) where the Index Linked Notes relate to a single Index, such date as is specified in the applicable Final Terms, provided that, if the initially scheduled Base Price Fixing Date is a Disrupted Day, the Base Price Fixing Date shall be the immediately following Scheduled Trading Day that is not a Disrupted Day, unless each of the Scheduled Trading Days up to and including the Base Price Valuation Cut-Off Date is a Disrupted Day. In that case, such Base Price Valuation Cut-Off Date shall be deemed to be the Base Price Fixing Date, notwithstanding the fact that such day is a Disrupted Day, and the Calculation Agent shall determine in its sole and absolute discretion the Base Price of the Index by reference to such sources as it deems appropriate; or

(b) where the Index Linked Notes relate to a Basket of Indices, such date as is specified in the applicable Final Terms, provided that, if the initially scheduled Base Price Fixing Date is a Disrupted Day in relation to any Index, the Base Price Fixing Date for such Index shall be the immediately following Scheduled Trading Day that is not a Disrupted Day for such Index, unless each of the Scheduled Trading Days up to and including the Base Price Valuation Cut-Off Date is a Disrupted Day in relation to such Index. In that case, such Base Price Valuation Cut-Off Date shall be deemed to be the Base Price Fixing Date of such Index, notwithstanding the fact that such day is a Disrupted Day for such Index, and the Calculation Agent shall determine in its sole and absolute discretion the Base Price of such Index by reference to such sources as it deems appropriate; or (III)

(a) where the Index Linked Notes relate to a single Index, such date as is specified in the applicable Final Terms, provided that, if the Base Price Fixing Date is a Disrupted Day, the Base Price shall be such level of the Index as of the Valuation Time on the Base Price Fixing Date as determined by the Calculation Agent in accordance with the formula for and method of calculating the Index last in effect prior to the occurrence of an event giving rise to a Disrupted Day using the Exchange traded or quoted price as of the Valuation Time on the Base Price Fixing Date of each security comprised in the Index (or, if an event giving rise to a Disrupted Day has occurred in respect of the relevant security on the Base Price Fixing Date, its good faith estimate of the value for the relevant security as of the Valuation Time on the Base Price Fixing Date); or

(b) where the Index Linked Notes relate to a Basket of Indices, such date as is specified in the applicable Final Terms, provided that, if the Base Price Fixing Date is a Disrupted Day in relation to any Index, the Base Price shall be such level of the relevant Index as of the Valuation Time on the Base Price Fixing Date as determined by the Calculation Agent in accordance with the formula for and method of calculating the relevant Index last in effect prior to the occurrence of an event giving rise to a Disrupted Day using the Exchange traded or quoted price as of the Valuation Time on the Base Price Fixing Date of each security comprised in the relevant Index (or, if an event giving rise to a Disrupted Day has occurred in respect of the relevant security on the Base Price Fixing Date, its good faith estimate of the value for the relevant security as of the Valuation Time on the Base Price Fixing Date).

"Base Price Valuation Cut-Off Date" means (i) the date specified in the applicable Final Terms or, (ii) if not so specified, the second Scheduled Trading Day immediately following the initially scheduled Base Price Fixing Date.

"Basket" means a basket composed of indices in the relative proportions or number of indices specified in the applicable Final Terms.

"Basket of Indices" means, subject to adjustment in accordance with these Index Linked Conditions, a basket composed of indices in their relative proportions or number of indices, as specified in the applicable Final Terms.

"Change in Law" means that, on or after the Issue Date of the Notes (i) due to the adoption of or any change in any applicable law or regulation (including, without limitation, any tax law), or (ii) due to the promulgation of or any change in the interpretation by any court, tribunal or regulatory authority with competent jurisdiction of any applicable law or regulation (including any action taken by a taxing authority), the Calculation Agent determines in good faith that (a) it has become illegal to hold, acquire or dispose of one or more Component Securities, or (b) the Calculation Agent or its affiliates will incur a materially increased cost in performing its obligations in relation to the Notes (including, without limitation, due to any increase in tax liability, decrease in tax benefit or other adverse effect on its tax position).

"Common Scheduled Trading Day" means the day which is the Scheduled Trading Day for all of the Indices.

"Component Security" means, in respect of an Index, any share or other component security included in such Index as determined by the Calculation Agent and related expressions shall be construed accordingly. "Correction Publication Cut-Off Date" means the Correction Publication Cut-Off Date specified in the applicable Final Terms.

"Disrupted Day" means:

(a) in relation to an Index which is specified in the applicable Final Terms as being a Unitary Index, any Scheduled Trading Day on which the Exchange or the Related Exchange fails to open for trading during its regular trading session or on which a Market Disruption Event has occurred; or

(b) in relation to an Index which is specified in the applicable Final Terms as being a Multi- Exchange Index, any Scheduled Trading Day on which (i) the Index Sponsor fails to publish the level of the Index (provided thatthe Calculation Agent may, in its discretion, determine that such event instead results in the occurrence of an Index Disruption), (ii) the Related Exchange fails to open for trading during its regular trading session or (iii) a Market Disruption Event has occurred.

The Calculation Agent shall, as soon as reasonably practicable under the circumstances, notify the Issuer, (if applicable) the Guarantor and the Principal Paying Agent or the Registrar, as the case may be, of the occurrence of a Disrupted Day on any day that, but for the occurrence of a Disrupted Day, would have been the Base Price Fixing Date or a Valuation Date. Without limiting the obligation of the Calculation Agent to notify the parties as set forth in the preceding sentence, failure by the Calculation Agent to notify the parties of the occurrence of a Disrupted Day shall not affect the validity of the occurrence and effect of such Disrupted Day.

"Early Closure" means:

(a) in relation to an Index which is specified in the applicable Final Terms as being a Unitary Index, the closure on any Exchange Business Day of the Exchange relating to securities that comprises 20 per cent. or more of the level of the Index or the Related Exchange prior to its Scheduled Closing Time unless such earlier closing time is announced by the Exchange or the Related Exchange at least one hour prior to the earlier of: (i) the actual closing time for the regular trading session on the Exchange or the Related Exchange on such Exchange Business Day; and (ii) the submission deadline for orders to be entered into the Exchange or Related Exchange system for execution at the Valuation Time on such Exchange Business Day; or

(b) in relation to an Index which is specified in the applicable Final Terms as being a Multi- Exchange Index, the closure on any Exchange Business Day of the Exchange in respect of any Component Security or the Related Exchange prior to its Scheduled Closing Time unless such earlier closing is announced by such Exchange or Related Exchange, as the case may be, at least one hour prior to the earlier of (a) the actual closing time for the regular trading session on such Exchange or Related Exchange, as the case may be, on such Exchange Business Day, or (b) the submission deadline for orders to be entered into on the relevant Exchange or Related Exchange system for execution at the relevant Valuation Time on such Exchange Business Day.

"Exchange" means:

(a) in relation to an Index which is specified in the applicable Final Terms as being a Unitary Index, each exchange or quotation system specified as such for such Index in the applicable Final Terms, or any successor thereto or any substitute exchange or quotation system to which trading in the securities underlying the Index has temporarily relocated (provided thatthe Calculation Agent has determined that there is comparable liquidity relative to the securities underlying the Index on such temporary substitute exchange or quotation system as on the original Exchange); or

(b) in relation to an Index which is specified in the applicable Final Terms as being a Multi- Exchange