By clicking [“I agree”] in order to access this website, you acknowledge and agree that You acknowledge and agree (i) to each of the statements, disclosures and disclaimers contained herein, including that these materials herein (A) are for informational purposes only, (B) are not an offer or solicitation to buy or sell any securities (including interests in any securities or other financial instruments (C) should not be relied upon to make any investment decisions, (D) that you are an “Accredited Investor” within the meaning of Regulation D of the U.S. Securities Act of 1933, as amended (the “Securities Act”) and, to the extent you are a U.S. Person (as defined under Regulation S of the Securities Act), you are a “Qualified Purchaser” as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended (E) you are a person outside the United Kingdom or if you are a person within the United Kingdom, you (i) have professional experience in matters relating to investments falling within Article 19(4) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), being an investment professional falling within Article 19(5) of the Order and/or (ii) are a high net worth company (or a person to whom this Presentation may otherwise be lawfully communicated) falling within Article 49(2)(a) to (e) of the Order and/or (iii) are a certified high net worth individual falling within Article 48 of the Order and/or (iv) are certified sophisticated investor falling within Article 50 of the Order and/or (v) are a self-certified sophisticated investor falling within Article 50A of the Order, so that, in each case, section 21(1) of the Financial Services and Markets Act 2000 does not apply to the Company. This website is not intended for any other us other than for the purposes described herein. 

 

These Website Terms of Service may be modified in the future from time to time without notice to you, so you should review and re-acknowledge each of the statements, disclosures and disclaimers contained herein each time you are asked to click “I agree.  

 

The information contained herein does not constitute an offer or invitation to purchase Securities by anyone in any jurisdiction in which such offer or invitation is not authorized or to any person to whom it is unlawful to make such offer or invitation. The distribution of this document and the offering or sale of the Securities may be prohibited or restricted by law in some jurisdictions. The Securities may not be publicly offered, sold or delivered within or from the jurisdiction of any country, except in accordance with the applicable laws and other legal provisions, and provided further that the Issuer does not incur any obligations. The Company has not undertaken any steps, nor will the Issuer undertake any steps, aimed at making the public offering of the Securities or their possession or the marketing of offering documents related to the Securities legal in such jurisdiction if this requires special measures to be taken. 

 

Returns from the Securities are at risk in the event that any of the issuers of the Securities or any of the persons or institutions to whom the returns on the Securities are linked to, default on their financial obligations. Investments may go up or down in value and you may lose some or all of the amount invested. Past performance or simulated past performance are not an indicator of future results. Any decision to invest should be based on a full reading of the Listing Particulars as completed by the Pricing Supplement. In case of any discrepancy between this email and the Listing Particulars in force as completed by the Pricing Supplement for the Securities (the “Offering Document”), the Offering Document shall prevail.  

 

EEA Retail Investors: The Securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available at any time to any retail investor (and, for the avoidance of doubt, this means any retail investor in the European Economic Area (“EEA”)). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive (EU) 2016/97 (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the Securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Securities or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation. 

 

UK Retail Investors: The Securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available at any time to any retail investor (and, for the avoidance of doubt, this means any retail investor in the UK). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (8) of Article 2 of Regulation No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (“FSMA”) and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97 (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of EUWA (the “UK Prospectus Regulation”). Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of EUWA (as amended, the “UK PRIIPs Regulation”) for offering or selling the Securities or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Securities or otherwise making them available to any retail investor in the UK may be unlawful under the PRIIPs Regulation. 

 

United States of America: This document is not for distribution, directly or indirectly, in or into the United States of America (“United States”) or its possessions. This document is not an offer to sell securities, or the solicitation of any offer to buy securities, nor shall there be any offer of securities in the United States or in any jurisdiction in which such offer or sale would be unlawful. The Securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“Securities Act”), and may not be offered or sold in the United States absent registration or exemption from registration under the Securities Act. 

 

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