FORM OF FINAL TERMS. The form of Final Terms Document appended to the Seventh Amended and Restated Agency Agreement at Schedule 3 (Form of Final Terms Document) thereto shall be deleted in its entirety and replaced with Schedule 1 (Form of Final Terms Document) to this Supplemental Agency Agreement.
FORM OF FINAL TERMS. If Notes, which are issued by Telekom Austria Aktiengesellschaft or Telekom Finanzmanagement GmbH under this €2,500,000,000 Euro Medium Term Note Programme, are admitted to trading on a regulated market or offered to the public in one or more member states of the European Economic Area, the relevant Final Terms will be made available at Telekom Austria Aktiengesellschaft’s registered office at Xxxxxxxxxxxxxx 0, X-0000 Xxxxxx, Xxxxxxx. Form of Final Terms [Date] Final Terms [Title of relevant Series of Notes] issued pursuant to the €2,500,000,000 Euro Medium Term Note Programme of Telekom Austria Aktiengesellschaft and Telekom Finanzmanagement GmbH Issue Price: [●]% Issue Date: [●] ISIN: [●] These Final Terms contain information regarding the issuance of Notes under the €2,500,000,000 Euro Medium Term Note Programme of Telekom Austria Aktiengesellschaft and Telekom Finanzmanagement GmbH (the "Programme"). Full information on Telekom Austria Aktiengesellschaft and Telekom Finanzmanagement GmbH and the offer of the Notes are only available on the basis of the combination of these Final Terms and the Prospectus dated 23 March 2012 [as amended by the supplements thereto dated ●] on the Programme (the "Prospectus"), which is a base prospectus pursuant to the Prospectus Directive (Directive 2003/71/EC (the "Prospectus Directive"). Copies of the Prospectus and supplements thereto, if any, can be obtained at the registered office of Telekom Austria Aktiengesellschaft's registered office at Xxxxxxxxxxxxxx 0, X-0000 Xxxxxx, Xxxxxxx. [In case of an issuance which is not a public offer of securities pursuant to Article 2, paragraph 1 (d) of the Prospectus Directive, include: This Series of Notes is not subject to a public offer of securities pursuant to Article 2, paragraph 1 (d) of the Prospectus Directive.] Part I: Terms and Conditions [Insert in case of Long-Form Conditions: This part I of the Final Terms in accordance with Article 5.4 of the Prospectus Directive is to be read in conjunction with the Terms and Conditions of the Notes (the "Terms and Conditions") set forth in the Prospectus pertaining to the Programme dated 23 March 2012. Capitalised Terms used in these Final Terms and not otherwise defined in these Final Terms shall have the meaning specified in the Terms and Conditions. All references in these Final Terms to numbered sections and sub-paragraphs are to sections and subparagraphs of the Terms and Conditions. All provisions in the Terms and Conditions...
FORM OF FINAL TERMS. The Final Terms in respect of each Tranche of Notes will be in the following form and will be completed to reflect the particular terms of the relevant Notes and their issue. Text in this section appearing in italics does not form part of the form of the Final Terms but denotes directions for completing the Final Terms. PROHIBITION OF SALES TO EEA RETAIL INVESTORS – The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to 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”); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the “Insurance Distribution Directive”) where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of XxXXX XX; or (iii) not a qualified investor as defined in the Prospectus Regulation (as defined below). Consequently, no key informationdocument required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared andtherefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation. PROHIBITION OF SALES TO UK RETAIL INVESTORS – The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom(“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 (EU) No 2017/565 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended, the “EUWA”); (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (the “ FS MA” ) and any rules or regulations made under the FSMA to implement 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 UK domestic law by virtue of the EUWA (“UK MiFIR”); or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 as it f...
