Common use of CONTRACTUAL TERMS Clause in Contracts

CONTRACTUAL TERMS. 1 Legend to be included on front of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by the supplement[s] dated [date[s]]] (the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [dated [21 November 2011 (and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is incorporated by reference in the Offering Circular]2. Any reference in the Conditions to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currency.]

Appears in 2 contracts

Samples: www.ise.ie, www-prod.securitas.com

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CONTRACTUAL TERMS. Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Offering Circular dated 18 June 2020 [, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation as amended (the “Offering Circular”). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation and 1 Legend to be included on front of the Pricing Supplement Final Terms if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by in order to obtain all the supplement[s] dated [date[s]]] (the “Offering Circular”)relevant information. Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under an Offering Circular with an earlier date.] Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [Circulars dated [21 November 2011 (and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation and must be read in conjunction with the Offering Circular dated 18 June 2020[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which is [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in into the Offering Circular]2Circular. Any reference Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. Copies of the Offering Circular are available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in the Conditions to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevantLuxembourg. [Include whichever of the following apply or specify as "Not Applicable"” (N/A). Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphssub-paragraphs. Italics denote directions for completing the Pricing SupplementFinal Terms.] [If the Notes have a maturity of less than one year from the their date of their issue, the minimum denomination [must/may] may need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currency.]

Appears in 2 contracts

Samples: www.ise.ie, www-prod.securitas.com

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 16 September 2022 [and the supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of and the UK Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for Final Terms of the Notes described herein. This document herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by Prospectus in order to obtain all the supplement[s] dated [date[s]]] (relevant information. A summary of the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer issue of the Notes is only available annexed to these Final Terms. The Prospectus has been published on the basis website of the combination of this Pricing Supplement London Stock Exchange at xxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/exchange/news/market-news/market-news-home.html and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at xxxxx://xxxx.xxxxxxxx.xxx/en/markets/dublin. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Offering Circular [Prospectus dated [21 November 2011 (and the supplement to it dated 5 17 September 2012) / 12 2021/18 September 2013 / 29 February 2016 / 21 February 2020/13 September 2019/14 September 2018] and which is are incorporated by reference in the Offering Circular]2Prospectus dated 16 September 2022. Any This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Prospectus dated 16 September 2022, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Regulation and the UK Prospectus Regulation in order to obtain all the relevant information. A summary of the issue of the Notes is annexed to these Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever The Prospectus has been published on the website of the following apply or specify as "Not Applicable". Note that London Stock Exchange at xxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/exchange/news/market-news/market-news-home.html and the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity website of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyEuronext Dublin at xxxxx://xxxx.xxxxxxxx.xxx/en/markets/dublin.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend to be included on front of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by the supplement[s] dated [date[s]]] (the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular Prospectus dated 22 July 2021 [and the Prospectus supplement[s] dated [ ]] which [together] constitute[s] [a base prospectus (the “Prospectus”) for the purposes of Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”)]. This document constitutes the Final Terms of the Covered Bonds described herein [for the purposes of Article 8 of the Prospectus Regulation] and must be read in conjunction with such Prospectus [as so supplemented] in order to obtain all relevant information. [The Prospectus [and the Prospectus supplement[s]]], together with these Final Terms and all documents incorporated by reference therein, [is] [are] available for viewing on the website of the Luxembourg Stock Exchange at xxxxx://xxx.xxxxxx.xx under the name Canadian Imperial Bank of Commerce and the headline “Documents” and copies may be obtained from the specified offices of the Issuer and the Issuing and Paying Agent, as set out at the end of this Prospectus.] [Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Prospectus dated [21 November 2011 (18 June 2019, as supplemented by the 1st prospectus supplement dated 23 August 2019 and the 3rd prospectus supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 20189 March 2020]/[13 July 2020] [each of] which is incorporated by reference in the Offering Circular]2Prospectus dated 22 July 2021. Any These Final Terms contain the final terms of the Covered Bonds described herein and must be read in conjunction with the Prospectus dated 22 July 2021 [and the Prospectus supplement[s] dated [ ]] in order to obtain all relevant information, save in respect of the Conditions which are set forth in the prospectus dated [18 June 2019, as supplemented by the 1st prospectus supplement dated 23 August 2019 and the 3rd prospectus supplement dated 9 March 2020]/[13 July 2020] [each of] which is incorporated by reference in the Conditions Prospectus. This document constitutes the Final Terms relating to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever the issue of Covered Bonds described herein for the purposes of Article 8 of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyProspectus Regulation.]

Appears in 1 contract

Samples: Dealership Agreement

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 13 September 2019 [and the 2 Insert “prescribed capital market products” and “Excluded Investment Products” or, if not, amend Singapore product classification. 3 Relevant Dealer(s) to consider whether it/they have received the necessary product classification from the Issuer prior to the launch of the offer, pursuant to Section 309B of the SFA. 4 Include this wording where a Non-exempt Offer of Notes is anticipated. supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 purposes of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement Final Terms of the Notes [described herein for the Notes described herein. This document purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by Prospectus in order to obtain all the supplement[s] dated [date[s]]] (relevant information. A summary of the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer issue of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circularannexed to these Final Terms. The Offering Circular is available for viewing Prospectus has been published on the website of Euronext Dublin and during normal business hours the London Stock Exchange at xxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/exchange/news/market-news/market-news-home.html. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular [dated [21 November 2011 (original date] and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is are incorporated by reference in the Offering Circular]2Prospectus dated 13 September 2019. Any This document constitutes the Final Terms of the Notes [described herein for the purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 13 September 2019, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Regulation in order to obtain all the relevant information. A summary of the issue of the Notes is annexed to these Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever The Prospectus has been published on the website of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyLondon Stock Exchange at xxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/exchange/news/market-news/market-news-home.html.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend to be included on front of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by the supplement[s] dated [date[s]]] (the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the Terms and Conditions) set forth in the Offering Circular Base Prospectus dated 20th May 2022[, as supplemented by the Supplements thereto dated [21 November 2011 date]] (the Base Prospectus) which constitutes a base prospectus [for the purposes of the Prospectus Regulation. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation] and must be read in conjunction with the supplement Base Prospectus in order to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] obtain all relevant information. The Base Prospectus is available for viewing on the Luxembourg Stock Exchange’s website (xxx.xxxxxx.xx). (The following alternative language applies if the first tranche of an issue which is incorporated by reference in the Offering Circular]2. Any reference in the Conditions to "relevant Final Terms" being increased was issued under a Base Prospectus with an earlier date.) [Terms used herein shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever be defined as such for the purposes of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If Terms and Conditions of the Notes have issued by Credit Suisse AG (the Terms and Conditions) set forth in the Base Prospectus dated [25th February 2015/13th May 2015/13th May 2016/2nd August 2016/24th May 2017/24th May 2018/24th May 2019/22 May 2020/21st May 2021] (the Original Base Prospectus). This document constitutes the Final Terms of the Notes described herein [for the purposes of Article 8 of the Prospectus Regulation] and must be read in conjunction with the Base Prospectus dated 20th May 2022[, as supplemented by the Supplements thereto dated [date]] (the Base Prospectus) which constitutes a maturity base prospectus for the purposes of less than one year the Prospectus Regulation, save in respect of the Terms and Conditions which are extracted from the date Original Base Prospectus and are attached hereto, in order to obtain all relevant information. Copies of their issue, the minimum denomination [must/may] need to be Base Prospectus are available for viewing on the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyLuxembourg Stock Exchange’s website (xxx.xxxxxx.xx).]

Appears in 1 contract

Samples: Programme Agreement

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 18 September 2020 [and the supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 purposes of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement Final Terms of the Notes [described herein for the Notes described herein. This document purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by Prospectus in order to obtain all the supplement[s] dated [date[s]]] (relevant information. A summary of the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer issue of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circularannexed to these Final Terms. The Offering Circular is available for viewing Prospectus has been published on the website of Euronext Dublin and during normal business hours the London Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Offering Circular [Prospectus dated [21 November 2011 (13 September 2019/14 September 2018/8 September 2017/9 September 2016/11 September 2015/12 September 2014] and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is are incorporated by reference in the Offering Circular]2Prospectus dated 18 September 2020. Any This document constitutes the Final Terms of the Notes [described herein for the purposes of the Prospectus Regulation – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 18 September 2020, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Regulation in order to obtain all the relevant information. A summary of the issue of the Notes is annexed to these Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever The Prospectus has been published on the website of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyLondon Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 11 September 2015 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offerDirective. This document constitutes the Pricing Supplement Final Terms of the Notes [described herein for the Notes described herein. This document purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by the supplement[s] dated [date[s]]] (the “Offering Circular”)Prospectus. Full information on the Issuer[, the Guarantor] Issuer and 8 Include this wording where a Non-exempt Offer of Notes is anticipated. the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering CircularProspectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Offering Circular is available for viewing Prospectus has been published on the website of Euronext Dublin and during normal business hours the London Stock Exchange at hxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular [dated [21 November 2011 (original date] and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is are incorporated by reference in the Offering Circular]2Prospectus dated 11 September 2015. Any This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 11 September 2015, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "relevant it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms" shall be deemed ) is annexed to include a reference to "these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at hxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (as amended, including by Directive 2010/73/EU), and includes any relevant Pricing Supplement"implementing measure (for the purpose of the Prospectus, where relevant[the Terms and Conditions of the Notes set forth in the Prospectus]/[the Conditions] and these Final Terms) in the relevant Member State. [Include whichever of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs(in which case the sub-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote directions guidance for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyFinal Terms.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 17 September 2021 [and the supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of and the UK Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for Final Terms of the Notes described herein. This document herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by Prospectus in order to obtain all the supplement[s] dated [date[s]]] (relevant information. A summary of the “Offering Circular”). Full information on the Issuer[, the Guarantor] and the offer issue of the Notes is only available annexed to these Final Terms. The Prospectus has been published on the basis website of the combination of this Pricing Supplement London Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at hxxxx://xxxx.xxxxxxxx.xxx/xx/markets/dublin. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Offering Circular [Prospectus dated [21 November 2011 (and the supplement to it dated 5 18 September 2012) / 12 2020/13 September 2013 / 29 February 2016 / 21 February 2019/14 September 2018] and which is are incorporated by reference in the Offering Circular]2Prospectus dated 17 September 2021. Any This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Prospectus dated 17 September 2021, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Regulation and the UK Prospectus Regulation in order to obtain all the relevant information. A summary of the issue of the Notes is annexed to these Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever The Prospectus has been published on the website of the following apply or specify as "Not Applicable". Note that London Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html and the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing the Pricing Supplement.] [If the Notes have a maturity website of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyEuronext Dublin at hxxxx://xxxx.xxxxxxxx.xxx/xx/markets/dublin.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if Conditions set forth in the Notes potentially constitute Offering Circular dated 15 November 2022[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation as amended (the packaged” products or Offering Circular”). This document constitutes the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Final Terms of the Notes may only do so in circumstances in which no obligation arises described herein for the Issuer or any Dealer to publish a prospectus pursuant to purposes of Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by in order to obtain all the supplement[s] dated [date[s]]] (the “Offering Circular”)relevant information. Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under an Offering Circular with an earlier date.] Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [Circulars dated [21 November 2011 (and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 20182018 / 18 June 2020 / 9 April 2021]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation and must be read in conjunction with the Offering Circular dated 15 November 2022[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which is [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in into the Offering Circular]2Circular. Any reference in Full information on the Conditions to "relevant Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms" shall be deemed to include a Terms and the Offering Circular. Copies of the Offering Circular are available for viewing on the website of Euronext Dublin and during normal business 4 The reference to "relevant Pricing Supplement", where relevantthe UK MiFIR product governance legend may not be necessary if the managers in relation to the Notes are also not subject to UK MiFIR and therefore there are no UK MiFIR manufacturers. [Include whichever Depending on the location of the following apply manufacturers, there may be situations where either the MiFID II product governance legend or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs UK MiFIR product governance legend or subparagraphs. Italics denote directions for completing the Pricing Supplementboth are included.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currency.]

Appears in 1 contract

Samples: www.securitas.com

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CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute Conditions set forth under packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do so Notes” in circumstances the Base Prospectus dated September 28, 2006 [and the Supplementary Prospectus dated l ] (1) which [together], excluding all information incorporated by reference other than the Reports and any information included in which no obligation arises any Supplementary Prospectus constitute[s] a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of Directive (Directive 2003/71/EC) (the Prospectus Regulation, in each case, in relation to such offerDirective”). This document constitutes the Pricing Supplement for Final Terms of the Notes described herein. This document herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Circular dated 18 June 2020 such Base Prospectus [as supplemented so supplemented], including all documents incorporated by the supplement[s] dated [date[s]]] (the “Offering Circular”)reference therein. Full information on the Issuer[, the Guarantor] Issuer and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering CircularBase Prospectus. The Offering Circular is Base Prospectus [and] [the Supplementary Prospectus] [is] [are] available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and copies may be obtained from the specified principal office in London, England of JPMorgan Chase Bank, N.A., the Issuing issuing and Principal Paying Agent in Luxembourgprincipal paying agent for the Notes, at Txxxxxx Xxxxx, 0 Xxxxxx Xxxx Street, London E1W 1YT and at wxx.xxxxxxxxxxxxxxxxxxx.xxx.(2) The following alternative language applies if the first Tranche of an issue which is being increased was issued under an Offering Circular/ Base Prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth under “Terms and Conditions of the Notes” in the Base Prospectus dated September 28, 2006 [and the Supplementary Prospectus dated l ] (1) which [together], excluding all information incorporated by reference other than the Reports and any information contained in any Supplementary Prospectus, constitute[s] a base prospectus for the purposes of the Prospectus Directive, (Directive 2003/71/EC) (the “ConditionsProspectus Directive”) set forth (3) save in respect of the Conditions which are extracted from the [Offering Circular Circular] [Base Prospectus] dated [ l ] [21 November 2011 (and the supplement to it Supplementary [Offering Circular[s]] [Base Prospectus[s]] dated 5 l ] (1) and are attached hereto. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus dated September 201228, 2006 [as so supplemented] (1). Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus dated September 28, 2006 [and the [Offering Circular] [Base Prospectus] [and] [Supplementary Offering Circular[s]] [Supplementary Prospectus] dated l ] (1). The [Offering Circular] [and] [Base Prospectus] [and [Supplementary Offering Circular[s]] [the Supplementary Prospectus][es]] are available for viewing and copies may be obtained from the principal office in London, England of JPMorgan Chase Bank, N.A., the issuing and principal paying agent for the Notes, at Txxxxxx Xxxxx, 0 Xxxxxx Xxxx Street, London E1W 1YT and at wxx.xxxxxxxxxxxxxxxxxxx.xxx.(2) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is incorporated by reference in the Offering Circular]2. Any reference in the Conditions to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevant. [Include whichever of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphssub-paragraphs. Italics denote directions guidance for completing the Pricing SupplementFinal Terms.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000When completing any Final Terms, or such an equivalent amount in adding any other currencyfinal terms or information, consideration should be given as to whether such terms or information constitute “significant new factors” and consequently trigger the need for a supplement to the Base Prospectus under Article 16 of the Prospectus Directive.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend to be included on front of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer of the Notes Covered Bonds may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 section 85 of the Prospectus Financial Services and Markets Act 2000 (as amended) or Regulation (EU) 2017/1129 (as amended) or to supplement a prospectus pursuant to Article 23 of Regulation (EU) 2017/1129 (as amended) as it forms part of domestic law of the Prospectus RegulationUK by virtue of the European Union (Withdrawal) Act 2018, as amended or Regulation (EU) 2017/1129 (as amended), in each case, in relation to such offer. This document constitutes the Pricing Supplement for of the Notes Covered Bonds described herein. This document must be read in conjunction with the Offering Circular Prospectus dated 18 June 2020 July 29, 2022 [as supplemented by and the supplement[s] supplements to it dated [date[s][ ]] which [together] constitute[s] a base prospectus (the “Offering CircularProspectus”). Full information on the Issuer[, the Guarantor] The Prospectus and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circular. The Offering Circular is all documents incorporated by reference therein are available for viewing on at xxxx://xxx.xxx.xxx/investorrelations/fixed_income/covered-bonds-terms.html and copies may be obtained from the website of Euronext Dublin and during normal business hours at the registered office offices of the Issuer Issuer, 20th Floor, 000 Xxx Xxxxxx, Xxxxxxx, Xxxxxxx, Xxxxxx X0X 0X0, and from the specified office offices of the Issuing and Principal Paying Agent in Luxembourg. Agent, One Canada Square, London E14 5AL, England.] Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [prospectus dated [21 November 2011 (original date] [and the supplement supplements to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018[ ]] which is are incorporated by reference in the Offering Circular]2. Any reference in the Conditions to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement", where relevantthe] Prospectus. [Include whichever of the following apply or specify as "Not Applicable"” (N/A). Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphssub-paragraphs. Italics denote directions guidance for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currency.1. (i) Series Number: [ ]

Appears in 1 contract

Samples: Dealership Agreement

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if Conditions set forth in the Notes potentially constitute Offering Circular dated 9 April 2021[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation as amended (the packaged” products or Offering Circular”). This document constitutes the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Final Terms of the Notes may only do so in circumstances in which no obligation arises described herein for the Issuer or any Dealer to publish a prospectus pursuant to purposes of Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by in order to obtain all the supplement[s] dated [date[s]]] (the “Offering Circular”)relevant information. Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under an Offering Circular with an earlier date.] Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [Circulars dated [21 November 2011 (and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 20182018 / 18 June 2020]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation and must be read in conjunction with the Offering Circular dated 9 April 2021[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which is [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in into the Offering Circular]2Circular. Any reference in Full information on the Conditions to "relevant Final Terms" shall be deemed to include a reference to "relevant Pricing Supplement"Issuer[, where relevant. [Include whichever the Guarantor] and the offer of the following apply or specify as "Not Applicable"Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. Note that Copies of the numbering should remain as set out below, even if "Not Applicable" is indicated Offering Circular are available for individual paragraphs or subparagraphs. Italics denote directions for completing viewing on the Pricing Supplement.] [If website of Euronext Dublin and during normal business hours at the Notes have a maturity registered office of less than one year the Issuer and from the date specified office of their issue, the minimum denomination [must/may] need to be the higher of €125,000 Issuing and £100,000, or such an equivalent amount Principal Paying Agent in any other currencyLuxembourg.]

Appears in 1 contract

Samples: www.securitas.com

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 17 September 2021 [and the supplement[s] to it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of (as defined [above/below]) and the UK Prospectus Regulation, in each case, in relation to such offerRegulation (as defined [above/below]). This document constitutes the Pricing Supplement for Final Terms of the Notes described herein. This document herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by Prospectus in order to obtain all the supplement[s] dated [date[s]]] (the “Offering Circular”)relevant information. Full information The Prospectus has been published on the Issuer[, the Guarantor] and the offer website of the Notes is only available on the basis of the combination of this Pricing Supplement London Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin at hxxxx://xxxx.xxxxxxxx.xxx/xx/markets/dublin. 1 Insert “prescribed capital market products” and during normal business hours at “Excluded Investment Products” or, if not, amend Singapore product classification. 2 Relevant Dealer(s) to consider whether it/they have received the registered office necessary Singapore product classification from the Issuer prior to the launch of the Issuer and from the specified office offer, pursuant to Section 309B of the Issuing and Principal Paying Agent in LuxembourgSFA. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under a Prospectus with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Offering Circular [Prospectus dated [21 November 2011 (and the supplement to it dated 5 18 September 2012) / 12 2020/13 September 2013 / 29 February 2016 / 21 February 2019/14 September 2018] and which is are incorporated by reference in the Offering Circular]2Prospectus dated 17 September 2021. Any This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation (as defined [above/below]) and the UK Prospectus Regulation (as defined [above/below]) and must be read in conjunction with the Prospectus dated 17 September 2021, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "relevant Final Terms" shall be deemed to include it dated [date] [and [date]]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a reference to "relevant Pricing Supplement", where relevant. [Include whichever base prospectus for the purposes of the following apply or specify as "Not Applicable"Prospectus Regulation and the UK Prospectus Regulation in order to obtain all the relevant information. Note that The Prospectus has been published on the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs. Italics denote directions for completing website of the Pricing Supplement.] [If London Stock Exchange at hxxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html and the Notes have a maturity website of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyEuronext Dublin at hxxxx://xxxx.xxxxxxxx.xxx/xx/markets/dublin.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if Conditions set forth in the Notes potentially constitute Offering Circular dated 13 February 2024[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation as amended (the packaged” products or Offering Circular”). This document constitutes the issuer wishes to prohibit offers to EEA and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Final Terms of the Notes may only do so in circumstances in which no obligation arises described herein for the Issuer or any Dealer to publish a prospectus pursuant to purposes of Article 8 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. This document constitutes the Pricing Supplement for the Notes described herein. This document and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by in order to obtain all the supplement[s] dated [date[s]]] (the “Offering Circular”)relevant information. Full information on the Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering Circular. The Offering Circular is available for viewing on the website of Euronext Dublin (xxxxx://xxxx.xxxxxxxx.xxx/en/markets/dublin) and during normal business hours at the registered office of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourg. [The following alternative language applies if the first Tranche of an issue which is being increased was issued under an Offering Circular with an earlier date.] Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth in the Offering Circular [Circulars dated [21 November 2011 (and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 20182018 / 18 June 2020 / 9 April 2021 / 15 November 2022]. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the Prospectus Regulation and must be read in conjunction with the Offering Circular dated 13 February 2024[, as supplemented by the supplement[s] to the Offering Circular dated [date of supplement][ and [date of supplement],]] which is [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation (the “Offering Circular”), including the Conditions which are incorporated by reference in into the Offering Circular]2Circular. Any reference in Full information on the Conditions to "relevant Issuer[, the Guarantor] and the offer of the Notes is only available on the basis of the combination of these Final Terms" shall be deemed to include a Terms and the Offering Circular. Copies of the Offering Circular are available for viewing on the website of Euronext Dublin 4 The reference to "relevant Pricing Supplement", where relevantthe UK MiFIR product governance legend may not be necessary if the managers in relation to the Notes are also not subject to UK MiFIR and therefore there are no UK MiFIR manufacturers. [Include whichever Depending on the location of the following apply manufacturers, there may be situations where either the MiFID II product governance legend or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs UK MiFIR product governance legend or subparagraphs. Italics denote directions for completing the Pricing Supplementboth are included.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currency.]

Appears in 1 contract

Samples: ise-prodnr-eu-west-1-data-integration.s3-eu-west-1.amazonaws.com

CONTRACTUAL TERMS. 1 Legend Terms used herein shall be deemed to be included on front defined as such for the purposes of the Pricing Supplement if the Notes potentially constitute “packaged” products or the issuer wishes to prohibit offers to EEA Terms and UK retail investors for any other reason, in which case the selling restriction should be specified to be “Applicable”. Any person making or intending to make an offer Conditions of the Notes may only do set forth in the Prospectus dated 9 September 2016 [and the supplement[s] to it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so in circumstances in supplemented,] the “Prospectus”) which no obligation arises constitutes a base prospectus for the Issuer or any Dealer to publish a prospectus pursuant to Article 8 purposes of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offerDirective. This document constitutes the Pricing Supplement Final Terms of the Notes [described herein for the Notes described herein. This document purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Offering Circular dated 18 June 2020 [as supplemented by the supplement[s] dated [date[s]]] (the “Offering Circular”)Prospectus. Full information on the Issuer[, the Guarantor] Issuer and 8 Include this wording where a Non-exempt Offer of Notes is anticipated. the offer of the Notes is only available on the basis of the combination of this Pricing Supplement these Final Terms and the Offering CircularProspectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms) is annexed to these Final Terms. The Offering Circular is available for viewing Prospectus has been published on the website of Euronext Dublin and during normal business hours the London Stock Exchange at hxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html. [The following alternative language applies if the registered office first Tranche of the Issuer and from the specified office of the Issuing and Principal Paying Agent in Luxembourgan issue which is being increased was issued under a Prospectus or Offering Circular with an earlier date. Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the “Conditions”) set forth in and extracted from the Prospectus/Offering Circular [dated [21 November 2011 (original date] and the supplement to it dated 5 September 2012) / 12 September 2013 / 29 February 2016 / 21 February 2018] which is are incorporated by reference in the Offering Circular]2Prospectus dated 9 September 2016. Any This document constitutes the Final Terms of the Notes [described herein for the purposes of Article 5.4 of the Prospectus Directive – remove for unlisted Notes] and must be read in conjunction with the Prospectus dated 9 September 2016, including the Conditions which are incorporated by reference in it [and the Conditions supplement[s] to "relevant it dated [date] [and [date]], including all documents incorporated by reference ([the Prospectus as so supplemented,] the “Prospectus”) which constitutes a base prospectus for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. A summary of the Notes (which comprises the summary in the Prospectus as amended to reflect the provisions of these Final Terms" shall be deemed ) is annexed to include a reference to "these Final Terms. The Prospectus has been published on the website of the London Stock Exchange at hxxx://xxx.xxxxxxxxxxxxxxxxxxx.xxx/xxxxxxxx/news/market-news/market-news-home.html.] The expression “Prospectus Directive” means Directive 2003/71/EC (as amended, including by Directive 2010/73/EU), and includes any relevant Pricing Supplement"implementing measure (for the purpose of the Prospectus, where relevant[the Terms and Conditions of the Notes set forth in the Prospectus]/[the Conditions] and these Final Terms) in the relevant Member State. [Include whichever of the following apply or specify as "Not Applicable". Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or subparagraphs(in which case the sub-paragraphs of the paragraphs which are not applicable can be deleted). Italics denote directions guidance for completing the Pricing Supplement.] [If the Notes have a maturity of less than one year from the date of their issue, the minimum denomination [must/may] need to be the higher of €125,000 and £100,000, or such an equivalent amount in any other currencyFinal Terms.]

Appears in 1 contract

Samples: Agency Agreement (Toyota Motor Credit Corp)

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