Common use of TERMS AND CONDITIONS OF THE BONDS Clause in Contracts

TERMS AND CONDITIONS OF THE BONDS. The following is the text of the Terms and Conditions of the Bonds which (subject to modification and except for the paragraphs in italics) will be endorsed on the definitive Bond Certificates issued in respect of the Bonds: The issue of the US$178,000,000 4.0 per cent. guaranteed bonds due 2024 (the “Bonds”, which expression includes any further bonds issued pursuant to Condition 14 (Further issues) and forming a single series therewith) was authorised by a resolution of the board of directors of Southwest Securities International Securities Limited (the “Issuer”) passed on 27 January 2021 and the guarantee of the Bonds was authorised by a resolution of the board of directors of Southwest Securities Co., Ltd. (西南證券股份有限公司) (the “Guarantor”) passed on 24 July 2020 and the shareholders’ resolutions of the Guarantor passed on 13 August 2020.The Bonds are constituted by a trust deed dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Trust Deed”) between the Issuer, the Guarantor and The Bank of New York Mellon, London Branch (the “Trustee”, which expression includes all persons for the time being trustee or trustees appointed under the Trust Deed) as trustee for itself and the holders of the Bonds. The Bonds have the benefit of a deed of guarantee (as amended and/or supplemented from time to time, the “Deed of Guarantee”) dated on 9 February 2021 executed by the Guarantor and the Trustee relating to the Bonds. An agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Agency Agreement”) relating to the Bonds has been entered into between the Issuer, the Guarantor, The Bank of New York Mellon, London Branch as principal paying agent (the “Principal Paying Agent”, which expression includes any successor principal paying agent appointed from time to time in connection with the Bonds), The Bank of New York Xxxxxx XX/NV, Luxembourg Branch as registrar (the “Registrar”, which expression includes any successor registrar appointed from time to time in connection with the Bonds) and as transfer agent (the “Transfer Agent”, which expression includes any successor or additional transfer agent appointed from time to time in connection with the Bonds), the other paying agents named therein (together with the Principal Paying Agent, the “Paying Agents”, which expression includes any successor or additional paying agents appointed from time to time in connection with the Bonds) and the Trustee. References herein to the “Agents” are to the Registrar, the Paying Agents and the Transfer Agents and any reference to an “Agent” is to any one of them. Certain provisions of these terms and conditions (these “Conditions”) are summaries of the Trust Deed, the Agency Agreement and the Deed of Guarantee and are subject to their detailed provisions. The Bondholders (as defined below) have the benefit of, are bound by, and are deemed to have notice of, all the provisions of the Trust Deed and the Deed of Guarantee and are deemed to have notice of those provisions of the Agency Agreement applicable to them. Copies of the Trust Deed, the Agency Agreement and the Deed of Guarantee are available for inspection by Bondholders upon prior written request and satisfactory proof of holding and identity at all reasonable times during normal business hours (being between 9:00 a.m. and 3:00 p.m. from Monday to Friday (other than public holidays)) at the principal place of business for the time being of the Trustee (presently at One Canada Square, London E14 5AL, United Kingdom) and at the Specified Office (as defined in the Trust Deed) of the Principal Paying Agent. All capitalised terms that are not defined in these Conditions have the meanings given to them in the Trust Deed.

TERMS AND CONDITIONS OF THE BONDS. The following (except for the paragraphs in italics) is the text of the Terms and Conditions of the Bonds which (subject to modification completion and except for the paragraphs in italicsamendment) will be endorsed on the each Bond in definitive Bond Certificates issued in respect of the Bondsform: The issue of the US$178,000,000 4.0 u215,000,000 9.00 per cent. guaranteed bonds Secured Amortising Bonds due 2024 2021 (the “‘‘Bonds”’’) of SAZKA, a.s. (the ‘‘Issuer’’) are constituted by a Trust Deed dated 12 July 2006 (the ‘‘Issue Date’’) between the Issuer, Obcˇanské Sdružení XXXXXX XXXXXX as co-obligor under the Bonds (the ‘‘Co-obligor’’) and X.X. Xxxxxx Corporate Trustee Services Limited as trustee (the ‘‘Trustee’’, which expression includes any further bonds issued pursuant successor trustee appointed from time to Condition 14 time as trustee for the holders of Bonds (Further issuesthe ‘‘Bondholders’’), JPMorgan Chase Bank, N.A., London Branch as the security agent (the ‘‘Security Agent’’), the holders of the related interest coupons (the ‘‘Couponholders’’ and the ‘‘Coupons’’, respectively) and forming a single series therewiththe holders of Receipts (as defined below)) was authorised by a resolution (the ‘‘Trust Deed’’). The Bonds have attached thereto at the time of their initial delivery, payment receipts (‘‘Receipts’’) in respect of instalments of principal and talons for exchange for additional Coupons (‘‘Talons’’). The obligations of the board Issuer are secured by way of directors (i) a first ranking mortgage over (a) SAZKA Arena (as defined below) (for the avoidance of Southwest Securities International Securities Limited doubt, this does not include the Small Arena) (the “Issuer”‘‘Arena Mortgage’’); and (b) passed on 27 January 2021 over the head office of the Issuer at K Xxxxxxx 000, 000 00, Xxxxxx 0, Xxxxx Xxxxxxxx and certain adjacent land granting access to the same (the ‘‘Head Office Mortgage’’); and (ii) a mortgage (the ‘‘Arena Land Mortgage’’) over the land beneath SAZKA Arena (each as defined in Condition 3)), certain land adjacent to SAZKA Arena (as defined in Condition 3) granting access to the same and land beneath the Small Arena (as defined in Conditions) (the ‘‘Arena Land’’) (iii) a share pledge agreement over the bearer shares of Bestsport owned by the Co-obligor, dated 12 July 2006 (the ‘‘Pledge Agreement’’), (iv) an agreement between the Issuer and Bestsport effective the Issue Date and relating to the granting of compensation to Bestsport for its grant of a first ranking mortgage over SAZKA Arena in favour of the Issuer (the ‘‘Arena Mortgage Related Contract’’) and (v) a notarised deed entered into between the Issuer and the guarantee Security Agent acknowledging enforcement rights under the Trustee Deed (the ‘‘Enforcement Agreement’’) together with the Head Office Mortgage, the Arena Mortgage, the Arena Land Mortgage and the Arena Mortgage Related Contract, the ‘‘Bond Security’’). The Arena Mortgage is set out in an agreement under Czech law between Bestsport and the Security Agent dated 12 July 2006 (the ‘‘Arena Mortgage Agreement’’), the Head Office Mortgage is set out in an agreement under Czech law between the Issuer and Security Agent dated 12 July 2006 (the ‘‘Head Office Mortgage Agreement’’) and the Arena Land Mortgage is set out in a mortgage agreement under Czech law between the Issuer and the Security Agent, dated 12 July 2006 (the ‘‘Arena Land Mortgage Agreement’’ and, together with the Arena Mortgage Agreement and the Head Office Mortgage Agreement, the ‘‘Mortgage Agreements’’). The issue of the Bonds was authorised by resolutions of meetings of the Board of Directors of the Issuer held on 7 July 2006 and of the Supervisory Board of the Issuer held on 7 July 2006 and by a resolution of a meeting of the board Executive Council of directors the Co-obligor held on 7 July 2006, and was approved by a meeting of Southwest Securities Co., Ltd. (西南證券股份有限公司) (shareholders of the “Guarantor”) passed Issuer at a shareholders meeting held on 24 7 July 2020 2006 and by a resolution of a meeting of members of the shareholders’ Co-obligor held on 7 July 2006. The execution of the Head Office Mortgage Agreement was authorised by resolutions of meetings of the Guarantor passed Board of Directors of the Issuer held on 13 August 2020.The 7 July 2006 and of the Supervisory Board of the Issuer held on 7 July 2006. The execution of the Arena Mortgage Agreement was authorised by resolutions of meetings of the Board of Directors of Bestsport held on 7 July 2006 and of the Supervisory Board of Bestsport held on 7 July 2006 and was approved by a meeting of shareholders of Bestsport at a shareholders meeting held on 7 July 2006. The execution of the Pledge Agreement was authorized by a resolution of a meeting of the Executive Council of the Co-obligor held on 7 July 2006 and was approved by a resolution of a meeting of members of the Co-obligor held on 7 July 2006. The Bonds are constituted by a trust deed also the subject of an agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Trust Deed”) Issue Date made between the Issuer, the Guarantor Co-obligor, the Trustee and The Bank of New York Mellon, London Branch the Paying Agents named therein (the “Trustee”, which expression includes all persons for ‘‘Agency Agreement’’). The statements in these Conditions include summaries of and are subject to the time being trustee or trustees appointed under detailed provisions of the Trust Deed) as trustee for itself Deed and the Agency Agreement. The Bondholders, the Couponholders and the holders of the Bonds. The Bonds have the benefit of a deed of guarantee (as amended and/or supplemented from time Receipts are entitled to time, the “Deed of Guarantee”) dated on 9 February 2021 executed by the Guarantor and the Trustee relating to the Bonds. An agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Agency Agreement”) relating to the Bonds has been entered into between the Issuer, the Guarantor, The Bank of New York Mellon, London Branch as principal paying agent (the “Principal Paying Agent”, which expression includes any successor principal paying agent appointed from time to time in connection with the Bonds), The Bank of New York Xxxxxx XX/NV, Luxembourg Branch as registrar (the “Registrar”, which expression includes any successor registrar appointed from time to time in connection with the Bonds) and as transfer agent (the “Transfer Agent”, which expression includes any successor or additional transfer agent appointed from time to time in connection with the Bonds), the other paying agents named therein (together with the Principal Paying Agent, the “Paying Agents”, which expression includes any successor or additional paying agents appointed from time to time in connection with the Bonds) and the Trustee. References herein to the “Agents” are to the Registrar, the Paying Agents and the Transfer Agents and any reference to an “Agent” is to any one of them. Certain provisions of these terms and conditions (these “Conditions”) are summaries of the Trust Deed, the Agency Agreement and the Deed of Guarantee and are subject to their detailed provisions. The Bondholders (as defined below) have the benefit of, and are bound by, and are deemed to have notice of, all the provisions of the Trust Deed and the Deed of Guarantee Agency Agreement, the Pledge Agreement and are deemed to have notice of those provisions of the Agency Agreement Mortgage Agreements applicable to them. Copies of the Trust Deed, the Agency Agreement and an English translation of the Deed of Guarantee Mortgage Agreements and the Pledge Agreement are available for inspection by Bondholders upon prior written request and satisfactory proof of holding and identity at all reasonable times during normal business hours (being between 9:00 a.m. and 3:00 p.m. from Monday to Friday (other than public holidays)) at the principal place of business for the time being of the Trustee (presently at One Canada Square, London E14 5AL, United Kingdom) and at the Specified Office (as defined in the Trust DeedAgency Agreement) of the Principal initial Paying AgentAgents as set out below. All capitalised terms that The assets which are not defined in these Conditions have subject to the meanings given Bond Security are herein referred to them in as the Trust Deed‘‘Charged Property’’. The Pledge Agreement will terminate upon the date following three months after registration of the Arena Mortgage at the Czech Cadastral Registry.

TERMS AND CONDITIONS OF THE BONDS. The following (except for the paragraphs in italics) is the text of the Terms and Conditions of the Bonds which (subject to modification completion and except for the paragraphs in italicsamendment) will be endorsed on the definitive each Bond Certificates issued in respect of the Bondsdefinitive form: The issue of the US$178,000,000 4.0 u215,000,000 9.00 per cent. guaranteed bonds Secured Amortising Bonds due 2024 2021 (the “‘‘Bonds”’’) of XXXXX, a.s. (the ‘‘Issuer’’) are constituted by a Trust Deed dated 12 July 2006 (the ‘‘Issue Date’’) between the Issuer, Obcˇanské Sdružení XXXXXX XXXXXX as co-obligor under the Bonds (the ‘‘Co-obligor’’) and X.X. Xxxxxx Corporate Trustee Services Limited as trustee (the ‘‘Trustee’’, which expression includes any further bonds issued pursuant successor trustee appointed from time to Condition 14 time as trustee for the holders of Bonds (Further issuesthe ‘‘Bondholders’’), JPMorgan Chase Bank, N.A., London Branch as the security agent (the ‘‘Security Agent’’), the holders of the related interest coupons (the ‘‘Couponholders’’ and the ‘‘Coupons’’, respectively) and forming a single series therewiththe holders of Receipts (as defined below)) was authorised by a resolution (the ‘‘Trust Deed’’). The Bonds have attached thereto at the time of their initial delivery, payment receipts (‘‘Receipts’’) in respect of instalments of principal and talons for exchange for additional Coupons (‘‘Talons’’). The obligations of the board Issuer are secured by way of directors (i) a first ranking mortgage over (a) SAZKA Arena (as defined below) (for the avoidance of Southwest Securities International Securities Limited doubt, this does not include the Small Arena) (the “Issuer”‘‘Arena Mortgage’’); and (b) passed on 27 January 2021 over the head office of the Issuer at K Žižkovu 000, 000 00, Xxxxxx 0, Xxxxx Xxxxxxxx and certain adjacent land granting access to the same (the ‘‘Head Office Mortgage’’); and (ii) a mortgage (the ‘‘Arena Land Mortgage’’) over the land beneath SAZKA Arena (each as defined in Condition 3)), certain land adjacent to SAZKA Arena (as defined in Condition 3) granting access to the same and land beneath the Small Arena (as defined in Conditions) (the ‘‘Arena Land’’) (iii) a share pledge agreement over the bearer shares of Bestsport owned by the Co-obligor, dated 12 July 2006 (the ‘‘Pledge Agreement’’), (iv) an agreement between the Issuer and Bestsport effective the Issue Date and relating to the granting of compensation to Bestsport for its grant of a first ranking mortgage over SAZKA Arena in favour of the Issuer (the ‘‘Arena Mortgage Related Contract’’) and (v) a notarised deed entered into between the Issuer and the guarantee Security Agent acknowledging enforcement rights under the Trustee Deed (the ‘‘Enforcement Agreement’’) together with the Head Office Mortgage, the Arena Mortgage, the Arena Land Mortgage and the Arena Mortgage Related Contract, the ‘‘Bond Security’’). The Arena Mortgage is set out in an agreement under Czech law between Bestsport and the Security Agent dated 12 July 2006 (the ‘‘Arena Mortgage Agreement’’), the Head Office Mortgage is set out in an agreement under Czech law between the Issuer and Security Agent dated 12 July 2006 (the ‘‘Head Office Mortgage Agreement’’) and the Arena Land Mortgage is set out in a mortgage agreement under Czech law between the Issuer and the Security Agent, dated 12 July 2006 (the ‘‘Arena Land Mortgage Agreement’’ and, together with the Arena Mortgage Agreement and the Head Office Mortgage Agreement, the ‘‘Mortgage Agreements’’). The issue of the Bonds was authorised by resolutions of meetings of the Board of Directors of the Issuer held on 7 July 2006 and of the Supervisory Board of the Issuer held on 7 July 2006 and by a resolution of a meeting of the board Executive Council of directors the Co-obligor held on 7 July 2006, and was approved by a meeting of Southwest Securities Co., Ltd. (西南證券股份有限公司) (shareholders of the “Guarantor”) passed Issuer at a shareholders meeting held on 24 7 July 2020 2006 and by a resolution of a meeting of members of the shareholders’ Co-obligor held on 7 July 2006. The execution of the Head Office Mortgage Agreement was authorised by resolutions of meetings of the Guarantor passed Board of Directors of the Issuer held on 13 August 2020.The 7 July 2006 and of the Supervisory Board of the Issuer held on 7 July 2006. The execution of the Arena Mortgage Agreement was authorised by resolutions of meetings of the Board of Directors of Bestsport held on 7 July 2006 and of the Supervisory Board of Bestsport held on 7 July 2006 and was approved by a meeting of shareholders of Bestsport at a shareholders meeting held on 7 July 2006. The execution of the Pledge Agreement was authorized by a resolution of a meeting of the Executive Council of the Co-obligor held on 7 July 2006 and was approved by a resolution of a meeting of members of the Co-obligor held on 7 July 2006. The Bonds are constituted by a trust deed also the subject of an agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Trust Deed”) Issue Date made between the Issuer, the Guarantor Co-obligor, the Trustee and The Bank of New York Mellon, London Branch the Paying Agents named therein (the “Trustee”, which expression includes all persons for ‘‘Agency Agreement’’). The statements in these Conditions include summaries of and are subject to the time being trustee or trustees appointed under detailed provisions of the Trust Deed) as trustee for itself Deed and the Agency Agreement. The Bondholders, the Couponholders and the holders of the Bonds. The Bonds have the benefit of a deed of guarantee (as amended and/or supplemented from time to time, the “Deed of Guarantee”) dated on 9 February 2021 executed by the Guarantor and the Trustee relating Receipts are entitled to the Bonds. An agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Agency Agreement”) relating to the Bonds has been entered into between the Issuer, the Guarantor, The Bank of New York Mellon, London Branch as principal paying agent (the “Principal Paying Agent”, which expression includes any successor principal paying agent appointed from time to time in connection with the Bonds), The Bank of New York Xxxxxx XX/NV, Luxembourg Branch as registrar (the “Registrar”, which expression includes any successor registrar appointed from time to time in connection with the Bonds) and as transfer agent (the “Transfer Agent”, which expression includes any successor or additional transfer agent appointed from time to time in connection with the Bonds), the other paying agents named therein (together with the Principal Paying Agent, the “Paying Agents”, which expression includes any successor or additional paying agents appointed from time to time in connection with the Bonds) and the Trustee. References herein to the “Agents” are to the Registrar, the Paying Agents and the Transfer Agents and any reference to an “Agent” is to any one of them. Certain provisions of these terms and conditions (these “Conditions”) are summaries of the Trust Deed, the Agency Agreement and the Deed of Guarantee and are subject to their detailed provisions. The Bondholders (as defined below) have the benefit benefit of, and are bound by, and are deemed to have notice of, all the provisions of the Trust Deed and the Deed of Guarantee Agency Agreement, the Pledge Agreement and are deemed to have notice of those provisions of the Agency Agreement Mortgage Agreements applicable to them. Copies of the Trust Deed, the Agency Agreement and an English translation of the Deed of Guarantee Mortgage Agreements and the Pledge Agreement are available for inspection by Bondholders upon prior written request and satisfactory proof of holding and identity at all reasonable times during normal business hours (being between 9:00 a.m. and 3:00 p.m. from Monday to Friday (other than public holidays)) at the principal place of business for the time being of the Trustee (presently at One Canada Square, London E14 5AL, United Kingdom) and at the Specified Office Specified Office (as defined defined in the Trust DeedAgency Agreement) of the Principal initial Paying AgentAgents as set out below. All capitalised terms that The assets which are not defined in these Conditions have subject to the meanings given Bond Security are herein referred to them in as the Trust Deed‘‘Charged Property’’. The Pledge Agreement will terminate upon the date following three months after registration of the Arena Mortgage at the Czech Cadastral Registry.

TERMS AND CONDITIONS OF THE BONDS. The following is following, subject to amendment and save for the text of paragraphs in italics, are the Terms and Conditions of the Bonds which (subject to modification and except for the paragraphs in italics) Bonds, substantially as they will be endorsed appear on the definitive Bond Certificates issued in respect reverse of each of the definitive certificates evidencing the Bonds: . The issue of the US$178,000,000 4.0 U.S.$450,000,000 in aggregate principal amount of 3.0 per cent. guaranteed bonds due 2024 2026 (the “‘‘Bonds”, which expression includes ’’) and any further bonds issued pursuant to in accordance with Condition 14 (Further issues) and consolidated and forming a single series therewith) of Zhongsheng Group Holdings Limited (the ‘‘Company’’) was authorised by a resolution resolutions of the board of directors of Southwest Securities International Securities Limited (the “Issuer”) Company passed on 27 January 2021 and the guarantee of the Bonds was authorised by a resolution of the board of directors of Southwest Securities Co., Ltd. (西南證券股份有限公司) (the “Guarantor”) passed on 24 July 2020 and the shareholders’ resolutions of the Guarantor passed on 13 August 2020.The 2 November 2020. The Bonds are constituted by a trust deed dated on 9 February 2021 (as amended and/or or supplemented from time to time, the “‘‘Trust Deed”’’) dated on or about 13 January 2021 (the ‘‘Issue Date’’) made between the Issuer, the Guarantor Company and The Bank of New York Mellon, London Branch as trustee for the holders (as defined below) of the Bonds (the “‘‘Trustee”’’, which expression includes shall include all persons for the time being acting as trustee or trustees appointed under the Trust Deed). These terms and conditions (the ‘‘Conditions’’) as trustee for itself include summaries of which and are subject to the holders detailed provisions of the BondsTrust Deed. The Bonds have Bondholders (as defined below) are entitled to the benefit of, and are bound by, and are deemed to have notice of, all of a deed the provisions of guarantee (as amended and/or supplemented from time the Trust Deed, and are deemed to time, have notice of those provisions applicable to them of the “Deed of Guarantee”) dated on 9 February 2021 executed by the Guarantor and the Trustee relating to the Bonds. An agency agreement dated on 9 February or about 13 January 2021 (as amended and/or supplemented from time to time, the “‘‘Agency Agreement”’’) relating to the Bonds has been entered into made between the IssuerCompany, the GuarantorTrustee, The Bank of New York Mellon, London Branch as principal paying agent (the “‘‘Principal Paying Agent”, which expression includes any successor principal paying agent appointed from time to time in connection with the Bonds’’), The Bank of New York Xxxxxx XX/NV, Luxembourg Branch as registrar (the “‘‘Registrar”, which expression includes any successor registrar appointed from time to time in connection with the Bonds’’) and as transfer agent (the “Transfer Agent”, which expression includes any successor or additional transfer agent appointed from time to time in connection with the Bonds), and the other paying and transfer agents named therein appointed under it (each a ‘‘Paying Agent’’, ‘‘Transfer Agent’’ and together with the Registrar and the Principal Paying Agent, the “Paying ‘‘Agents”, which expression includes any successor or additional paying agents appointed from time ’’) relating to time in connection with the Bonds) and the Trustee. References herein to the “‘‘Principal Paying Agent’’, ‘‘Registrar’’ and ‘‘Agents” ’’ below are references to the Registrarprincipal paying agent, registrar and agents for the Paying Agents and time being for the Transfer Agents and any reference to an “Agent” is to any one of themBonds. Certain provisions of these terms and conditions (these “Conditions”) are summaries of the Trust Deed, the Agency Agreement and the Deed of Guarantee and are subject to their detailed provisions. The Bondholders (as defined below) have the benefit of, are bound by, and are deemed to have notice of, all the provisions Copies of the Trust Deed and the Deed of Guarantee and are deemed to have notice of those provisions of the Agency Agreement applicable to them. Copies of the Trust Deed, the Agency Agreement and the Deed of Guarantee are available for inspection by Bondholders upon prior written request and satisfactory of proof of holding and identity at all reasonable times during normal usual business hours (being between 9:00 a.m. and 3:00 p.m. from Monday to Friday (other than public holidays)) at the principal place of business office for the time being of the Trustee (presently at One Canada SquareXxx Xxxxxx Xxxxxx, London E14 5ALXxxxxx X00 0XX, United KingdomXxxxxx Xxxxxxx) and at the Specified Office (as defined in specified offices for the time being of each of the Agents. The Bondholders are entitled to the benefit of and are bound by all provisions of the Trust Deed) , and are deemed to have notice of all the provisions of the Principal Paying Agent. All capitalised terms that are not defined in these Conditions have the meanings given Agency Agreement applicable to them in the Trust Deedthem.

TERMS AND CONDITIONS OF THE BONDS. The following following, subject to completion and amendment, and save for the paragraphs in italics, is the text of the Terms and Conditions of the Bonds which (subject to modification and except for the paragraphs in italics) will be endorsed appear on the reverse of each of the definitive Bond Certificates issued in respect of certificates evidencing the Bonds: The issue of the US$178,000,000 4.0 per cent. guaranteed bonds 200,000,000 aggregate principal amount of Zero Coupon Convertible Bonds due 2024 2018 (the “Bonds”, which expression includes term shall include, unless the context requires otherwise, any further bonds issued pursuant to in accordance with Condition 14 (Further issues) 17 and consolidated and forming a single series therewith) was authorised by a resolution of the board of directors of Southwest Securities Semiconductor Manufacturing International Securities Limited Corporation (the “Issuer”) passed on 27 January 2021 and the guarantee right of the Bonds conversion into Shares (as defined in Condition 6(A)(iv)) was authorised by a resolution the Board of Directors of the board of directors of Southwest Securities Co., Ltd. (西南證券股份有限公司) (the “Guarantor”) passed Issuer on 24 July 2020 and the shareholders’ resolutions of the Guarantor passed on 13 August 2020.The 22 October 2013. The Bonds are constituted by a the trust deed dated on 9 February 2021 ((as amended and/or or supplemented from time to time, ) the “Trust Deed”) to be dated on or about 7 November 2013 (the “Issue Date”) between the Issuer, the Guarantor Issuer and The Bank of New York Mellon, London Branch (the “Trustee”, which expression includes shall include all persons for the time being the trustee or trustees appointed under the Trust Deed) as trustee for itself and the holders (as defined below) of the Bonds. The Bonds have the benefit of a deed of guarantee (as amended and/or supplemented from time to time, the “Deed of Guarantee”) dated on 9 February 2021 executed by the Guarantor and the Trustee relating to the Bonds. An agency agreement dated on 9 February 2021 (as amended and/or supplemented from time to time, the “Agency Agreement”) relating to the Bonds has been entered into between the Issuer, the Guarantor, The Bank of New York Mellon, London Branch as principal paying agent (the “Principal Paying Agent”, which expression includes any successor principal paying agent appointed from time to time in connection with the Bonds), The Bank of New York Xxxxxx XX/NV, Luxembourg Branch as registrar (the “Registrar”, which expression includes any successor registrar appointed from time to time in connection with the Bonds) and as transfer agent (the “Transfer Agent”, which expression includes any successor or additional transfer agent appointed from time to time in connection with the Bonds), the other paying agents named therein (together with the Principal Paying Agent, the “Paying Agents”, which expression includes any successor or additional paying agents appointed from time to time in connection with the Bonds) and the Trustee. References herein to the “Agents” are to the Registrar, the Paying Agents and the Transfer Agents and any reference to an “Agent” is to any one of them. Certain provisions of these These terms and conditions (these the “Conditions”) include summaries of, and are summaries subject to, the detailed provisions of the Trust Deed, which includes the Agency Agreement and form of the Deed of Guarantee and are subject to their detailed provisionsBonds. The Bondholders (as defined below) have are entitled to the benefit of, and are bound by, and are deemed to have notice of, all of the provisions of the Trust Deed and the Deed of Guarantee Deed, and are deemed to have notice of those provisions applicable to them of the agency agreement dated on or about 7 November 2013 (the “Agency Agreement applicable Agreement”) relating to themthe Bonds between the Issuer, the Trustee, The Bank of New York Mellon, London Branch, as principal paying agent and principal conversion agent (collectively, the “Principal Agent”), The Bank of New York Mellon (Luxembourg) S.A., as registrar (the “Registrar”) and as transfer agent (the “Transfer Agent”) and the other paying agents, conversion agents and transfer agents appointed under it (each a “Paying Agent”, a “Conversion Agent”, a “Transfer Agent” and, together with the Registrar, the Transfer Agent and the Principal Agent, the “Agents” and which shall, where applicable, include the Singapore Agent (as defined in Condition 7)) relating to the Bonds. References to the “Principal Agent”, the “Registrar”, the “Transfer Agent” and “Agents” below are references to the principal agent, the registrar, the transfer agent and the agents for the time being for the Bonds. Copies of the Trust Deed, Deed and of the Agency Agreement and the Deed of Guarantee are available for inspection by Bondholders upon prior written request and satisfactory proof of holding and identity at all reasonable times during normal usual business hours (being between 9:00 a.m. and 3:00 p.m. from Monday to Friday (other than public holidays)) at the principal place of business office for the time being of the Trustee (presently at One Canada Square40th Floor, London E14 5ALOxx Xxxxxx Xxxxxx, United KingdomXxxxxx X00 0XX, Xxxxxx Xxxxxxx) and at the Specified Office (as defined in specified offices for the Trust Deed) time being of each of the Principal Paying Agent. All capitalised terms that are not defined in these Conditions have the meanings given to them in the Trust DeedAgents.