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The Notes and the guarantee under the Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There has been and will be no public offering of the Notes in the United States. Further, unless an exemption under the relevant securities law is applicable, the Notes may not be offered, sold, resold, pledged, delivered or transferred, directly or indirectly, in or into any jurisdiction if to do so would (a) constitute a violation of the relevant laws of such jurisdiction, (b) require registration thereof in such jurisdiction or (c) require the publication of a prospectus in such jurisdiction.
The Notes constitute “packaged” products for the purposes of (i) Regulation (EU) No 1286/2014 (the “PRIIPs Regulation”) and (ii) Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”) (the “UK PRIIPs Regulation”). No key information document has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA and the UK may be unlawful under the PRIIPs Regulation and the UK PRIIPs Regulation, respectively. For these purposes, a “retail investor” means a person who is one (or more) of: (a) (in the EEA) (i) a retail client as defined in point (11) of Article 4(1) of Markets in Financial Instruments Directive (2014/65/EU), as amended ( “MiFID II”); or (ii) a customer within the meaning of Directive (EU) 2016/97, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MIFID II; or (b) (in the UK) (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the EUWA; or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000, as amended (the “FSMA”) and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA.
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