FCC Proudreed Properties 2005 HSBC SG CORPORATE ...

Currency of Payment
(b) Payments in respect of the Notes will be made in euro by cheque drawn on a bank in France
or, at the option of the Noteholder, by transfer to a euro account maintained by the payee.
Payments subject to the Issuer Regulations and all Fiscal Laws
(c) Payments of principal, interest and other amounts (if any) in respect of the Notes are subject
in all cases to the Issuer Priority of Payments and the Issuer Regulations and to any fiscal or
other laws and regulations applicable thereto.
Paying Agents
(d) The initial Principal Paying Agent and the Irish Paying Agent and their respective initial
specified offices are listed at the end of these Conditions. The Management Company reserves
the right, at any time to vary or terminate the appointment of any Paying Agent and to appoint
additional or other paying agents, provided that the additional or other paying agents shall not
specify an office within the United States or its possessions. For so long as the Notes are listed
on the Irish Stock Exchange the Issuer will at all times maintain a paying agent with a specified
office in Ireland. The relevant Paying Agent shall at its own expense on behalf of the Issuer
not less than 14 days prior to the date on which any change in its specified office or any change
in or addition to the Paying Agents is to take effect give notice of such change to the
Noteholders in accordance with Condition 13 (Notices and Information). For so long as any
Note is outstanding, the Issuer agrees that there will at all times be a Paying Agent in a
member state of the European Union that will not be obliged to withhold or deduct tax
pursuant to European Council Directive 2003/48/EC or any law implementing or complying
with, or introduced in order to conform to such Directive.
7. PRESCRIPTION
General
(a)
Principal
(b)
Interest
(c)
After the date on which a Note becomes void in its entirety, no claim may be made in respect
of it.
Claims for payment of principal in respect of Notes shall become void unless the relevant claim
is made within ten years of the appropriate Relevant Date.
Claims for interest in respect of Notes shall become void unless the relevant claim is made
within five years of the appropriate Relevant Date.
8. TAXATION
All payments in respect of the Notes will be made without withholding or deduction for or on
account of any present or future taxes, duties or charges of whatsoever nature unless the Issuer or
the relevant Paying Agent (as applicable) is required by the law of the jurisdiction of the tax
residency of the Issuer to make any payment in respect of the Notes subject to any withholding or
deduction for or on account of any such taxes, duties or charges. In that event, the Issuer or the
relevant Paying Agent (as the case may be) shall make such payment after such withholding or
deduction has been made and shall account to the relevant authorities for the amount so withheld
or deducted. Neither the Issuer nor the Paying Agents will be obliged to make any additional
payments to the Noteholders in respect of such withholding or deduction.
9. NOTE EVENTS OF DEFAULT
Determination of a Note Event of Default
(a) The relevant Noteholder Representative shall, if it has been directed to do so by a resolution
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