COMMERZBANK AKTIENGESELLSCHAFT
COMMERZBANK AKTIENGESELLSCHAFT
COMMERZBANK AKTIENGESELLSCHAFT
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Notes linked to a portfolio of Reference Entities with respect to which the Final Terms provide for a<br />
continuous, computed cash settlement following each Credit Event that occurs with respect to the<br />
Reference Entities will be subject to an adjustment of the (Early) Redemption Amount, which would be<br />
paid if no Credit Event occurred, taking into account the applicable Final Price for the relevant<br />
Reference Obligation.<br />
The final price of the Reference Obligation will be based on the market value of such obligation of the<br />
affected Reference Entity after the occurrence of the Credit Linkage Event as compared to its nominal<br />
value (the "Final Price"). It will be determined by the Determination Agent who solicits quotations from<br />
one or more reference banks at which such banks would be prepared to purchase the Reference<br />
Obligation. The market value of such Reference Obligation(s) may decrease significantly following the<br />
occurrence of a Credit Event and may be subject to significant upward or downward fluctuations both<br />
prior to and following the notification of the Credit Event (on the Determination Date, as defined in § 6<br />
of the Terms and Conditions). The proceeds of cash settlement are not expected to be sufficient to<br />
purchase other obligations with the same nominal amount as the Reference Obligation(s).<br />
The Final Terms may also stipulate and thus preset the Final Prices with respect to each Reference<br />
Entity, including a Final Price which could be zero. In these cases, the prices may apply to the<br />
calculation of the redemption amount or an adjustment of interest, if applicable, irrespective of any<br />
market value of the corresponding Reference Obligations. If the Final Price is preset at zero, potential<br />
investors should be aware that the occurrence of a Credit Linkage Event will lead to a total loss of the<br />
capital invested.The Final Terms may also provide that the Final Price will be determined by an auction<br />
organised by the International Swaps and Derivatives Association, Inc. ("ISDA") with respect to such<br />
Reference Entity and its obligations. ISDA is a private trade organisation which represents its<br />
members – large institutions world-wide which trade with derivative financial products linked to specific<br />
underlyings, as well as numerous private and state-owned companies – in the derivatives market, and<br />
develops and publishes standard terms and conditions as well as documentation materials in<br />
agreement with market participants.<br />
Potential investors should be aware that their investment in the Notes and any loss following a Credit<br />
Event is then dependent on the result of such ISDA auctions, as are other market participants who<br />
have invested in credit derivative instruments documented under ISDA standard terms. Noteholders<br />
take the risk that where the auction final price is used, this may result in a lower recovery value than a<br />
Reference Entity or Reference Obligation would have if such auction final price had not been used.<br />
Also, the Issuer may have a conflict of interest to the extent that it participates in any auction or other<br />
process used to determine the Credit Event and is under no obligation to consider the interests of the<br />
Noteholders when so acting.<br />
Upon occurrence of a Trigger Event, the Final Terms may provide that the calculation of the payable<br />
amount will generally be based on either (i) the current market value of the Notes or (ii) the<br />
performances of Hypothetical Credit Default Swaps relating to the Reference Entities.<br />
The Final Terms may provide that, upon occurrence of a Trigger Event relating to the value of Credit<br />
Default Swap Spreads, the Notes redeem early at a Spread Cash Settlement Amount (as defined in<br />
§ 7 Paragraph (2) of the Terms and Conditions). The determination of this amount, inter alia, depends<br />
on the aggregate of the current market values of Hypothetical Credit Default Swaps (similar to those<br />
described in "Risk of Credit Default Swaps Tightening" below) relating to the Reference Entities and<br />
with a certain maturity specified in the Final Terms.<br />
The effects of Credit Linkage Events on the Notes may be leveraged, meaning that (i) where the<br />
Principal Amount of the Note is lower than the sum of the Weighted Amounts of all Reference Entities,<br />
Credit Linkage Events do not affect the payments under the Notes proportional to their weighting<br />
within the portfolio but by the absolute Weighted Amount of the respective Reference Entity, or (ii) the<br />
Weighted Amount of the respective Reference Entity is multiplied by a factor.<br />
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