Under the Euro Medium Term Note Programme ... - Finance - EDF

More documents

Recommendations

Info

Terms and Conditions of the Notes (b) Consolidation: The Issuer may, with the prior approval (which shall not be unreasonably withheld) of the Redenomination and Consolidation Agent, from time to time on any Interest Payment Date occurring on or after the Redenomination Date on giving not less than 30 days' prior notice to the Noteholders in accordance with Condition 15 (Notices), without the consent of the Noteholders, Receiptholders or Couponholders, consolidate the Notes of one Series with the Notes of one or more other Series issued by it, whether or not originally issued in one of the European national currencies or in Euro, provided such other Notes have been redenominated in Euro (if not originally denominated in Euro) and which otherwise have, in respect of all periods subsequent to such consolidation, the same terms and conditions as the Notes. 15. Notices (a) (b) (c) (d) Notices to the holders of Dematerialised Notes in registered form (au nominatif) shall be valid if either (i) they are mailed to them at their respective addresses, in which case they will be deemed to have been given on the fourth weekday (being a day other than a Saturday or Sunday) after the mailing, or (ii) at the option of the Issuer, they are published in a leading daily newspaper with general circulation in Europe (which is expected to be the Financial Times) and, so long as such Notes are listed and admitted to trading on any Regulated Market and the rules of, or applicable to, such Regulated Market so require, in a leading daily newspaper with general circulation in the city where the Regulated Market on which such Notes are listed and admitted to trading is located, which in the case of Euronext Paris is expected to be Les Echos. Notices to the holders of Materialised Bearer Notes and Dematerialised Notes in bearer form (au porteur) shall be valid if published in a daily leading newspaper with general circulation in Europe (which is expected to be the Financial Times) and so long as such Notes are listed and admitted to trading on any Regulated Market, in a leading daily newspaper with general circulation in the city where the Regulated Market on which such Notes are listed and admitted to trading is located, which in the case of Euronext Paris is expected to be Les Echos. If any such publication is not practicable, notice shall be validly given if published in another leading daily English language newspaper with general circulation in Europe. Any such notice shall be deemed to have been given on the date of such publication or, if published more than once or on different dates, on the date of the first publication as provided above. Couponholders shall be deemed for all purposes to have notice of the contents of any notice given to the holders of Materialised Bearer Notes in accordance with this Condition. Notices required to be given to the holders of Dematerialised Notes (whether in registered or in bearer form) pursuant to these Conditions may be given by delivery of the relevant notice to Euroclear France, Euroclear, Clearstream, -108 -
Terms and Conditions of the Notes Luxembourg and any other clearing system through which the Notes are for the time being cleared in substitution for the mailing and publication as required by Conditions 15(a), (b) and (c) above; except that notices relating to the convocation and decision(s) of the General Meetings pursuant to Condition 11 (Representation of Noteholders) shall also be published in a leading daily newspaper of general circulation in Europe. 16. Governing Law and Jurisdiction 16.1 Governing Law The Notes (and, where applicable, the Receipts, the Coupons and the Talons) and any non-contractual obligations arising out of or in connection with the Notes (and, where applicable, the Receipts, the Coupons and the Talons) are governed by, and shall be construed in accordance with, French law. 16.2 Jurisdiction (a) (b) The Paris Commercial Court (Tribunal de Commerce de Paris) has jurisdiction to settle any disputes arising out of or in connection with the Notes (and, where applicable, the Receipts, the Coupons and the Talons) (including a dispute relating to the existence, validity or termination of the Notes (and, where applicable, the Receipts, the Coupons and the Talons) or any noncontractual obligation arising out of or in connection with the Notes (and, where applicable, the Receipts, the Coupons and the Talons)) and accordingly, any legal action or proceedings arising out of or in connection therewith may be bought in such courts. Any claim against the Issuer in connection with the Notes (and, where applicable, the Receipts, the Coupons and the Talons) will be bought before the said Paris Commercial Court (Tribunal de Commerce de Paris). -109 -
Page 1 and 2:
€30,000,000,000 EURO MEDIUM TERM
Page 3 and 4:
This Base Prospectus (together with
Page 5 and 6:
amended, all references to "U.S.$",
Page 7 and 8:
SUMMARY This summary (the "Summary"
Page 9 and 10:
Summary Year Ended 31 December 2011
Page 11 and 12:
Summary Currencies Status Negative
Page 13 and 14:
Summary listed and admitted to trad
Page 15 and 16:
Summary risk of a change of law Th
Page 17 and 18:
Résumé intentée devant un tribun
Page 19 and 20:
Résumé Permanents" désigne les
Page 21 and 22:
Résumé Pledge) sera prévue. Cas
Page 23 and 24:
Résumé l'émission indiqueront si
Page 25 and 26:
Résumé ladite directive. les ris
Page 27 and 28:
Risk Factors The Issuer may from ti
Page 29 and 30:
Risk Factors withholding tax. If a
Page 31 and 32:
Risk Factors any of the currencies
Page 33 and 34:
Risk Factors Notes issued at a subs
Page 35 and 36:
Risk Factors foreign exchange and o
Page 37 and 38:
Risk Factors Risks associated with
Page 39 and 40:
Risk Factors Risks associated with
Page 41 and 42:
Risk Factors and critical infrastru
Page 43 and 44:
Risk Factors Hydropower generation
Page 45 and 46:
Risk Factors Increased competition
Page 47 and 48:
Risk Factors Furthermore, available
Page 49 and 50:
Risk Factors managed pension funds
Page 51 and 52:
Risk Factors A serious nuclear acci
Page 53 and 54:
Risk Factors modifications to all o
Page 55 and 56:
Risk Factors A decision by the Fren
Page 57 and 58: Risk Factors materials and waste co
Page 59 and 60: Risk Factors In the field of nuclea
Page 61 and 62: Risk Factors commercial and industr
Page 63 and 64: Risk Factors However, it cannot gua
Page 65 and 66: DOCUMENTS INCORPORATED BY REFERENCE
Page 67 and 68: Documents incorporated by reference
Page 69 and 70: SUPPLEMENT TO THE BASE PROSPECTUS I
Page 71 and 72: Temporary Global Certificates issue
Page 73 and 74: Terms and Conditions of the Notes o
Page 75 and 76: Terms and Conditions of the Notes (
Page 77 and 78: Terms and Conditions of the Notes b
Page 79 and 80: Terms and Conditions of the Notes i
Page 81 and 82: Terms and Conditions of the Notes "
Page 83 and 84: Terms and Conditions of the Notes "
Page 85 and 86: Terms and Conditions of the Notes u
Page 87 and 88: Terms and Conditions of the Notes t
Page 91 and 92: Terms and Conditions of the Notes e
Page 93 and 94: Terms and Conditions of the Notes p
Page 95 and 96: Terms and Conditions of the Notes t
Page 97 and 98: Terms and Conditions of the Notes P
Page 99 and 100: Terms and Conditions of the Notes m
Page 101 and 102: Terms and Conditions of the Notes F
Page 107: Terms and Conditions of the Notes (
Page 111 and 112: DESCRIPTION OF THE ISSUER Detailed
Page 113 and 114: Description of the Issuer The EDF G
Page 115 and 116: Description of the Issuer Non-curre
Page 117 and 118: DESCRIPTION DE L'EMETTEUR (DESCRIPT
Page 119 and 120: Description de l'Emetteur Les activ
Page 121 and 122: Description de l'Emetteur (2) Donn
Page 123 and 124: RECENT EVENTS 1. EDF's Credit Ratin
Page 125 and 126: Recent Events The launch of this fu
Page 127 and 128: Recent Events The Group was able to
Page 129 and 130: Recent Events Q1 2012 highlights (a
Page 131 and 132: Recent Events • EDF joins the FTS
Page 133 and 134: Recent Events sector. This agreemen
Page 135 and 136: Form of Final Terms implemented in
Page 137 and 138: Form of Final Terms 7. [(i) Issue D
Page 139 and 140: Form of Final Terms (vi) Party resp
Page 141 and 142: Form of Final Terms (ii) Calculatio
Page 143 and 144: Form of Final Terms (iii) Notice pe
Page 145 and 146: Form of Final Terms consequences (i
Page 147 and 148: Form of Final Terms 39. Non Exempt
Page 149 and 150: Form of Final Terms September 2009,
Page 151 and 152: Form of Final Terms [(i) Reasons fo
Page 153 and 154: Form of Final Terms Return on deriv
Page 155 and 156: Form of Final Terms 13. [PLACING AN
Page 157 and 158: Form of Final Terms Description of
Page 159 and 160:
TAXATION Payments of interest and r
Page 161 and 162:
Taxation 1.2 Legal entities liable
Page 163 and 164:
Taxation For these purposes, the te
Page 165 and 166:
Taxation In addition, interest and
Page 167 and 168:
Subscription and Sale The Notes are
Page 169 and 170:
Subscription and Sale The Republic
Page 171 and 172:
Subscription and Sale Section 274 o
Page 173 and 174:
GENERAL INFORMATION 1. Application
Page 175 and 176:
General Information For so long as
Page 177 and 178:
VISA OF THE AUTORITÉ DES MARCHÉS
Page 179 and 180:
VISA DE L'AUTORITE DES MARCHES FINA
Page 181:
LEGAL ADVISERS To the Issuer Hogan
show all

Under the Euro Medium Term Note Programme ... - Finance - EDF

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?