Under the Euro Medium Term Note Programme ... - Finance - EDF
Under the Euro Medium Term Note Programme ... - Finance - EDF
Under the Euro Medium Term Note Programme ... - Finance - EDF
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Risk Factors<br />
The Issuer may from time to time be engaged in transactions involving an index or related<br />
derivatives which may affect <strong>the</strong> market price, liquidity or value of <strong>the</strong> <strong>Note</strong>s and which could<br />
be deemed to be adverse to <strong>the</strong> interests of <strong>the</strong> <strong>Note</strong>holders.<br />
In respect of <strong>Note</strong>s which are not offered to <strong>the</strong> public in France or listed in France (<strong>the</strong> AMF<br />
not permitting such discretion in respect of such <strong>Note</strong>s), potential conflicts of interest may<br />
arise between <strong>the</strong> Calculation Agent, if any, for a Tranche and <strong>the</strong> Holders of <strong>the</strong> <strong>Note</strong>s,<br />
including with respect to certain discretionary determinations and judgments that such<br />
Calculation Agent may make pursuant to <strong>the</strong> <strong>Term</strong>s and Conditions of <strong>the</strong> <strong>Note</strong>s that may<br />
influence <strong>the</strong> amount receivable upon redemption of <strong>the</strong> <strong>Note</strong>s.<br />
Legality of purchase<br />
Nei<strong>the</strong>r <strong>the</strong> Issuer, <strong>the</strong> Dealers, <strong>the</strong> Arranger nor any of <strong>the</strong>ir respective affiliates has or<br />
assumes responsibility for <strong>the</strong> lawfulness of <strong>the</strong> acquisition of <strong>the</strong> <strong>Note</strong>s by a prospective<br />
investor of <strong>the</strong> <strong>Note</strong>s, whe<strong>the</strong>r under <strong>the</strong> laws of <strong>the</strong> jurisdiction of its incorporation or <strong>the</strong><br />
jurisdiction in which it operates (if different), or for compliance by that prospective investor<br />
with any law, regulation or regulatory policy applicable to it.<br />
Modification, waivers and substitution<br />
The <strong>Term</strong>s and Conditions of <strong>the</strong> <strong>Note</strong>s contain provisions for calling meetings of holders of<br />
<strong>the</strong> <strong>Note</strong>s to consider matters affecting <strong>the</strong>ir interests generally. These provisions permit<br />
defined majorities to bind all holders of <strong>the</strong> <strong>Note</strong>s including holders of <strong>the</strong> <strong>Note</strong>s who did not<br />
attend and vote at <strong>the</strong> relevant meeting and holders of <strong>the</strong> <strong>Note</strong>s who voted in a manner<br />
contrary to <strong>the</strong> majority.<br />
Regulatory restrictions<br />
Investors whose investment activities are subject to investment laws and regulations or to<br />
review or regulation by certain authorities may be subject to restrictions on investments in<br />
certain types of debt securities. Investors should review and consider such restrictions prior<br />
to investing in <strong>the</strong> <strong>Note</strong>s.<br />
Credit ratings<br />
Electricité de France, and Electricité de France's debt, have credit ratings which are <strong>the</strong><br />
subject of review from time to time by <strong>the</strong> independent credit rating agencies which assign<br />
such credit ratings.<br />
In addition, one or more independent credit rating agencies may assign credit ratings to <strong>the</strong><br />
<strong>Note</strong>s. The ratings may not reflect <strong>the</strong> potential impact of all risks related to structure,<br />
market, additional factors discussed in this section, and o<strong>the</strong>r factors that may affect <strong>the</strong><br />
value of <strong>the</strong> <strong>Note</strong>s.<br />
A credit rating is not a recommendation to buy, sell or hold securities and may be revised,<br />
suspended or withdrawn by <strong>the</strong> rating agency at any time and without notice. Any such<br />
revision suspension or withdrawal of any such credit rating could adversely affect <strong>the</strong> value<br />
of <strong>the</strong> <strong>Note</strong>s.<br />
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