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NIG Prospectus - London Stock Exchange

NIG Prospectus - London Stock Exchange

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Level: 8 – From: 8 – Thursday, August 9, 2007 – 2:18 pm – mac5 – 3776 Section 05 : 3776 Section 05(c)(d)where the Certificate of Registration is required to be presented for payment and ispresented for payment by or on behalf of a Certificateholder who would be able toavoid such withholding or deduction by presenting the relevant Certificate ofRegistration to another Paying Agent in a Member State of the European Union; orwhere the relevant Certificate of Registration is required to be presented for paymentand is surrendered for payment more than 30 days after the Relevant Date except tothe extent that the relevant Certificateholder would have been entitled to suchadditional amount if it had surrendered the relevant Certificate of Registration on thelast day of such period of 30 days.13. PRESCRIPTIONThe rights to receive distributions in respect of the Trust Certificates will be forfeited unlessclaimed within periods of 10 years (in the case of Dissolution Amounts) and five years (in thecase of Periodic Distribution Amounts) from the Relevant Date in respect thereof.14. DISSOLUTION EVENTSIf any of the following events occurs and is continuing (each, a Dissolution Event):(a)(b)(c)(d)(e)default is made in the payment of the Dissolution Amount on the date fixed forpayment thereof, or default is made in the payment of any Periodic DistributionAmount on the due date for payment thereof and, in the case of any PeriodicDistribution Amount only, such default continues for a period of seven days; orthe Issuer fails duly to perform or comply with any of the obligations expressed to beassumed by it in the Transaction Documents; oran <strong>NIG</strong> Event (as defined in the Purchase Undertaking) occurs; orthe Issuer repudiates any Transaction Document or does or causes to be done any actor thing evidencing an intention to repudiate any Transaction Document; orat any time it is or will become unlawful for the Issuer (by way of insolvency orotherwise) to perform or comply with any of its obligations under the TransactionDocuments or any of the obligations of the Issuer under the Transaction Documentsare not or cease to be legal, valid, binding and enforceable,then the Delegate shall give notice of the occurrence of such Dissolution Event to theCertificateholders in accordance with Condition 17 with a request to such holders to indicateif they wish the Trust Certificates to become immediately due and payable, provided,however, that in the case of the event described in (b) above, such notice may only be givenif the Delegate is of the opinion that the event is materially prejudicial to the interests of theCertificateholders. If so requested in writing by Certificateholders representing not less thanone-fifth in face amount of the Trust Certificates for the time being outstanding or by anExtraordinary Resolution of the Certificateholders or if the Delegate decides in its discretionthe Delegate may (subject to, in any such case, being indemnified and/or secured to itssatisfaction) give notice to the Issuer, <strong>NIG</strong> and the Certificateholders in accordance withCondition 17 that the Trust Certificates are to be redeemed at the Dissolution Amount on thedate specified in such notice. Upon payment in full of such amounts, the Trust will bedissolved and the Trust Certificates shall cease to represent interests in the Trust Assets andno further amounts shall be payable in respect thereof and the Issuer and the Trustee shallhave no further obligations in respect thereof.For the purpose of (a) above, amounts shall be considered due in respect of the TrustCertificates (including for the avoidance of doubt any amounts calculated as being payable50

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