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«Disposizioni della Borsa Strumenti finanziari: Discount Certificates linked to 2 indices Emittente: BAYERISCHE HYPO- UND VEREINSBANK Rating ...»

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[With respect to indices as Basket Components the following provisions shall apply:] [(1)][(2)] The basis for calculating [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] shall be the [Reference Asset] [respective Basket Component] with its provisions applicable from time to time (the "Index Concept"), as developed and continued by the [respective] Index Sponsor, as well as the respective method of calculation, determination, and publication of the Reference Price [of the respective Basket Component] by the [respective] [Index Sponsor] [Index Calculation Agent]. The same shall apply, if during the lifetime of the Certificates, changes are made or occur in respect of the calculation of the [Reference Asset] [respective Basket Component], the composition and/or weighting of prices on the basis of which the [Reference Asset] [respective Basket Component] is calculated, or if other measures are taken, which have an impact on the Index Concept, unless otherwise provided in below provisions.

[(2)][(3)] Changes in the calculation [of the Reference Asset] [a Basket Component] (including adjustments) or the [respective] Index Concept shall not result in an adjustment of the provisions to determine [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount], unless the new relevant concept or calculation of the [Reference Asset] [respective Basket Component] is, as a result of a change (including any adjustment), at the Calculation Agent’s reasonable discretion no longer comparable to the previous relevant concept or calculation. When determining the necessity of an adjustment, the Calculation Agent will take into account the adjustment of the Derivatives linked to the [Reference Asset] [respective Basket Component] actually performed by the Determining Futures Exchange. The Calculation Agent will use reasonable endeavours as to ensure that the economic position of the Certificate Holders remains unchanged to the largest extent possible. Any adjustment will be made by the Calculation Agent taking into account the time to maturity of the Certificates (if applicable) and the latest available price for the [Reference Asset] [respective Basket Component]. If the Calculation Agent determines that, pursuant to the rules of the Determining Futures Exchange, no adjustments are made to the Derivatives linked to the [Reference Asset] [respective Basket Component], the terms of the Certificates will regularly remain unchanged. The method to determine [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] may also be adjusted if the calculation or publication of [the Reference Asset] [a Basket Component] is cancelled or replaced by another Reference Asset. The adjusted method to determine [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] and the time of its initial application shall be published in accordance with § 13.

[(3)][(4)] If the calculation or publication of [the Reference Asset] [a Basket Component] is at any time cancelled and/or replaced by another [Reference Asset] [Basket Component] the Calculation Agent shall, in its reasonable discretion, stipulate which Reference Asset [as corresponding Basket Component] should in future be used as the basis for the calculation of [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] (the "Replacement [Reference Asset] [Basket Component]"), adjusting, if applicable, the method or formula to calculate [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] accordingly. The Replacement [Reference Asset] [Basket Component] and the time that it is first applied shall be published in accordance with § 13.

Commencing with the first application of the Replacement [Reference Asset] [Basket Component], any reference to the [Reference Asset] [respective Basket Component] in these Terms and Conditions, depending on the context, shall be read as a reference to the Replacement [Reference Asset] [Basket Component].

[(4)][(5)] If [the Reference Asset] [a Basket Component] is no longer determined and published by the [respective] Index Sponsor but rather by another person, company or institution (the "New Index-Sponsor"), then the Calculation Agent shall have the right to calculate [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] on the basis of the [Reference Asset] [respective Basket Component] as calculated and published by the New Index-Sponsor. In this case, any reference to the Index Sponsor contained herein shall, depending on the context, be deemed as referring to the New Index-Sponsor. If [the Reference Asset] [a Basket Component] is no longer calculated by the [respective] [Index Calculation Agent][Index Sponsor] but rather by another person, company or institution (the "New Index-Calculation Agent"), then the Calculation Agent shall have the right to calculate [the Redemption Amount][,] [and] [the Additional Amount][,] [and] [the Interest Rate][,] [and] [the Ratio] [and the Early Redemption Amount] on the basis of the [Reference Asset] [respective Basket Component] as calculated by the New Index-Calculation Agent. In this case, any reference to the Index Calculation Agent contained herein shall, depending on the context, be deemed as referring to the New Index-Calculation Agent.





[(5)][(6)] Should the Calculation Agent come to the conclusion that no reasonable adjustment is possible to account for the change in the method of determination of the Reference Price [of the respective Basket Component] or should, in the determination of the Calculation Agent, no Replacement [Reference Asset] [Basket Component] [or no successor or replacement Index Calculation Agent] be available, the Issuer is entitled to terminate the Certificates early by giving notice pursuant to § 13. Such termination shall become effective at the time of the announcement pursuant to § 13. In that case, the Calculation Agent shall within [●] [Banking Day[s]][Calculation Date[s]] before the day of early repayment [after having consulted an independent expert named by the Calculation Agent] determine[ and publish] the reasonable market value of the Certificates (the "Cancellation Amount"). The Cancellation Amount will be paid within [five] [●] Banking Days after its determination to the Clearing System or to its order with the instruction for immediate forwarding to the Certificate Holders.] [insert other method to determine adjustments and early termination]] [in case of a share as Reference Asset or Basket Component:

[With respect to shares as Basket Components the following provisions shall apply:] [(1)][(2)] The Calculation Agent shall be authorised, in its reasonable discretion, to adjust the method for the determination of the Redemption Amount[,] [and] [the Additional Amount][,][and] [the Ratio] [and the Early Redemption Amount] upon the occurrence of any of the following

events:

(a) the company that has issued the [Reference Asset] [respective Basket Component] or a third party takes a measure, which would – based on a change in the legal and economic situation, in particular a change in the company’s assets and capital – in the reasonable discretion of the Calculation Agent, affect the [Reference Asset] [respective Basket Component] (e.g. capital increase against cash contribution, issuance of securities with options or conversion rights into shares, capital increase with company funds, distribution of special dividends, share splits, merger, liquidation, nationalization) [insert other adjustment events], or (b) the Determining Futures Exchange performs an early termination of the respective outstanding Derivatives linked to the [Reference Asset] [respective Basket Component], or (c) the Determining Futures Exchange performs an adjustment to the respective outstanding Derivatives linked to the [Reference Asset] [respective Basket Component].

When determining the necessity of an adjustment, the Calculation Agent will take into account the adjustment of the respective derivatives linked to the [Reference Asset] [respective Basket Component] actually performed by the Determining Futures Exchange.

The Calculation Agent will use reasonable endeavours as to ensure that the economic position of the Certificate Holders remains unchanged to the largest extent possible. Any adjustment will be made by the Calculation Agent taking into account the time to maturity of the Certificates (if applicable) and the latest available price for the [Reference Asset] [respective Basket Component]. If the Calculation Agent determines that, pursuant to the rules of the Determining Futures Exchange, no adjustments are made to the Derivatives linked to the [Reference Asset] [respective Basket Component], the terms of the Certificates will regularly remain unchanged. The adjusted method to determine the Redemption Amount[, the Additional Amount][, the Ratio] [, the Early Redemption Amount] and the time of its initial application shall be published in accordance with § 13.

[(2)][(3)] Should (a) the quotation of the [Reference Asset] [respective Basket Component] at the Relevant Exchange, or as the case may be, Determining Futures Exchange be finally discontinued and no Substitute Relevant Exchange or Substitute Futures Exchange could be determined, or (b) the Calculation Agent come to the conclusion that no reasonable adjustment is possible to account for the relevant measure of the company that has issued the [Reference Asset] [respective Basket Component] or the relevant third party, the Issuer is entitled to terminate the Certificates early by giving notice pursuant to § 13.

Such termination shall become effective at the time of the announcement pursuant to § 13.

In that case, the Calculation Agent shall within [●] [Banking Day[s]][Calculation Date[s]] before the day of early repayment [after having consulted an independent expert named by the Calculation Agent] determine[ and publish] the reasonable market value of the Certificates (the "Cancellation Amount").

The Cancellation Amount will be paid within [five] [●] Banking Days after determination to the Clearing System with the instruction for immediate forwarding to the Certificate Holders.] [insert other method to determine adjustments and early termination]] [in case of a bond as Reference Asset or Basket Component:

[with respect to bonds as Basket Components the following provisions shall apply:] [(1)][(2)] The Calculation Agent shall be authorised, in its reasonable discretion, to adjust the method for the determination of the Redemption Amount [and][,] [the Additional Amount][,] [and] [the Ratio] [and the Early Redemption Amount] upon the occurrence of any of the following

events:

(a) the entity that has issued the [Reference Asset] [respective Basket Component] or a third party takes a measure, which in the reasonable discretion of the Calculation Agent, affects the [Reference Asset] [respective Basket Component] (e.g.

termination or repurchase of the [Reference Asset] [respective Basket Component] by its respective issuer, or debt rescheduling in general) [insert other adjustment event], or (b) the Determining Futures Exchange performs an early termination the respective Derivatives outstanding linked to the [Reference Asset] [respective Basket Component] early, or (c) the Determining Futures Exchange performs an adjustment to the respective Derivatives outstanding linked to the [Reference Asset] [respective Basket Component].

When determining the necessity of an adjustment, the Calculation Agent will take into account the adjustment of the respective Derivatives linked to the [Reference Asset] [respective Basket Component] actually performed by the Determining Futures Exchange.

The Calculation Agent will use reasonable endeavors as to ensure that the economic position of the Certificate Holders remains unchanged to the largest extent possible. Any adjustment will be made by the Calculation Agent taking into account the time to maturity of the Certificates (if applicable) and the latest available price for the [Reference Asset] [respective Basket Component]. If the Calculation Agent determines that, pursuant to the rules of the Determining Futures Exchange, no adjustments are made to the Derivatives linked to the [Reference Asset] [respective Basket Component], the terms of the Certificates will regularly remain unchanged. The adjusted method to determine the Redemption Amount [, the Additional Amount] [, the Ratio] [, the Early Redemption Amount] and the time of its initial application shall be published in accordance with § 13.

[(2)][(3)] Should (a) the quotation of the [Reference Asset] [respective Basket Component] at the Relevant Exchange or, as the case may be, the Determining Futures Exchange, be finally discontinued and no Substitute Stock Exchange or Substitute Futures Exchange could be determined, (b) the Calculation Agent come to the conclusion that no reasonable adjustment is possible for the relevant measure of the entity that has issued the [Reference Asset] [respective Basket Component] or the relevant third party, or (c) the [Reference Asset] [respective Basket Component] becomes due prior to its scheduled maturity upon the occurrence of an event of default, in accordance with the terms and conditions of such [Reference Asset] [respective Basket Component], the Issuer is entitled to terminate the Certificates early by giving notice pursuant to § 13.

Such termination shall become effective at the time of the announcement pursuant to § 13.

In that case, the Calculation Agent shall within [●] [Banking Day[s]][Calculation Date[s]] before the day of early repayment [after having consulted an independent expert named by the Calculation Agent] determine [ and publish] the reasonable market value of the Certificates (the "Cancellation Amount").

The Cancellation Amount will be paid within [five] [●] Banking Days after its determination to the Clearing System or to its order with the instruction for immediate forwarding to the Certificate Holders.] [insert other method to determine adjustments and early termination]] [in case of a commodity or future contract as Reference Asset or Basket Component:



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