Redemption at the Option of the Company

If Call Option is specified as being applicable in the Final Terms, the Company may at its option but subject to Condition 5(k), on giving not less than 15 nor more than 60 days' irrevocable notice to the Noteholders and the Trustee (or such other notice period as may be specified in the Final Terms), redeem all or, if so provided in the applicable Final Terms, some only of the Notes on any Optional Redemption Date. Any such redemption of Notes shall be at either (as specified in the applicable Final Terms) their Optional Redemption Amount specified in the Final Terms (which may be the Early Redemption Amount (as described in Condition 5(b) above)) or the Make Whole Redemption Price (as defined below), together (in either case) with interest (if any) accrued to the date fixed for redemption. Any such redemption or exercise must relate to Notes of a nominal amount at least equal to the Minimum Redemption Amount to be redeemed specified in the Final Terms and no greater than the Maximum Redemption Amount to be redeemed specified in the Final Terms.

Call Option: Applicable
Optional Redemption Date: 22 August 2028
Optional Redemption Amount: Early Redemption Amount
Make Whole Redemption Price: Not Applicable

Substitution or Variation following a Tax Event, Capital Disqualification Event or Loss Absorption Disqualification Event, as applicable

Where 'Substitution or Variation' is specified in the Final Terms as being applicable and the Company has satisfied the Trustee that a Tax Event (as defined in Condition 5(c)), a Capital Disqualification Event (as defined in Condition 5(d)) or a Loss Absorption Disqualification Event (as defined in Condition 5(e)), as applicable, has occurred and is continuing, then the Company may, subject to the other provisions of this Condition 7 (without any requirement for the consent or approval of the Noteholders or the Trustee (subject to the notice requirements below)) either substitute all (but not some only) of the Notes for, or vary the terms of the Notes so that they remain or, as appropriate, become, Compliant Securities. Upon the expiry of the notice required by this Condition 7, the Company shall either vary the terms of, or substitute, the Notes in accordance with this Condition 7, as the case may be and, subject as set out below, the Trustee shall agree to such substitution or variation.

Redemption of Dated Subordinated Notes following the occurrence of a Capital Disqualification Event

Where a Capital Disqualification Event Call is specified as being applicable in the Final Terms relating to Dated Subordinated Notes, the Company may at its option but subject to Condition 5(k), having given not less than 15 nor more than 60 days' notice in accordance with Condition 15, redeem all but not some only of the Notes outstanding (if the Notes are Floating Rate Notes) on the next Interest Payment Date or (if the Notes are not Floating Rate Notes) at any time at the Early Redemption Amount, together (if applicable) with any accrued but unpaid interest up to (but excluding) the date fixed for redemption, if immediately prior to the giving of the notice referred to above, it satisfies the Trustee that a Capital Disqualification Event has occurred.

In these Conditions:
A "Capital Disqualification Event" shall be deemed to have occurred if at any time the Company determines that as a result of a change, or a pending change, in the regulatory classification of the relevant series of Dated Subordinated Notes, in any such case becoming effective on or after the relevant Issue Date, the entire or any part of the outstanding principal amount of such series of Dated Subordinated Notes ceases, or would be likely to cease, to be included in, or count towards, the Tier 2 Capital of the Company and/or the Group (other than as a result of any applicable limitation on the amount of such capital).

Waiver of set-off

Subject to applicable law, no holder of any Dated Subordinated Notes or the Coupons relating thereto (if any) nor the Trustee may exercise or claim any right of set-off in respect of any amount owed to it by the Company arising under or in connection with the Dated Subordinated Notes or the Coupons relating thereto, and each Noteholder or Coupon holder shall, by virtue of its being the holder of any Dated Subordinated Note or Coupon, be deemed to have waived all such rights of set-off. If the applicable Final Terms or Pricing Supplement specify, or specifies, as the case may be, that Senior Notes Waiver of Setoff is applicable, then the previous paragraph shall apply to the Senior Notes, the relative Coupons and each Noteholder and Coupon holder in respect of such Senior Notes mutatis mutandis and as if references in that paragraph to Dated Subordinated Notes were references to such Senior Notes.