EUREX

The Pledgee and the Pledgor have agreed in the Eurex Clearing Pledge Agreement that_except in
relation to distributions and as further provided below CBL shall, pt =f preneced- At.
e act solely in accordance with the instructions of

the Pledgee.

The Pledgee and the Pledgor hereby authorise and instruct CBL to follow instructions of the Pledgee
with respect to the Pledged Securities Account(s) subject to the limitations and provisions of CBL’s
general terms and conditions (the “General Terms and Conditions”) and the provisions of this letter.
Such instructions or notices_of the Pledgee can include, without limitation, the debit of the Pledged
Securities Account(s) and the transfer of part or all of any and all financial instruments within the
broadest sense i Juding but not-limited to-any-entitl ts-relating-t ising Afi ial

repayment) eligible in CBL-and credited erto suchthe Pledged Securities Account(s) (the

“Collateral”).

CBL shall solely comply with the instructions of the Pledgee in relation to (i) the exercise of any voting
rights attached to any item of Collateral maintained in the Pledged Securities Account(s), as well as (ii)
any conversion, subdivision, consolidation, redemption, takeover, pre-emption option or other right in
respect of any item of Collateral maintained in the Pledged Securities Account(s).

Until CBL is notified tethe-contrary by the Pledgeeof the occurrence of an Event of Default or
Enforcement Event, CBL shall be authorised to follow any instructions of the Pledgor with respect to
cash amounts standing to the credit of the Pledged Securities Account(s) subject to the limitations and
provisions of CBL’s General Terms and Conditions.

The Pledgor hereby agrees that, for the purposes of the authorisation of the Pledgee by the Pledgor
as set out above, it shall be fully liable to CBL for any and all obligations created on its behalf pursuant
to the authority described above and undertakes to ratify whatever Pledgee causes to be done under
such authority. The Pledgor hereby agrees and confirms that CBL shall not be liable and that the
Pledgor indemnifies, exonerates and holds CBL harmless from and against any and all actions,
causes of action, suits, losses, costs, liabilities, damages and expenses (including reasonable
attorneys’ fees and disbursements) incurred by CBL as a result of, or arising out of any action taken
by Pledgee under the authorisation described above.

Upon notification by the Pledgee to CBL of the occurrence of an Event of Default or Enforcement
Event in the form substantially set out in the attachment to this notice, CBL is required to (a) block the
Pledged Securities Accounts, (b) no longer comply with the instructions from the Pledgor and (c)
solely comply with the instructions from the Pledgee.

Upon the occurrence of an Enforcement Event which is continuing, the Pledgee will be entitled to
enforce the pledge and instruct the transfer of any Collateral standing to the credit of the Pledged
Securities Account(s). Any communication, notification and instruction in respect of an enforcement
shall be solely given by Pledgee to CBL.

CBL shall not verify or be responsible for the compliance of any instructions with the Eurex Clearing
Pledge Agreement or any other agreement between the Pledgor and the Pledgee and each of the
Pledgor and Pledgee hereby agree that CBL shall not be held liable for any action or omission
whatsoever, whether taken or omitted to be taken, erroneously or not, by the Pledgor or Pledgee.

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49 Undertaking of the Pledgor

(a)_The Pledgor shall not be entitled to carry-serveout any notification te-on CBL on the
basis of Article 18.1 b}(ii) and/or Article 24.1 of the Collateral Management Service
Agreement for Collateral Givers, with respect to, or affecting the functioning of, a
CBL GC Pooling Re-use Pledged Securities Account, as long as:

(ai) all outstanding Relevant Secured Liabilities connected with inrespectofthat
CBL GC Pooling Re-use Pledged Securities Account have not been satisfied
in full; and

jib) the release of all pledges (including any Previous Pledge, the Pledge and

any Permitted Pledge) in-respect ofover the Relevant Pledged Assets to that
CBL GC Pooling Re-use Pledged Securities Account has not been
irrevocably granted by the Pledgee to the Pledgor in full.

(b) The Pledgor shall not be entitled to serve any notification on CBL on the basis of
Article 24.3 of the Collateral Management Service Agreements as long as:

(i) all outstanding Relevant Secured Liabilities connected with all CBL GC
Pooling Re-use Pledged Securities Accounts (as well as all other
outstanding secured liabilities of the Pledgor vis-a-vis the Pledgee involving
accounts maintained with, or managed by, CBL under the terms of the
Collateral Management Service Agreements) have not been satisfied in full;
and

(ii)__the release of all pledges in favour of the Pledgee (including any Previous
Pledge, the Pledge and any Permitted Pledge) over the Relevant Pledged
Assets to all CBL GC Pooling Re-use Pledged Securities Accounts and any
other pledges involving accounts maintained with, or managed by, CBL
under the terms of the Collateral Management Service Agreements has not
been irrevocably granted by the Pledgee to the Pledgor in full.

5 No Re-Use Right of Relevant Pledged Assets

The Pledgee and the Pledgor agree that the Pledgee shall have no right to use the
Relevant Pledged Assets standing to the credit of the Pledged Securities Accounts during
the term of the Agreement.

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2.5

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(d) upon completion of the actions referred to in Clause 2.3 above, the Pledge shall be
duly perfected and shall constitute a legal, valid and binding security interest of each
Non-CmaxX Pledged Account in favour of the Pledgee not subject to any prior or pari
passu encumbrance (other than any Previous Pledge) and is not liable to be avoided
or otherwise set aside on the liquidation or insolvency of the Pledgor or otherwise;

(e) it will not transfer, assign, dispose of, pledge or otherwise encumber hereafter, the
Relevant Pledged Assets or any of its rights relating to any Non-CmaxX Pledged
Account (other than by a Previous Pledge or a Permitted Pledge);

(f) _ it will assist the Pledgee and generally make its best efforts, in order to obtain all
necessary consents, approvals and authorisations from any relevant authorities in
order to permit the exercise by the Pledgee of its rights and powers under this
Schedule 1;

(g) it has not taken any corporate action, nor have any other steps been taken or legal
proceedings been started or threatened against it, for bankruptcy, insolvency,
liquidation, or similar proceedings affecting the rights of creditors generally or for the
appointment of an insolvency receiver, administrator, administrative receiver, trustee
or similar officer in respect of all or part of its assets or revenues;

(h) it shall not take any action which may prejudice, directly or indirectly, the validity, the
effectiveness or the enforceability of the Pledge (or any Previous Pledge) or the
rights of the Pledgee under or in connection with the Pledge (or any Previous
Pledge) or have a material adverse effect on any Non-CmaX Pledged Account; and

(i) it shall take all actions which the Pledgee may reasonably request to protect the
validity, the effectiveness and the enforceability of the Pledge (or any Previous
Pledge) or the rights of the Pledgee under this Schedule 1, including against claims
made by third parties.

The Pledgor covenants that until the Pledge (and any Previous Pledge) shall be released
by the Pledgee, it will immediately inform the Pledgee of any attachment, execution or
other legal process commenced or threatened in respect of any Non-CmaX Pledged
Account or all or part of the Relevant Pledged Assets.

Security

The Pledgor shall not create or permit to subsist any security over the Relevant Pledged
Assets (other than any Previous Pledge and any Permitted Pledge).

The Pledgor shall at its own expense promptly and duly execute and make all such
assurances or do such acts and things as the Pledgee may reasonably require as being
necessary for perfecting or protecting all or any of the rights, powers, authorities and
discretions which are for the time being exercisable by the Pledgee under this Schedule
in relation to any Non-CmaxX Pledged Account for facilitating the enforcement and
exercise of any such rights or any part thereof and in the exercise of all powers,
authorities and discretions vested in the Pledgee. To that effect, the Pledgor shall in

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In case CBL previously received a notice of pledge in respect of a pledge agreement between Eurex
Clearing AG and the Pledgor and relating to Pledged Securities Accounts listed above, CBL is hereby
requested to (a) verify that its books and records appropriately reflect the pledge over the assets
securities standing from time to time to the credit of such Pledge Securities Account(s) in favour of the
Pledgee and (b) comply with the instructions contained in the present notice of pledge when managing
such Pledged Securities Account(s), irrespective of any management instructions previously given by
the Pledgor and Eurex Clearing AG to CBL.

CBL is hereby instructed to consider the assets-securities standing to the credit of the Pledged
Securities Account(s) as pledged in favour of the Pledgee until CBL is expressly notified otherwise by
the Pledgee. CBL shall not comply with any unilateral release instructions from the Pledgor (other than
in relation to distributions, as provided above) until CBL receives a matching instruction from the
Pledgee.

The Pledgor hereby expressly authorises CBL to disclose to Pledgee through the communication
means selected by Pledgee (the “Authorisation”) any reports and any information related to the
Pledged Securities Account(s) (the “Information’).

The Pledgor hereby agrees to hold harmless and not make any claim against CBL for any loss, claim,
liability, damage, cost or any expense whatsoever due to the disclosure to Pledgee of all or any part of
the Information.

Each of the Pledgor and Pledgee hereby acknowledges and agrees that in the event the Authorisation
is revoked by the Pledgor, CBL will no longer be entitled to provide to the Pledgee any Information
related to the Pledgor hereunder and the Pledgor and Pledgee hereby agree that CBL shall bear no
responsibility towards them in such case.

In the absence of gross negligence or wilful misconduct on its part, CBL shall not be liable to the
Pledgor and/or to Pledgee for any loss, claim, liability, expense or damage arising from any action
taken or omitted to be taken by CBL, in connection with the provision of services set out herein.

CBL shall not be liable for any action taken, or any failure to take any action required to be taken
which fulfils its obligations hereunder in the event and to the extent that the taking of such action or
such failure arises out of or is caused by events beyond CBL’s reasonable control, including, without
limitation, war, insurrection, riots, civil or military conflict, sabotage, labour unrest, strike, lock-out, fire,
water damage, acts of God, accident, explosion, mechanical breakdown, computer or systems failure,
failure of equipment, failure or malfunction of communications media, or interruption of power supplies;
the failure to perform, for any reason, of the Pledgor and/or Pledgee or of their respective
counterparty's depository, custodian, or financial institution; acts or omissions of issuers and any entity
acting for such issuers, the acts or omissions of (or the bankruptcy or insolvency of) any of CBL's
depositories, subdepositories, custodians, subcustodians or of any other clearance system or of any
carrier transporting securities between CBL and/or any of the foregoing; the failure to perform for any
reason of, or the incorrect performance of, any financial institution used by and properly instructed by
CBL to carry out payment instructions; reversal of order, law, judicial process, decree, regulation,
order or other action of any government, governmental body (including any court or tribunal or central
bank or military authority), or self-regulatory organisation; the collection from or deposit or crediting to
the Pledged Securities Account(s) of invalid, fraudulent or forged securities; and any act, omission or
fact due to the Pledgor and/or Pledgee.

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Schedule 1 — Attachment 1
Form of Notice of Pledge with respect to Securities in (non-CmaX) Luxembourg
Securities Accounts '

. ‘
To: From:

Clearstream Banking S.A., société anonyme
42, Avenue John F. Kennedy * “(as “Pledgor’)
L-1855 Luxembourg

R.C.S. Luxembourg B 9248
(‘CBL”’)

* Address line 1 *Street no.

* Address line 2

* Postal code *Town/city

Country

First name and surname of the contact person

* Phone *Fax

E-mail

and

Eurex Clearing AG

Mergenthalerallee 61

65760 Eschborn

Federal Republic of Germany

Registered in the commercial register of the
local court (Amtsgericht) in Frankfurt am
Main under HRB 44828

(as “Pledgee“)

+ Only applicable in case of a Non-CmaX Pledged Account(s) held by the Clearing Member,

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D
CS Pledged. ts-to-fe rtof-the- Rel t Pledged. ts—in-which
ig Pi iS)

(c) Substitutions

Substitutions of Relevant Pledged Assets will be operated by CBL in accordance
with the provisions of the Collateral Management Service Agreements.

3.63.7 Undertaking of the Pledgor

(a)_The Pledgor shall not be entitled to carry-outserve any notification te-on CBL on the
basis of Article 18.1 6}(ii) and/or Article 24.1 of the Collateral Management Service
Agreement for Collateral Giverss, with respect to, or affecting the functioning of, a
Cmax Pledged Account, as long as:

i) _¢a}+——————all outstanding Relevant Secured Liabilities inrespect
efconnected with that CmaX Pledged Account have not been satisfied in full;
and

(i(ii)_the release of all pledges (including any Previous Pledge, the Pledge and
any Permitted Pledge) over the Relevant Pledged Assets to in respect of that

Cmax Pledged Account has not been irrevocably granted by the Pledgee to
the Pledgor in full.

(b)_ The Pledgor shall not be entitled to serve any notification on CBL on the basis of
Article 24.3 of the Collateral Management Service Agreements as long as:

(i) all outstanding Relevant Secured Liabilities connected with all Cmax
Pledged Accounts (as well as all other outstanding secured liabilities of the
Pledgor vis-a-vis the Pledgee involving accounts maintained with, or
managed by, CBL under the terms of the Collateral Management Service
Agreements) have not been satisfied in full; and

(ii) the release of all pledges in favour of the Pledgee (including any Previous
Pledge, the Pledge and any Permitted Pledge) over the Relevant Pledged
Assets to all CmaX Pledged Accounts and any other pledges involving
accounts maintained with, or managed by, CBL under the terms of the
Collateral Management Service Agreements, has not been irrevocably
granted by the Pledgee to the Pledgor in full.

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2.8 Additional covenant of the Pledgor

The Pledgor shall not be entitled to notify CBL of athe release of the Pledge over the
Relevant Pledged Assets to the credit inrespect-of a Non-CmaxX Pledged Account as
long as:

(a) all outstanding Relevant Secured Liabilities in respect efconnected with the relevant
Non-Cmax Pledged Account have not been satisfied in full; and

(b) the release of all pledges (including any Previous Pledge and any Permitted Pledge)
in-vespectofover the Relevant Pledged Assets to that Non-CmaX Pledged Account
haves not been irrevocably granted by the Pledgee to the Pledgor in full.

CBL will be instructed under the Joint Notification not to comply with any unilateral
release instructions from the Pledgor unless and until CBL receives a matching
notification from the Pledgee.

3 Special Provisions with respect to Securities in Luxembourg CmaX Pledged
Securities Accounts, Luxembourg CmaX Omnibus Pledged Securities Accounts,
Luxembourg CmaX CASS Omnibus Pledged Securities Accounts, Luxembourg
Cmax ISA Pledged Securities Accounts and/or Luxembourg CmaX ISA CASS
Pledged Securities Accounts

If one or more Luxembourg CmaX Pledged Securities Accounts, Luxembourg Cmax
Omnibus Pledged Securities Accounts, Luxembourg CmaX CASS Omnibus Pledged
Securities Accounts, Luxembourg CmaX ISA Pledged Securities Accounts and/or
Luxembourg Cmax ISA CASS Pledged Securities Accounts (hereafter each a “CmaX
Pledged Account’) have been established in the name of the Clearing Member and
identified pursuant to Clause 2.1.2 of the Agreement, the following special provisions
apply:

31 Creation and-Perfection-of the Pledge

As continuing security for the due and full payment, discharge and performance of the
Relevant Secured Liabilities, the Pledgor hereby pledges to the Pledgee all the Relevant
Pledged Assets which are at present or are in the future deposited in the relevant CmaX
Pledged Account(s) and hereby grants to the Pledgee the Pledge (gage) over such
Relevant Pledged Assets.

3.2 Dete: ation of the Relevant Pledged Assets

All Securities standing from time to time to the credit of any CmaX Pledged Account are
pledged in favour of the Pledgee under and pursuant to this Agreement (including this
Schedule 1).

3:23.3 Perfection of the Pledge

For the perfection of the Pledge, for purposes of Article 5 (2) a) (iv) of the Luxembourg
Law on Financial Collateral Arrangements, the Relevant Pledged Assets shall, as and
when they are credited to the relevant CmaX Pledged Account, be designated in CBL’s

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particular execute all documents or instruments and give all notices, orders and directions
and make all registrations which the Pledgee may reasonably deems appropriate.

2.6 Disposal
The Pledgor shall not, nor shall the Pledgor agree to, enter into a single transaction or a
series of transactions (whether related or not and whether voluntary or involuntary) to
sell, lease, transfer or otherwise dispose of any Relevant Pledged Assets except as
permitted by the Clearing Conditions or the Agreement (including this Schedule 1) or the
arrangements governing a Previous Pledge or a Permitted Pledge and as long as no
Event of Default has occurred.
As of the occurrence of an Event of Default, the Pledgor may no longer dispose of the
Relevant Pledged Assets (except as otherwise agreed with the Pledgee). The Pledgee is
entitled to notify CBL of the occurrence of the Event of Default so as to block the
operation of the relevant Non-CmaxX Pledged Account(s) and ensure CBL solely complies
with the instructions of the Pledgee.
2.7 Rights attached to the Relevant Pledged Assets
(a) Voting and Related Rights
Provided that the Pledgor decides to exercise any Voting and Related Rights
attached to any Relevant Pledged Asset, the Pledgor shall first take all steps
necessary for a release by Eurex Clearing AG of the Pledge over the Relevant
Pledged Asset so as to achieve a withdrawal of the Relevant Pledged Assetrelevant
Security frer-out of the Non-CmaxX Pledged Account in accordance with the
Clearing Conditions.
The Pledgee will not exercise any Voting and Related Rights in respect of any
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).
(b) Distributions
The Pledgor shall be entitled to receive and retain any Distributions in respect of
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).
If credited to a Non-CmaX Pledged Account, and provided CBL has not been notified
of an Event of Default, the Pledgor shall be entitled to instruct CBL to transfer ani
such Distributions out of the. Non-CmaxX Pledged Account.
After the occurrence of an Event of Default notified to CBL, if any Distributions stand
to the credit of the Non-Cmax Pledged Account, the Pledgor shall be entitled to
request the Pledgee to instruct CBL to transfer such Distributions out of the Non-
Cmax Pledged Account.Distributions-c: d-tothe-relevant Non-CmaxP
A t-shall-f r-of the Relevant Pledged Asset
Pi ig
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(Date)
Dear Sir or Madam,

We would like to notify you hereby that (the “Pledgor”) has pledged in
favour of Eurex Clearing AG (the “Pledgee’”) all assets-securities standing from time to time to the
credit of the account(s) numbered:

Account number(s) | Account name(s)

tfhat have been opened in the name of the Pledgor in your books (each a “Pledged Securities
Account”) in accordance with a pledge agreement dated between the Pledgor as
pledgor and Eurex Clearing AG as pledgee (the “Eurex Clearing Pledge Agreement” and the pledge
granted thereunder, the “Pledge”).

As a result and in accordance with Article 5 (2) (a) (iv) of the Luxembourg law of 5 August 2005 on
financial collateral arrangements, as amended, CBL shall designate in its books that any-the securities
standing from time to time to the credit of the Pledged Securities Account(s) asare collectively pledged
in CBL’s books,-collectively for the benefit of the Pledgee.

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3.53.6

permitted by the Clearing Conditions, the Collateral Management Service Agreements,
the Agreement (including this Schedule 1) or the arrangements governing a Previous
Pledge or a Permitted Pledge, and as long as no Event of Default has occurred.

As of the occurrence of an Event of Default, the Pledgor may no longer dispose of the
Relevant Pledged Assets (except as otherwise agreed with the Pledgee). The Pledgee is
entitled to notify CBL of the occurrence of the Event of Default so as to block the
operation of the relevant Cmax Pledged Account(s) and ensure CBL solely complies with
the instructions of the Pledgee.

Collateral Management Service Agreements

Eurex Clearing AG and the Pledgor shall have entered into the Collateral Management
Service Agreements with CBL regarding-for the management of the collateral Relevant
Pledged Assets standing from time to time to the credit of the CmaX Pledged

Account(s)provided-under this Schedule.

g tofthe Rel t Pledged Assets i d. ith the-Clearing Conditi

In this regard:
(a) Exercise of Voting and Related Rights

Provided that the Pledgor decides to exercise any Voting and Related Rights
attached to a Relevant Pledged Asset, the Pledgor shall first substitute the Relevant
Pledged Asset in accordance with item (c) below.

The Pledgee will not exercise any Voting and Related Rights in respect of any
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).

(b) Distributions

The Pledgor shall be entitled to receive and retain any Distributions in respect of
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).

If credited to a CmaX Pledged Account in accordance with the Collateral
Management Service Agreements, and provided CBL has not been notified of an
Event of Default, the Pledgor shall be entitled to instruct CBL to transfer any such
Distributions out of the CmaX Pledged Account (subject to appropriate substitution
with eligible assets, if applicable, according to CBL's collateral valuation principles).

After the occurrence of an Event of Default notified to CBL, if any Distributions stand
to the credit of a Cmax Pledged Account, the Pledgor shall be entitled to request the
Pledgee to instruct CBL to transfer such Distributions out of the CmaX Pledged
Account.

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and a Termination with respect to the relevant Omnibus Standard
Agreement of the Clearing Member; and

{a}(c)__with respect to Luxembourg ISA Pledged Securities Accounts or
Luxembourg Cmax ISA Pledged Securities Accounts, upon the
occurrence of a Termination Event or an Insolvency Termination Event
and a Termination with respect to the relevant ISA Standard Agreement
of the Clearing Member.

“Event of Default” means the occurrence of one of the following events (a) an Insolvency
Event in relation to the Pledgor or (b) an Enforcement Event.

“Insolvency Event” has the same meaning as the term “Insolvency Related Events”
contained in Chapter | Part 1 Number 7.2.1 Paragraph (5) of the Clearing Conditions with
respect to the Pledgor.

“Luxembourg Law on Financial Collateral Arrangements” means the Luxembourg law
of 5 August 2005 on financial collateral arrangements, as amended.

“Non-CmaxX Pledged Account” has the meaning given to it in Clause 2.

“Permitted Pledge” means each pledge granted by the Pledgor to the Pledgee in the
Relevant Pledged Assets, securing the Relevant Secured Liabilities, after the date of the
Agreement.

“Pledge” means each first ranking pledge granted by the Pledgor to the Pledgee in the
Relevant Pledged Assets or, in case of the existence of any Previous Pledges, a security
(“gage”) in such Relevant Pledged Assets which is directly ranked behind such Previous
Pledges and created pursuant to Clauses 2.1, 3.1 and 4.1 below.

“Pledged Securities Account” means each of the following securities accounts in the
name of the Clearing Member and identified pursuant to Clause 2.1.2 of the Agreement:
the Luxembourg Pledged Securities Account(s), the Luxembourg Omnibus Pledged
Securities Account(s), the Luxembourg CASS Omnibus Pledged Securities Account(s),
the Luxembourg CmaxX Pledged Securities Account(s), the Luxembourg CmaX Omnibus
Pledged Securities Account(s), the Luxembourg CmaX CASS Omnibus Pledged
Securities Account(s), the CBL GC Pooling Re-use Pledged Securities Account(s), the
Luxembourg ISA Pledged Securities Account(s), the Luxembourg ISA CASS Pledged
Securities Account(s), the Luxembourg Cmax ISA Pledged Securities Account(s) and the
Luxembourg Cmax ISA CASS Pledged Securities Account(s).

“Previous Pledge” means each pledge that has been granted by the Pledgor to the
Pledgee in the Relevant Pledged Assets prior to the execution of the Agreement and has
not been released as of the time of the execution of the Agreement to which this.
Schedule 1 is attached.

“Relevant Pledged Assets” means all Securities which are at present or are in the future

deposited in the relevant Pledged Securities Accounts egetherwith-any Distributions
thereunder}for the purpose of securing the Relevant Secured Liabilities.

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For the avoidance of any doubt, based on Appendix C of the Collateral Management

Service Agreements and CBL’s internal processes, the provision of the Pledge
Information to CBL by the Pledgor and the Pledgee through matching Appendixes A will
automatically entail compliance by CBL with the Perfection Requirement; no further
notice or instruction by the Pledgor to CBL shall be required.

Accordingly, pursuant to the collateral management services provided by CBL under the

44

45

46

47

Collateral Management Services Agreements and CBL's systems, following completion of
matching Appendixes A CBL will automatically mark any Relevant Pledged Assets
deposited from time to time to the credit of the relevant CBL GC Pooling Re-use Pledged
Securities Account as collectively pledged in favour of the Pledgee.

To the extent that any Previous Pledge has been granted by the Pledgor in favour of the
Pledgee in relation to the Relevant Pledged Assets standing to credit of the existing CBL
GC Pooling Re-use Pledged Securities Account(s):

(a) the execution of the Agreement shall constitute evidence of the Pledgee’s consent to
the granting of the Pledge, in addition to the Previous Pledge; and

(b) no additional notification requirement shall be carried out by the Parties vis-a-vis
CBL in respect of the Pledge.
Marking to Market

The Marking to Market of Margin Collateral shall be made by-GBF-in accordance with the
Collateral Management Service AgreementsSC-Xemac.

The delivery of additional securities as Margin Collateral or the return of Relevant
Pledged Assets shall be operated by CBL pursuant to the Collateral Management Service
Agreements, and shall solely be based on instructions given by Eurex Clearing AG to
CBL.

Substitution

Substitution of Relevant Pledged Assets will be operated by CBL CBF_acting-on behalf of
Eurex-Clearing- AG-in accordance with the Collateral Management Service
AgreementsSC-Xemac.

Security

The Pledgor shall not create or permit to subsist any security over the Relevant Pledged
Assets (other than any Previous Pledge and any Permitted Pledge).

Disposal

The Pledgor shall not, nor shall the Pledgor agree to, enter into a single transaction or a
series of transactions (whether related or not and whether voluntary or involuntary) to
sell, lease, transfer or otherwise dispose of the Relevant Pledged Assets except as
permitted by the Clearing Conditions, the Agreement (including this Schedule 1), the
arrangements governing a Previous Pledge or a Permitted Pledge; SC-Xemac-or the

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41

4.2

43

Special Provisions with respect to Securities in CBL GC Pooling Re-use Pledged
Securities Accounts

If one or more CBL GC Pooling Re-use Pledged Securities Accounts have been
established in the name of the Clearing Member and identified pursuant to Clause 2.1.2
of the Agreement to which this Schedule_1 is attached, the following special provisions
apply:

Creation of the Pledge

As continuing security for the full payment, discharge and performance of the Relevant
Secured Liabilities, the Pledgor hereby pledges to the Pledgee all the Relevant Pledged
Assets which are at present or are in the future deposited in the CBL GC Pooling Re-use
Pledged Securities Account(s) and hereby grants to the Pledgee the Pledge (gage) over
such Relevant Pledged Assets.

Determination of the Relevant Pledged Assets

ing AG 1 iderthataAll Securities: ts standing from time to time to the credit
of any CBL GC Pooling Re-use Pledged Securities Account are pledged in favour of the
Pledgee under and pursuant to this Agreement (including this Schedule 1).

Ch

Perfection of the Pledge

For the perfection of the Pledge, for purposes of Article 5 (2) a) (iv) of the Luxembourg
Law on Financial Collateral Arrangements, the Relevant Pledged Assets shall, as and
when they are credited to the CBL GC Pooling Re-use Pledged Securities Account(s), be
designated in CBL's books, collectively by reference to the relevant CBL GC Pooling Re-
use Pledged Securities Account, as pledged in favour of the Pledgee (the “Perfection
Requirement’).

d. ith the Collateral Manag it ice Agi ts. For this purpose, on or
around the execution of the Agreement, the Pledgor and the Pledgee shall inform CBL by
or through the execution of the relevant Collateral Management Service Agreement, and
notably by the completion of matching Appendixes A thereunder (each an “Appendix A’)
requesting “Collateral Agreement” related services from CBL (through selection of “TCMS
PL” services in Appendix A), of the existence of the Pledge and that any Relevant
Pledged Assets standing from time to time to the credit of the CBL GC Pooling Re-use
Pledged Securities Account are pledged in favour of Eurex Clearing AG (altogether, the

“Pledge Information’).

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books, collectively by reference to the relevant CmaX Pledged Account, as pledged in

favour of the Pledgee (the “Perfection Requirement’).

Agreements. For this purpose, on or around the execution of the Agreement, the Pledgor
and the Pledgee shall inform CBL by or through the execution of the relevant Collateral
Management Service Agreement, and notably by the completion of matching Appendixes
A thereunder (each an “Appendix A”) requesting “Collateral Agreement’ related services
from CBL (through selection of “TCMS PL” services in Appendix A), of the existence of
the Pledge and that any Relevant Pledged Assets standing from time to time to the credit
of the CmaxX Pledged Account are pledged in favour of Eurex Clearing AG (altogether,

the “Pledge Information”).

For the avoidance of any doubt, based on Appendix C of the Collateral Management

Service Agreements and CBL’s internal processes, the provision of the Pledge
Information to CBL by the Pledgor and the Pledgee through matching Appendixes A will
automatically entail compliance by CBL with the Perfection Requirement; no further
notice or instruction by the Pledgor to CBL shall be required.

Accordingly, pursuant to the collateral management services provided by CBL under the
Collateral Management Services Agreements and CBL’s systems, following completion of
matching Appendixes A CBL will automatically mark any Relevant Pledged Assets
deposited from time to time to the credit of the relevant CmaX Pledged Account as
collectively pledged in favour of the Pledgee.

To the extent that any Previous Pledge has been granted by the Pledgor in favour of the
Pledgee in relation to the Relevant Pledged Assets standing to credit of the existing
Cmax Pledged Account(s):

(a) the execution of the Agreement shall constitute evidence of the Pledgee’s consent to
the granting of the Pledge, in addition to the Previous Pledge; and

(b) no additional notification requirement shall be carried out by the Parties vis-a-vis
CBL in respect of the Pledge.

3.33.4 Security
The Pledgor shall not create or permit to subsist any security over the Relevant Pledged
Assets (other than any Previous Pledge and any Permitted Pledge).
3.43.5 Disposal
The Pledgor shall not, nor shall the Pledgor agree to, enter into a single transaction or a
series of transactions (whether related or not and whether voluntary or involuntary) to
sell, lease, transfer or otherwise dispose of any Relevant Pledged Assets except as
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2.4

(the “Joint Notification”). The Pledgor shall ensure that CBL returns a duly
acknowledged version of the Joint Notification to the Pledgee.

The Joint Notification includes, amongst other things, instructions from the Pledgee and
the Pledgor to CBL on the manner Relevant Pledged Assets standing to the credit of the
Non-CmaxX Pledged Account(s) shall be managed by CBL as long as CBL is not
otherwise instructed by the Pledgee (acting in compliance with its rights and obligations
vis-a-vis the Pledgor).

To the extent that any Previous Pledge has been granted by the Pledgor in favour of the
Pledgee in relation to Relevant Pledged Assets standing to credit of the Non-CmaX
Pledged Account(s):

(i) the execution of the Agreement shall constitute evidence of the Pledgee’s consent to
the granting of the Pledge, in addition to the Previous Pledge;

(ii) the Pledgee and the Pledgor will not be required to proceed with the Joint
Notification to CBL in respect of the Pledge, provided that the Pledgee and the
Pledgor previously notified CBL of the Previous Pledge along the lines of a similar
notice to the Joint Notification (i.e, a notice referring to the perfection of the Previous
Pledge on the basis of Article 5 (2) a) (iv) of the Luxembourg Law on Financial
Collateral Arrangements); and

(iii) (in case previous notification to CBL in respect of a Previous Pledge did not take the
form of a Joint Notification), when notifying the Pledge to CBL along the lines of the
Joint Notification, the Pledgor will not be required to collect the acknowledgement of
the Pledge from CBL if a similar acknowledgement (including in respect of the waiver
contained therein) was previously collected from CBL and communicated to the
Pledgee.

Representations, Warranties and Covenants

The representations, warranties and covenants under this Clause 2.4 are made as of the
date of the Agreement and are deemed repeated each time Relevant Pledged Assets are
credited to a Non-CmaX Pledged Account.

The Pledgor hereby represents and covenants that:
(a) it is (and will remain) the sole holder of each Non-CmaxX Pledged Account;

(b) it is (and will remain) the owner of the Relevant Pledged Assets or, if it is not the
owner of the Relevant Pledged Assets, it will have obtained the securities’ owner or
deemed owner's consent to the granting of the pledge before the pledge is created
and the Relevant Pledged Assets transferred to the relevant Non-CmaxX Pledged
Account;

(c) it has the right to pledge the Relevant Pledged Assets (in case a Previous Pledge
has been granted by the Pledgor to the Pledgee, this representation is granted by
the Pledgor to the Pledgee based on the Pledgee’s consent granted in Clause 2.1);

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6.1

6.2

This Clause shall supersede any existing arrangement in this regard and, to the extent
applicable and between the Parties only, shall prevail on any provision of the Collateral
Management Service Agreements in this regard.

Enforcement

Realisation of the Relevant Pledged Assets

Subject to the contractual limitation on the realisation of the pledged securities pursuant
to Clause 3.2 of the Agreement, the Pledgee may, upon the occurrence of an
Enforcement Event, realise the Relevant Pledged Assets or any part thereof, in
accordance with applicable provisions of Luxembourg law and with the procedures and
notifications provided in the CBL Governing Documents and the Collateral Management
Service Agreements, to the extent applicable, with the right for the Pledgee:

(a) to appropriate any of the Relevant Pledged Assets at the fair market value thereof
determined by Eurex Clearing AG, acting in good faith and whose determinations
and valuations shall be binding (save in case of manifest error). For the avoidance of
doubt, the valuation can be made before or after the date of appropriation in which
case the fair value of the Relevant Pledged Assets will be valued as at the date of
the appropriation;

(b) to sell or cause the sale of any Relevant Pledged Assets that constitute financial
instruments (including transferable securities) listed or quoted on a stock exchange
in Luxembourg or abroad or dealt on one of the markets defined in Article 11 (1) (e)
of the Luxembourg Law on Financial Collateral Arrangements at such stock
exchange or on such market;

(c) to sell or cause the sale of any Relevant Pledged Assets that constitute financial
instruments (including transferable securities) other than those referred to in
Paragraph (b) above by private agreement at normal commercial conditions;

(de) to apply to court to be authorised to make the appropriation of the Relevant Pledged
Assets at a price to be determined by expert; and

(ef) to take advantage of any other realisation or enforcement method permissible under
applicable law.

Notification to CBL of an Event of Default or Enforcement Event

At any time while an Event of Default or Enforcement Event is continuing, the Pledgee
may (without any obligation) notify CBL that such an event has occurred substantially in
the form of the notice attached hereto as Attachment 2 for Non-CmaX Pledged Accounts
and in accordance with the procedures and notifications provided in the CBL Governing
Documents and the Collateral Management Service Agreements for CmaX Pledged
Accounts and CBL GC Pooling Re-use Pledged Securities Accounts.

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4312

4413

4514

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Rights, Waivers and Determinations

Ambiguity

(a) Where there is any ambiguity or conflict between the rights conferred by law and
those conferred by or pursuant to the Clearing Conditions and the Clearing
Agreement (including this Schedule 1), the corresponding terms of the Clearing
Conditions and of the Clearing Agreement (including this Schedule 1) shall prevail.

(b) The provisions of this Schedule are without prejudice to the provisions of the
Clearing Conditions and of the Clearing Agreement. In case of inconsistency, the
provisions in the Clearing Conditions and the Clearing Agreement shall prevail, save
as regards the management and enforcement provisions set forth in this Schedule
which shall be overriding.

Exercise of rights

No failure to exercise, nor any delay in exercising, on the part of the Pledgee, any right or
remedy under the Clearing Conditions and the Clearing Agreement (including this
Schedule 1) shall operate as a waiver, nor shall any single or partial exercise of any right
or remedy prevent any further or other exercise of such right or remedy or the exercise of
any other right or remedy.

Assignment

Unless otherwise provided for in the Clearing Conditions or in the Clearing Agreement
(including this Schedule 1), the-neither Partyies shall Retassign any of theirits rights or
claims under this Schedule 1 except with the prior written consent of the other Party.

Severability

Any provision in this Schedule 1 that is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or
unenforceability, without invalidating the remaining provisions hereof, and any such
prohibition or unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction.

Headings

The Clause headings used in this Schedule 1 are for convenience of reference only and
shall not affect the construction of this Schedule 1-4.

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21

2.2

2.3

Words denoting the singular shall include the plural and vice versa, words denoting one
gender shall include all other genders and words denoting persons shall include firms and
corporations and vice versa.

Any reference in this Schedule 1 to any statutory provisions shall be construed as a
reference to the statutory provisions as the same may from time to time be changed by
any statutory modification or re-enactment thereof or any statutory instrument, order or
regulation made thereunder or under any such re-enactment.

References to any document or agreement shall be construed as a reference to that
document or agreement as the same may from time to time be amended, modified,
barred, supplemented or novated.

Special Provisions with respect to Securities in Luxembourg Pledged Securities
Accounts, Luxembourg Omnibus Pledged Securities Accounts, Luxembourg CASS
Omnibus Pledged Securities Accounts, Luxembourg ISA Pledged Securities
Accounts and/or Luxembourg ISA CASS Pledged Securities Accounts

If one or more Luxembourg Pledged Securities Accounts, Luxembourg Omnibus Pledged
Securities Accounts, Luxembourg CASS Omnibus Pledged Securities Accounts,
Luxembourg ISA Pledged Securities Accounts and/or Luxembourg ISA CASS Pledged
Securities Accounts (hereafter each a “Non-CmaX Pledged Account”) have been
established in the name of the Clearing Member and identified pursuant to Clause 2.1.2
of the Agreement, the following special provisions apply:

Creation of the Pledge

As continuing security for the due and full payment, discharge and performance of the
Relevant Secured Liabilities, the Pledgor hereby pledges to the Pledgee the Relevant
Pledged Assets which are at present or are in the future deposited in the relevant Non-
Cmax Pledged Account and hereby grants to the Pledgee a Pledge (gage) over such
Relevant Pledged Assets.

Determination of the Relevant Pledged Assets

Unk therwi .d-by_the Parties (and. icated_by_E: Clearing AG-t
ig ¥ ¥ gs

GBL)-aAll assets-Securities standing from time to time to the credit of any Non-CmaxX
Pledged Account are pledged in favour of the Pledgee under and pursuant to this

Agreement (including this Schedule 1).

Perfection of the Pledge

For the perfection of the Pledge, for purposes of Article 5 (2) a) (iv) of the Luxembourg
Law on Financial Collateral Arrangements, the Relevant Pledged Assets shall, as and
when they are credited to the Non-CmaX Pledged Account(s), be designated in CBL's
books, collectively by reference to the relevant Non-CmaxX Pledged Account, as pledged
in favour of the Pledgee.

For this purpose, on the date of the Agreement, the Pledgor and the Pledgee shall
execute and send to CBL the joint notification set out in Attachment 1 to this Schedule 1

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“Relevant Secured Liabilities’ means

(i) with respect to the Pledge over Relevant Pledged Assets securities-credited to one
or more Luxembourg Pledged Securities Account(s), Luxembourg CmaX Pledged
Securities Account(s) or CBL GC Pooling Re-use Pledged Securities Account(s), the
Secured Claims pursuant to Chapter | Part 2 Subpart A Number 4.3.3 Paragraph (1)
of the Clearing Conditions (including any Secured CASS Omnibus Claims);

(ii) with respect to the Pledge over Relevant Pledged Assets securities-credited to one
or more Luxembourg Omnibus Pledged Securities Account(s) or Luxembourg CmaX
Omnibus Pledged Securities Account(s), the Secured Omnibus Claims (as defined in
Chapter | Part 2 Subpart A Number 4.3.3 Paragraph (1) (ii) of the Clearing
Conditions) (other than any Secured CASS Omnibus Claims);

(iii) with respect to the Pledge over Relevant Pledged Assets securities-credited to one
or more Luxembourg CASS Omnibus Pledged Securities Account(s) or Luxembourg
CmaX CASS Omnibus Pledged Securities Account(s), all Secured CASS Omnibus
Claims (as defined in Chapter | Part 2 Subpart D Number 3.3),

(iv) with respect to the Pledge over Relevant Pledged Assets securities-credited to one
or more Luxembourg ISA Pledged Securities Account(s) or Luxembourg CmaX ISA
Pledged Securities Account(s), all Secured ISA Claims (as defined in Chapter |
Part 4 Number 6.3.3.1 of the Clearing Conditions) (other than any Secured ISA
CASS Claims); and

(v) with respect to the Pledge over Relevant Pledged Assets securities-credited to one
or more Luxembourg ISA CASS Pledged Securities Account(s) or Luxembourg
Cmax ISA CASS Pledged Securities Account(s), all Secured ISA CASS Claims (as
defined in Chapter | Part 4 Number 6.3.3.3 of the Clearing Conditions).

“Securities” means book-entry securities, which are deposited to the credit of the
relevant Pledged Securities Account.

“Voting and Related Rights” with respect to any Security, means any voting right
attached to it as well as any other rights, including, without limitation, rights related to
conversions, subdivisions, consolidations, redemptions, takeovers, pre-emption options
or other rights of similar nature.

1.2 Construction

Unless a contrary indication appears, any reference in this Schedule 1 to:

(a) the “Pledgor’, the “Pledgee” or any “Party” shall be construed so as to include its
successors in title, permitted assignees and permitted transferees; and

(b) “assets” includes present and future properties, revenues and rights of every
description;

(c) the “Schedule 1” shall be understood as a reference to this Schedule 1 as well as to
the provisions of the Agreement, unless the context requires otherwise.

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48

Collateral Management Service Agreements, and as long as no Event of Default has
occurred.

As of the occurrence of an Event of Default, the Pledgor may no longer dispose of the
Relevant Pledged Assets (except as otherwise agreed with the Pledgee). The Pledgee is
entitled to notify CBL of the occurrence of the Event of Default so as to block the
operation of the CBL GC Pooling Re-use Pledged Securities Account(s) and ensure CBL
solely complies with the instructions of the Pledgee.

Collateral Management Service Agreements

Eurex Clearing AG and the Pledgor shall have entered into Collateral Management
Service Agreements with CBL regarding-for the management of the Relevant Pledged
Assets standing from time to time to the credit of the CBL GC Pooling Re-use Pledged
Securities Account(s)cotateral-provided-underthis-Schedule.

Without p: toCh AA and4.5,the+t fthe-Collateral-M: t

In this regard:
(a) Exercise of Voting and Related Rights

Provided that the Pledgor decides to exercise any Voting and Related Rights
attached to a Relevant Pledged Asset, the Pledgor shall first substitute the Relevant
Pledged Asset in accordance with Clause 4.5 above.

The Pledgee will not exercise any Voting and Related Rights in respect of any
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).

(b) Distributions

The Pledgor shall be entitled to receive and retain any Distributions in respect of
Relevant Pledged Assets (unless and until enforcement of the Pledge occurs and
the relevant Securities are no longer in the ownership of the Pledgor).

If credited to a CBL GC Pooling Re-use Pledged Securities Account in accordance
with the Collateral Management Service Agreements, and provided CBL has not
been notified of an Event of Default, the Pledgor shall be entitled to instruct CBL to
transfer any such Distributions out of the CBL GC Pooling Re-use Pledged
Securities Account (subject to appropriate substitution with eligible assets, if
applicable, according to CBL’s collateral valuation principles).

After the occurrence of an Event of Default notified to CBL, if any Distributions stand
to the credit of a CBL GC Pooling Re-use Pledged Securities Account, the Pledgor
shall be entitled to request the Pledgee to instruct CBL to transfer such Distributions
out of the CBL GC Pooling Re-use Pledged Securities Account(s).

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6.3

9.1

9.2

10

Limitation on Realisation

Without prejudice to Clause 3.2 of the Agreement, the Pledgee shall realise the Relevant
Pledged Assets only to the extent necessary to recover the Relevant Secured Liabilities
that are due. To the extent that, notwithstanding the reasonable efforts of the Pledgee to
comply with the provisions of the first sentence of this paragraph, the cash proceeds
received by the Pledgee in respect of any realisation of all or any part of the Relevant
Pledged Assets exceed the amount of the Relevant Secured Liabilities due at that time,
such excess proceeds shall be returned to the Pledgor.

Order of Distributions

All amounts received or recovered by the Pledgee in the exercise of its rights under the
Agreement (including this Schedule 1) shall, subject to the rights of any creditors having
priority, be applied in the following order:

(a) in or towards the payment of the Relevant Secured Liabilities which will be valued in
accordance with the Clearing Conditions; and

(b) in payment of any surplus to the Pledgor or any other person entitled to it.

Liability of the Pledgee

The Pledgee shall not be liable to the Pledgor for any costs, losses, liabilities or expenses
relating to the realisation of any Relevant Pledged Assets, except to the extent caused by
its own gross negligence or wilful misconduct.

Saving Provisions

Continuing Security

Each Pledge is a continuing security and will extend to the final performance of the
Relevant Secured Liabilities to Eurex Clearing AG by the Pledgor, regardless of any
intermediate payment or discharge in whole or in part. No change, novation or
amendment whatsoever in and to the liabilities and to any document related to the
Relevant Secured Liabilities shall affect the validity and the scope of this Schedule 1.

Immediate recourse

The Pledgor waives any right it may have of first requiring the Pledgee to proceed against
or enforce any other rights or security or claim payment from any person before claiming
from the Pledgor under this Schedule.

Notices

Each communication to be made between the Parties under or in connection with this
Schedule shall be made in accordance with the relevant provisions of the Clearing
Agreement and the Clearing Conditions.

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