This A

inte

the-date-of the last

Repe-Licence-and Pledger)
e Clearing -Akti f f
{as-Pledgee) (Place+ Date)

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If credited to a GC Pooling Securities Account, 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 GC Pooling Securities Account.

As of the occurrence of an Event of Default, the Pledgee may require that Distributions

made under the Pledged Assets be credited to the relevant GC Pooling Securities Account
to form part of the Pledged Assets, in which case it shall notify CBL of the occurrence of an
Event_of Default _in accordance with the notification procedures attached hereto_as
Attachment 2.

44 Undertaking of the Pledgor

(a)

The Pledgor shall not be entitled to serve any notification on CBL_on the basis of

Article 18.1 (iv) and/or Article 24.1 of the Collateral Management Service Agreement for
Collateral Receivers, with respect to, or affecting the functioning of, the GC Pooling

Securities Account(s), as long as:

(i) all outstanding Secured Liabilities have not been satisfied in full; and

(ii)_the release of the Pledge has not been irrevocably granted by the Pledgee to the
Pledgor in full.

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 Secured Liabilities (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 the Pledge in favour of the Pledgee in relation to all the GC Pooling

Securities Account(s) 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 Representations

The Pledgor hereby represents and warrants-tothe-Pledgee-covenants that:

(a)

(b)

at the time when Securities are credited to the GC Pooling Securities Account(s), it is the
owner of the Securities or otherwise entitled or authorised to pledge the Securities in
favour of the Pledgee;

the Pledge granted under this Schedule 1 shall be duly perfected and shall constitute a

(c)

legal, valid and binding first ranking security interest in the GC Pooling Securities Accounts
in favour of the Pledgee not subject to any prior or pari passu encumbrance and is not
liable to be avoided or otherwise set aside on the liquidation or insolvency of the Pledgor
or otherwise;

it_will not transfer, assign, dispose of, pledge or otherwise encumber hereafter, the

(as of 24.10.2022)

Pledged Assets (otherwise than pursuant to the Pledge granted under this Schedule 1);

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This notification and any contractual and non contractual obligations deriving therefrom shall be
governed by Luxembourg law. Any dispute arising in connection with this notification shall be
submitted to the exclusive jurisdiction of the courts of the City of Luxembourg (Grand Duchy of
Luxembourg).

Please ret +h: 1s—of thi tification _to the Pledgee_—_duly_signed_by authorised
representatives of CB -o-conim CBL’s agreement on the terms of this notification inelsing GB's
fit tualand statutory-ti d-set off-rights-4 n Articles-43-and-44 Section4
f-the-G. ey d- Condit £CBL) und is "7 ith the Pledged Asset Jong

Kind regards,

Acting for the Pledgor

Name Name
Capacity Capacity

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(2) The ISA Direct Light License Holder hereby undertakes to issue all relevant notices
to, and obtain all relevant acknowledgements from, CBL for the perfection of such
pledge, as further set out in Schedule 1.

2.4 Security Purpose (Sicherungszweck) of the Pledges

2.4.1 The pledges of the securities pursuant to Clause 2.2 shall secure all present and future
claims of Eurex Clearing AG arising from all GC Pooling Repo Transactions of the ISA
Direct Light License Holder and all other present and future claims of Eurex Clearing AG
against the ISA Direct Light License Holder arising under the Clearing Agreement
between Eurex Clearing AG and the ISA Direct Light License Holder (including, without
limitation, any compensation claims pursuant to Chapter IV Part 3 Number 3.5.4 of the
Clearing Conditions against the ISA Direct Light License Holder).

2.4.2 The pledges of the securities pursuant to Clause 2.3 shall secure the claims of Eurex
Clearing AG identified in Schedule 1.

2.5 Registration

To the extent required by applicable law for the valid creation and/or enforceability of a
security interest and without prejudice to any undertakings set out in this Agreement
relating to the perfection of pledges, the ISA Direct Light License Holder will arrange for
the due filing and registration of any security interest granted pursuant to or in
accordance with Clauses 2.2 and 2.3 (where relevant, in connection with Schedule 1
hereto) with any relevant competent authority or any relevant competent register, and will
evidence the due filing and registration of such security interest to Eurex Clearing AG.

3 Representations

The ISA Direct Light License Holder represents and warrants by way of an independent
guarantee and irrespective of fault (se/bstaéndiges, verschuldensunabhangiges
Garantieversprechen) to Eurex Clearing AG that

(i)__at the time when the relevant securities are credited to the relevant securities
account or sub-account to which any of the pledges set out or referred to in
Clauses 2.2 and 2.3 relate

(a) _itis the owner of the securities or otherwise entitled or authorised to pledge the
securities to Eurex Clearing AG (and, in respect of pledges created pursuant to
Clause 2.3, to the extent that the securities to be credited to a Luxembourg
Pledged Securities Account are not owned by the ISA Direct Light License
Holder at the time of their credit to such Luxembourg Pledged Securities
Account, the ISA Direct Light License Holder represents and warrants that it will
have obtained the securities’ owner's or deemed owner's consent to the
granting of the pledge before the pledge is created and the concerned securities
transferred to the relevant Luxembourg Pledged Securities Account), and

(b)_ such securities are not subject to any prior or equal claims of third parties.
except for any rights and claims arising pursuant to the standard business terms
of any central securities depository (CSD) or as a matter of law. The ISA Direct
Light License Holder shall not, for the duration of any such pledge, permit an’
such claims to arise without the prior consent of Eurex Clearing AG:

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Schedule 1 — Attachment 1
Form of Notice of Pledge

. ,

To: From:

Clearstream Banking S.A., société anonyme

42, avenue John F. Kennedy *  Pledgor
L-1855 Luxembour
R.C.S. Luxembourg B 9248
CCBL") * “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
Eurex Clearing Aktiengesellschaft
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”)
Fy ~ N: f Plod,
7 Ss
Address:
“P| )
FE E Ch ti lischaft
is i)
M thalerallee 64
g 7
—65760-Esehborn,
Federal Republic-of G.
P y

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Schedule 4 — Attachment 2
Form of Notice to be given to Clearstream Banking S.A. in Case
of an Event of Default/Enforcement EventNotice To Be Gi To Cl ts Banking S.A. I

Case-Of An {Event of Default/Enforcement Event}
{Letterhead-of Pledgee}

To: From:

Clearstream Banking S.A.

To the attention of Eurex Clearing Aktiengesellschaft

Mergenthalerallee 61,

42, avenue J.F. Kennedy 65760 Eschborn.
L-1855 Luxembourg Federal Republic of Germany
Grand Duchy of Luxembourg Registered in the commercial register of the

local court (Amtsgericht) in Frankfurt am
Main under HRB 44828
(as “Pledgee”)

cc:
Name’
(Address)
‘the “Pledgor”)
Date’
By Clearst Banking SA
= gS:
Te the attention of fe]
42 J EK, d
7 aa y
——_-1855 Luxembourg
Grand-Duchy-of | b
y g
ec: fPledgor}
—— +}
fo-Date-o}
Dear Sir_or Madams,
Notice of an [Event of Default/Enforcement Event]
We refer to the bank account bearing number(s) fe}- (the "GC Pooling

Securities Account(s)") opened in the name of [Pledgor] (the "Pledgor") with your institution.

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and-This contractual pledge arrangement has been created pursuant to the terms of aepenedinthe
#-the Pledger in-your book ha "GC Peoling S: ities A "i d ith
pledge agreement dated entered into between the Pledgor as pledgor and the
Pledgee as pledgee,_and_in particular its Schedule 1 (the "Clearstream Pledge Agreement").
Capitalised terms not defined in this notification shall have the meaning as defined in the Clearstream

Pledge Agreement.

4a-thisregard—wWe would be grateful if CBL could designate in CBL’s books that the Pledged
Assetssecurities standing from time to time to the credit of the GC Pooling Securities Account(s) (the
“Pledged Assets”) are pledged in favour of the Pledgee, as and when the Pledged Assets are
credited to such account(s).

The Pledgee and the Pledgor have agreed in the Clearstream Pledge Agreement that CBL, as
depository of the assets pledged under the Clearstream Pledge Agreement, shall, except as provided
otherwise in this notice and as long as it is not notified of the occurrenced_of an Event of Default or

Enforcement Event, act-solely d ith the-instruct the Rledgee—Thi control
hanism_is—instituted t-to-article-5.

Services Agreements")-manage the Pledaed Assets (including distributions and voting and related
tights) in accordance with CBL’s collateral management services in respect of Transaction related
services, as selected by the Pledgor as collateral receiver and the Pledgee as collateral giver, in their
respective matching Appendixes A to their collateral management service agreements with CBL (as
amended from time to time, including by way of side letters) for the purposes of generating the GC
Pooling Securities Account(s) identified above.

" Pledge-A + the Collateral
Sh

If CBL is notified by the Pledgee of the
occurrence of an Event of Default or + Enforcement Event under the Clearstream Pledge Agreement, in
which-case-CBL shall solely comply with the Pledgee’s instructions (or the instructions of any agent
acting in the name and for the account of the Pledgee) until notification to the contrary by the Pledgee
to CBL.

Upon the occurrence of an Enforcement Event which is continuing, the Pledgee will be entitled to
enforce the Pledge pursuant to Clause 6 of the Clearstream Pledge Agreement. In-accerdancewith
8. + ret Ranism_—aAny communication, notification and instruction in respect of
an enforcement shall be solely given by the Pledgee (or any agent acting in the name and for the
account of the Pledgee) to CBL.

As long as CBL is not notified by the Pledgee of the release of the Pledge and termination of the
Clearstream Pledge Agreement, CBL is hereby informed that the Pledgor, as collateral receiver, is not
entitled to serve a notice of event of default in respect of the Pledgee, as collateral giver, under the
terms of article 18 of the collateral management service agreement (as amended from time to time,
including by way of side letter) concluded between CBL and the Pledgor, and that any such notice
shall be disregarded by CBL.

In case of inconsistency between the terms of this notification and the terms of the Collateral
Management Service Agreements, the term of this notification shall prevail.

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1

Rights, Waivers and Determinations

Ambiguity

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

(b)_ The provisions of this Schedule 1 are without prejudice to the provisions of the Clearing
Agreement, the Clearing Conditions and the Agreement. In case of inconsistency, the
provisions in the Clearing Agreement, the Clearing Conditions and the Agreement shall
prevail, save as regards the account control and enforcement provisions set forth in this
Schedule 1 which shall be overriding.

{a)—Where_there_i biguit flict_bet the-right ferred by; d-th

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, the Clearing Agreement and the Agreement (including
this Schedule 1) this-Agreement-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.

4312 Assignment

4413

4514

Unless otherwise provided for in the Clearing Agreement, the Clearing Conditions_or the
Agreement (including this Schedule 1), the Pledgor shall not assign any of its rights or
obligations under this Agreement-Schedule 1 except with the prior written consent of the
Pledgee.

Severability

Any provision in this Agreement—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 Agreement Schedule 1 are for convenience of reference only
and shall not affect the construction of this AgreementSchedule 1.

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respect to transfers of title from the Pledgee in the relevant securities that are credited to the
GC Pooling Securities Account(s) from time to time}.as-collateral giver, as may be amended by
CBL and the Pledgor from time to time by way of side letter or otherwise_(the “Collateral
Management Service Agreement for Collateral Receivers”), and (ii) the Global Ceollateral

Mmanagement Sservice Aagreement for multiple settlement locations (collateral receiversgiver
version) including any relevant appendix thereto, in particular Appendicesx A and _C (Triparty
Collateral Management Service (Cmax) Product Guide) and the AutoAssign Supplement to the
collateral management service agreement-, to be entered into by CBL and the Pledgee, {as
collateral receivergiver with respect to transfers of title in the relevant securities to the Pledgor
that_are credited to the GC Pooling Securities Account(s) from time to time}, as may be
amended by CBL and the Pledgee from time to time by way of side letter or otherwise_(the
“Collateral_Management_Service_Agreement_for Collateral_Givers”

4 i ”.__ “Collateral Management Service
Agreement’ means any of the Collateral Management Service Agreement for Collateral Givers
or the Collateral Management Service Agreement for Collateral Receivers or the relevant of
them, as the context requires. For the avoidance of doubt, the Securities (as defined below) are
subject _to_ collateral management by CBL_ pursuant to the Collateral Management Service
Agreements relating to the settlement of the GC Pooling Repo Transactions between Eurex
Clearing AG (as collateral_giver for the purposes of such settlement) and the Pledgor (as
collateral receiver for such settlement) and, accordingly, no separate collateral management is
applied with respect to the pledges granted hereunder.

"Distributions" means all-assetsany cash received or receivable from time to time by the
Pledgor in respect of the Securities, whether by way of principal, premium, interest, dividend,
return on capital or otherwise-and-credited te the-GC Peeling -S: Hess. it.

“Enforcement Event" means the non-delivery or non-payment of the Secured Liabilities on the
due date of the relevant delivery or payment obligation.

“Event of Default" means the occurrence of one of the following events: (a) an Insolvency
Event in relation to the Pledgor or (b) the non-delivery or non-payment of the Secured Liabilities
on the due date of the relevant delivery or payment obligation by the Pledgor.

"GC Pooling Securities Account(s)" means each securities settementaccount established in
accordance with Clause 2.1.2 of the Agreement as a Luxembourg, Pledged Securities

“Insovency 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.

“Law on financial collateral arrangements" means the Luxembourg law of 5 August 2005 on
financial collateral arrangements, as amended.

“Notice of Pledge” means the notice of creation of Pledge referred to in Clause 2.2 (Perfection
of Pledge) below, which also contains, amongst others, instructions in relation to the
management of the collateral standing to the credit of the GC Pooling Securities Account(s) and
instructions in relation to the release of the Pledge, to be served to, and acknowledged by, CBL
in accordance with that Clause.

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Date.

Notice of pledge of securities in securities account(s) or sub-account(s)

Dear Sir or Madam.

We hereby notify you that [/SA Direct Light License Holder] (the “Pledgor’) has pledged in favour of
Eurex Clearing AG (the “Pledgee”), in accordance with a pledge agreement dated

between the Pledgor and the Pledgee (the “Pledge Agreement’) any securities that are currently or
are in the future standing to the credit of the following securities account(s) or sub-accounts held with
you in the name of the Pledgor:

Account/Sub-Account holder name Account/Sub-Account number

Therefore, the Pledgor hereby instructs CBF to (a) establish a bailment (Begriindung eines
Besitzmittlungsverhaltnisses) with Eurex Clearing AG in respect of all securities that are or will at any
time be credited to any such account, (b) change its bailment intention (Besitzmittlungswillen)
accordingly and (c) appropriately record such change of its bailment intention.

The Pledgor further asks CBF, to the extend not previously waived, to waive any prior ranked pledge
CBF may have according to the General Terms and Conditions of CBF (Allgemeine
Geschaftsbedingungen der Clearstream Banking AG) and any other retention right with respect to the
above-mentioned securities account(s).

In addition, the Pledgor hereby informs CBF that if any of the accounts listed above are connected to
the collateral management system Cmax operated by Clearstream Banking S.A., Eurex Clearing AG
(as pledgee) may authorise Clearstream Banking S.A. to take, if any of the pledges over securities

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6 Governing Law; Jurisdiction, Place of Performance; Severability Clause

6.1 Governing Law
6.1.1 This Agreement (except for Clauses 2.3, 2.4.2, 6 and Schedule 1) is governed by the

substantive laws (Sachrecht), excluding German private international law, of the Federal
Republic of Germany. Clauses 2.3, 2.4.2 and Schedule 1 are governed by the
substantive laws, excluding Luxembourg private international law, of Luxembourg.
Clause 6 shall be governed by the laws of the jurisdiction governing the pledge to which
the relevant release relates.

6.1.2 Any non-contractual rights and obligations arising out of or in connection with this
Agreement (except for Clauses 2.3, 2.4.2 and Schedule 1) shall also be governed by the
substantive laws (Sachrecht), excluding German private international law, of the Federal
Republic of Germany. Any non-contractual rights and obligations arising out of or in
connection with Clauses 2.3, 2.4.2 and Schedule 1 shall be governed by the substantive
laws, excluding Luxembourg private international law, of Luxembourg.

6.2 Jurisdiction

The courts in Frankfurt am Main, Federal Republic of Germany shall have exclusive
jurisdiction (ausschlieBlicher Gerichtsstand) over any action or other legal proceedings
arising out of or in connection with this Agreement (except for Clauses 2.3, 2.4.2 and

Schedule 1).

The courts of the City of Luxembourg (Grand Duchy of Luxembourg) shall have exclusive
jurisdiction (ausschlieBlicher Gerichtsstand) over any action or other legal proceedings
arising out of or in connection with Clauses 2.3, 2.4.2 and Schedule 1 of this Agreement.

6.3 Severability Clause

If any provision contained in this Agreement is or becomes invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not
be affected. Such invalid, illegal or unenforceable provision shall be replaced by means of
supplementary interpretation (erganzende Vertragsauslegung) by a valid, legal and
enforceable provision, which most closely approximates the Parties’ commercial

intention. This shall also apply mutatis mutandis to any gaps (Vertragsiticken) in this
Agreement.

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(ii) at the time it enters into this Agreement:

(a) _it has the power to enter into, deliver and perform this Agreement and any other
documentation relating to this Agreement to which it is a party and has taken all
necessary action to authorise such execution, delivery and performance;

(b) its entry into, delivery and performance of this Agreement and any other
documentation relating to this Agreement to which it is a party do not conflict
with any law or regulation applicable to it, any provision of its constitutional
documents, any order or judgment of any court or other agency of government
applicable to it or any of its assets or any agreement or instrument by which it is
bound or which affects any of its assets;

(c) it has all governmental and other consents that are required to have been
obtained by it with respect to its entry into and performance of this Agreement
and are in full force and effect and all conditions of any such consents have
been complied with;

(d) no order has been made or applied for or resolution passed for the suspension
of payments or dissolution, termination of existence, liquidation, winding-up,
bankruptcy, insolvency, judicial management or curatorship, in each case, with
respect to it;

(e) no moratorium in respect of all or any debts or a composition or an arrangement
with creditors or any similar proceeding or arrangement by which its assets are
submitted to the control of its creditors is ordered, declared or applied for, in
each case, with respect to it;

(f)__no liquidator, trustee, administrator, receiver or similar officer has been
appointed in respect of it or in respect of all or a substantial part of its assets;
and

(g) itis able to pay its debts as and when they fall due, will not become unable to
pay its debts as a consequence of entering into this Agreement.

4 Amendments

This Agreement may be amended at any time by written agreement (including, for the
avoidance of doubt, scanned email attachments and electronic signatures) between
Eurex Clearing AG and the ISA Direct Light License Holder.

5 Release of Pledges
5.4 Eurex Clearing AG will only release the pledges granted pursuant to Clauses 2.2 and 2.3

upon the full and final discharge of all claims secured by such pledges.

5.2 Eurex Clearing AG shall notify the ISA Direct Light License Holder of a release of any of
the pledges granted pursuant to Clauses 2.2 and 2.3. Ifa release of any of such pledges
occurs as a matter of law, such notification shall only constitute a confirmation of the
release as a matter of record.

5.3 The release of pledges over individual securities will, from time to time, occur in
connection with the delivery instructions provided within, and as selected by Cmax.

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Schedule 1

Pledge relating to Securities in (CmaX) Luxembourg Pledged Securities Accounts

held by the ISA Direct Light License Holder

This Schedule 1 (the “Schedule 1”) is entered into

BETWEEN:

(1) the ISA Direct Light License Holder (as defined above in the Agreement) as pledgor (the
“Pledgor’); and

(2) Eurex Clearing Aktiengesellschaft, a stock company (Aktiengesellschaft) incorporated
under the laws of the Federal Republic of Germany, registered in the commercial register
of the local court (Amtsgericht) in Frankfurt am Main under HRB 44828 and having its
registered office at Mergenthalerallee 61, 65760 Eschborn, Federal Republic of Germany
as pledgee (“Eurex Clearing AG" or the “Pledgee”).

The Pledgor and Eurex Clearing AG are hereinafter also referred to as the “Parties” and each of them as a

“Party”.

The Parties agree as follows:

141

Definitions and Interpretations

Definitions

Unless the context requires otherwise, capitalised terms used, but not defined, in_this
Schedule 1 inthis-Agreement-shall have the meaning given to them (including by way of
reference therein) in the text of the Agreement to which this Schedule 1 is attachedGlearing
Genditions and:

“Agreement” refers to the agreement to which this Schedule 1 is attached.

"Business Day" means a day (other than a Saturday or Sunday) on which banks are open for
general business in Luxembourg and Germany.

"“CBL" means Clearstream Banking S.A., a company incorporated as a société anonyme under
the laws of the Grand Duchy of Luxembourg, having its registered office at 42, avenue J.F.
Kennedy, L-1855 Luxembourg, registered with the Luxembourg Register of Commerce and
Companies under number B-9248.

“CBL Governing Documents" means the Governing Documents of CBL, as defined in the
general terms and conditions of CBL, to which the GC Pooling Securities Account is subject.

“Collateral Management Service Agreements" means, in particular as regards the collateral
provided under this AgreementSchedule 1, (i) the Global Ceollateral Mmanagement Sservice
Aagreement for multiple settlement locations (collateral giverreceiver version)s, including any
relevant appendix thereto, in particular Appendicesx A and C (Triparty Collateral Management
Service (CmaX) Product Guide)-and the AuteAssig: ppt tas: Haterat rs £

fas collateral receiver_with

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Accepted and agreed on

Eurex Clearing AG

Acting for Eurex Clearing AG (as the Pledgee)

Name Name
Capacity Capacity
Accepted and agreed on

Clearstream Banking S.A.

Acting for Clearstream Banking S.A.

Name Name
Capacity Capacity

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24


Pledge Agreement

relating to pledges by an ISA Direct Light License Holder in relation to
GC Pooling Repo Transactions in accordance with SelecHinvestusing
GBL Accounts_pursuantie-Chapter IV Part 3 Number 3.4 of the Clearing

Conditions

between

as ISA Direct Light License Holderhelder-ofa-Specific Repo-Licence and as Pledgor

and

Eurex Clearing AG, Frankfurt/Main
as Pledgee

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21

2.2

Pledge
Creation of the Pledge

As continuing first ranking security for the full payment, discharge and performance of the
Secured Liabilities, the Pledgor hereby pledges to the Pledgee all the Pledged Assets and
hereby grants to the Pledgee a first ranking security ("gage de premier rang") over such
Pledged Assets.

Perfection of the Pledge

For the perfection of the Pledge, for purposes of Article 5 (2) (a) (iv) of the Law on financial
collateral arrangements, the Pledged Assets shall, as_and when they are credited to the GC
Pooling Securities Account, be designated in CBL’s books, individuallyin—the—elevant
collectively by reference to the GC Pooling Securities Account, as pledged in favour of the
Pledgee.

{For this purpose, upon the execution of theis Agreement, the Pledgor and the Pledgee shall

3.1

execute the notice of pledge attached asset out in Schedule Attachment 1 hereto_(the “Notice

of Pledge”) and send it _; iqinat ted 4 f¥_which-shallthen—as soon as
reasonably possible ba ventby the Plow to CBL. The Pledgor shall ensure that CBL returns
a duly acknowledged version of the ANotice of pPledge to the Pledgee.

Except as provided and permitted otherwise in this Schedule Jin" Clause-4 below, and ia

pli ith_Article-5-(2)-a)-ii)-of thet fi ial-collateral: g , the parties
hereby agree that CBL_-as-depesit f th ts-standing-to-th: dit of the-GC Pooling
Securities—Accounts,—shall act solely in compliance with the instructions of—the

Pledgeecontained in the notice to be served in accordance with Attachment _1 hereto.

Delivery of additional Securities and return of Pledged Assets - Substitution

Delivery of additional Securities and return of Pledged Assets

The delivery of additional Securities by the Pledgee to the Pledgor to form part of the Pledged

3.2

Assets, and the release of Pledged Assets from the Pledge by the Pledgee and their return to
the Pledgee, shall be operated by CBL pursuant to the Notice of Pledge and the Collateral
Management Service Agreements, and shall be based on instructions given by the Pledgee to
CBL, with matching instructions given by the Pledgee to CBL on behalf of the Pledgor, on the
basis of a power of attorney granted by the Pledgor to the Pledgee for the purpose of issuing
instructions _on the Pledgor’s behalf in order to satisfy the requirements arising from the
clearing of GC Pooling Repo Transactions.

Substitution

The Pledgee has the right of substitution, subject to, and in accordance with, the terms of the
GC Pooling Repo Transactions to which the Pledged Assets relate. Substitution of Pledged
Assets will be operated by CBL in accordance with the usingthe-pt ct outs article +
efthe-Collateral Management Service Agreements.

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1.2

"Pledge" means the first ranking pledge granted by the Pledgor to the Pledgee in the Pledged
Assets and created pursuant to Clause 2.1 below.

"Pledged Assets" means all present and future Securities which are from time to time credited
to the GC Pooling Securities Account(s); Ht y Distributi rel AS iti

"Secured Liabilities" means all present and future debts, obligations and liabilities due owing
or incurred by the Pledgor to the Pledgee under the GC Pooling Repo Transactions concluded
from time to time between them and all other claims of the Pledgee against the Pledgor arising
under the Clearing Agreement.

“Sect ies” means all book-entry securities which are at present or will in the future be
deposited in a GC Pooling Securities Account in the context of the clearing of GC Pooling Repo
Transactions concluded between the Pledgor and the Pledgee, in accordance with Chapter IV
Part 3 of the Clearing Conditions.

Construction

Unless a contrary indication appears, any reference in this Agreement 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 descriptio:

{c)"GC-Pooling Si ities_A t""_shall_refer—t y—and_all_GC-Rooling-S iti
A ts d-in-th f the Plead ith CBL i d ith Chapter IV Part
P g Ps
3-Numbs +P: h-(5)-(q)-of the-Clearing-Conditi All-GC-Poolit iti
- grap! 4S g- - g:
A ts-shall-_be listed in the dedicated _b: der the definiti "GC Pooling ith
A t_and-a ref inthis A tto-"GC Peeling Si ities A t" shall-b
7 si gs
derstood. fe to-all "GC Pooli iti a z

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 Agreement 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.

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credited to any such accounts become enforceable (Pfandreife), enforcement action on behalf of
Eurex Clearing AG.

Please confirm receipt and acknowledgement of this letter by countersigning and sending a copy of
this letter to Eurex Clearing AG, Client Service, Trading & Clearing, (Mergenthalerallee 61
65760 Eschborn, Federal Republic of Germany).

Kind regards,

Name and capacity
Acting for the Pledgor

CBF hereby confirms receipt, acknowledges the terms of the letter set out above and agrees to waive
any prior ranked pledge CBF may have according to the General Terms and Conditions of CBF
(Allgemeine Geschaftsbedingungen der Clearstream Banking AG) or any other retention right with
respect to the above-mentioned securities account(s).

Clearstream Banking AG

(place) (date)
signature) signature’
printed name) (printed name’
(title) (title)

30
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AUTHORISED SIGNATURES

to the Agreement relating to pledges of securities on securities accounts of the ISA Direct
Light License Holder

[insert legal name] (as ISA Direct Light License Holder) (place) (date)
(signature) signature)

(printed name) printed name)

(title) title)

Eurex Clearing AG

(place’ (date)
(signature) signature)
(printed name} printed name)
(title) (title)

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Registered-in_th: ial_register-of thetlocal- rt_(Aratsgericht)-in_Frankfurt

Date
{Date}
Dear Sir_or Madams,

We would like to notify you hereby that the following account(s) identified belowPledgor-has-pledgedin

fe fthe-Pledgee_the Pledged_Assets_standing from_time_to_time_to-th dit-of thi t(s)
ig ig ig }

numbered:

Account number(s) Account name(s)

are collateral accounts within the meaning of Article 3.4 of the Collateral Management Service
Agreements, in their version amended by the side letters entered, respectively, between the Pledgor
and CBL and the Pledgee and CBL.

You are hereby informed that such collateral accounts (each a “GC Pooling Securities Account")
holding securities from time to time belonging to the Pledgor (as an ISA Direct Light License Holder
under the Pledgee’s clearing conditions) shall, as_and when such securities are credited to such
accounts, be considered as pledged by the Pledgor in favour of the Pledgee.

a
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We hereby give you notice pursuant to Clause 6.2 of Schedule 1 attached to the Glearstream-pledge
agreement dated [e] between the Pledgor and our institution as Pledgee (the "Clearstream Pledge
Agreement"), that an [Event of Default/Enforcement Event] (as defined in the Clearstream Pledge
Agreement) has occurred.

[Instructions to CBL in relation to the realisation of the Pledged Assets and to the payment of any cash
proceeds to be added as decided by the Pledgee (as appropriate)].

Yours sincerely,

[Pledgee]
By:
Name:

Title:

27
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(each account specified above (if any) connected to CmaX, a “Luxembourg Pledged

2.2 Pledges of Securities in German Pledged Securities Accounts

For the avoidance of doubt, any pledges granted over securities in this Clause 2.2 also

extend to securities in the form of book-entries (Gutschriften in Wertpapierrechnung).

(4)

If one or more German Pledged Securities Account(s) have been established

(2)

pursuant to Clause 2.1.1, the ISA Direct Light License Holder hereby pledges to
Eurex Clearing AG all securities which are at present or are in the future deposited
in any such German Pledged Securities Account(s).

For the purpose of such pledges, the ISA Direct Light License Holder:

(3)

(i)__assigns its claim for surrender (Herausgabeanspruch) of the relevant
securities (that are the subject of the relevant pledge) against CBF to Eurex
Clearing AG ;

(ii) undertakes to instruct (substantially in the form set out in Schedule 2 hereto),
without undue delay, CBF to (a) establish a bailment (Begrtindung eines
Besitzmittlungsverhaltnisses) with Eurex Clearing AG in respect of the
securities that are or will be credited to such account or sub-account, (b)
change its bailment intention (Besitzmittlungswillen) accordingly and (c)
appropriately record such change of its bailment intention; and

(iii) undertakes to promptly notify CBF of the conclusion of this Agreement and the
pledges granted hereunder (substantially in the form set out in Schedule 2
hereto), such notice to include, with respect to any accounts connected to
Cmax, information to CBF that Eurex Clearing AG (as pledgee) may authorise
CBL to take, if any of the pledges over securities credited to any such
accounts become enforceable, enforcement action on behalf of Eurex
Clearing AG.

Upon the relevant pledge becoming enforceable (Pfandreife), Eurex Clearing AG

may sell the pledged securities without prior notice in a private sale or may
appropriate such securities in whole or in part (without being required to obtain an
executory title). The appropriation right expires upon it being exercised by Eurex
Clearing AG or upon the sale of the pledged securities.

2.3 Pledges of Securities in Luxembourg Pledged Securities Accounts

(4)

If one or more Luxembourg Pledged Securities Accounts have been established

{as of 24.10.2022)

pursuant to Clause 2.1.2, the ISA Direct Light License Holder hereby pledges to
Eurex Clearing AG pursuant to, and in accordance with, Schedule 1 of this
Agreement all securities which are at present or are in the future deposited in any
such Luxembourg Pledged Securities Account(s); and

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(d)

it_will_assist_the Pledgee and generally make its best efforts, in order to obtain all

(e)

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;

it_has_not taken any corporate action, nor have any other steps been taken or legal

(f)

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_of
such company or of any or all of their assets or revenues;

it shall_not take any action which may prejudice, directly or indirectly, the validity, the

(a)

effectiveness or the enforceability of the pledge granted under this Schedule 1 or the rights
of the Pledgee under or in connection with the pledge or have a material adverse effect on
any GC Pooling Securities Account; and

it shall take all actions which the Pledgee may reasonably request to protect the validity,

the effectiveness and the enforceability of the Pledge granted under this Schedule tor the
rights of the Pledgee under this Schedule 1, including against claims made by third parties.

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6.3

9.1

9.2

10

Limitation of realisation

The Pledgee shall realise the Pledged Assets only to the extent necessary to recover the
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 Clause 6.3paragraph, the
cash proceeds received by the Pledgee in respect of any realisation of all or any part of the
Pledged Assets exceed the amount of the 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 this
Agreement 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 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 Pledged Assets, except to the extent caused by its own gross
negligence or wilful misconduct.

Saving-Other Provisions

Continuing Security

The Pledge is a continuing security and will extend to the final performance of the Secured
Liabilities by the Pledgor to the Pledgee, 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 Secured Liabilities shall affect the validity and the scope of this

AgreementSchedule 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 AgreermentSchedule 1.

Notices

Each communication to be made between the Parties under or in connection with this
Agreement Schedule 1 shall be made in accordance with the relevant provisions of the Clearing
Agreement and the Clearing Conditions.

Each communication to be made under or in connection with this Schedule 1 to CBL shall be

made in accordance with the Attachments to this Schedule and the relevant provisions of the
Collateral Management Service Agreements governing communications and_ instructions to
CBL.

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(B) As acondition to the ISA Direct Light License Hholder of a-Specific Repe-Licence-entering into
GC Pooling Repo Transactions (as defined in the Clearing Conditions) with Eurex Clearing AG,
it is obliged to pledge in favour of Eurex Clearing AG all securities which are at present or will in
the future be deposited in its securities settlement-account(s) with Clearstream Banking AG
("CBE") or Clearstream Banking S.A. ("CBL") in which it receives securities for the settlement
of GC Pooling Repo Transactions from Eurex Clearing AG-infaveurof Eurex-Clearing- AG, as
further set out in Chapter IV Part 3 Number 3.4 of the Clearing Conditions.

(C) This Agreement sets out the terms and conditions of #he-such pPledges {tas-defined_belew)
granted by the Pledgor to Eurex Clearing AG.

(D) In addition to this Agreement, Eurex Clearing AG and the Pledgor are/will be entering into

Collateral Management Service Agreements (as_defined_in Schedule 1) with CBL—{beth-as
defined-belew), in particular regarding the collateral provided under this Agreement.

NOW THEREFORE, the Parties agree as follows:

41 Clearing Conditions

Capitalised terms used, but not defined, herein shall have the meaning ascribed threreto
in the Clearing Conditions (as may be amended from time to time). The Clearing
Conditions may be viewed on and printed out from the website of Eurex Clearing AG.

2 Granting of Pledges
2.1 Securities Accounts

Each of the following securities accounts or sub-accounts for which account details are
provided below have been established:

2.1.1 German Securities Accounts

The following securities account(s) or sub-account(s) of the ISA Direct Light License
Holder with CBF under German law:

Cascade and/or CBF Int 6-series Account/Sub-Account number(s) of accounts or sub-
accounts of the ISA Direct Light License Holder in Cmax:

(each account specified above (if any) connected to the Triparty Collateral Management
Service of CBL (such collateral management system, “CmaX") a “German Pledged

Securities Account”)
2.1.2 Luxembourg Securities Accounts

The following account(s) of the ISA Direct Light License Holder with CBL under
Luxembourg law:

Creation Securities Account number(s) in Cmax:

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25


AMENDMENTS ARE MARKED AS FOLLOWS:
INSERTIONS ARE UNDERLINED,
DELETIONS ARE CROSSED OUT.

This Clearstream-pledge agreement relating to securities in accounts of a holder of an ISA Direct Light
License (the "Agreement") is dated the last date set out on the signature page hereof and entered into

BETWEEN:

(1)

(legal name)

c acting through / c having its (co registered) office at

as holder of an ISA Direct Light Specific Repo-Licenese Holder and pledgor (the "Pledgor");
and

(2) | Eurex Clearing Aktiengesellschaft, a stock company (Aktiengesellschaft) incorporated under the
laws of the Federal Republic of Germany, registered in the commercial register of the local court
(Amtsgericht) in Frankfurt am Main under HRB 44828 and having its registered office at
Mergenthalerallee 61, 65760 Eschborn, Federal Republic of Germany as pledgee ("Eurex
Clearing AG" or "Pledgee").

The Pledgor and the Pledgee are hereinafter also referred to as the "Parties" and each of them as a
"Party".

WHEREAS:

(A) The Parties have entered into or will enter into a clearing agreement (as the same may have
been or will be amended from time to time, the "Clearing Agreement") in the form of Appendix
56 to the Clearing Conditions of Eurex Clearing AG's elearing—conditiens—(the "Clearing
Conditions") and which entitles the Pledgor, as ISA Direct Light License Holderhelder-ofa
Specific_Repo-License, to clear GC Pooling Repo Transactions (as defined in the Clearing
Conditions).

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Schedule 2 ~

Form of Notice of Pledge
to Clearstream Banking AG

To: From:

Clearstream Banking AG

60485 Frankfurt am Main
“CBF”

* ISA Direct Light License Holder

Address line 1 *Street no.

Address line 2

* Postal code *Town/city
* Country

First name and surname of the contact person

Phone *Fax

28
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4 Restrictions and further assurances

41 Security

The Pledgor shall not create or permit to subsist any security over the Pledged Assets_other
than the security interest_created under this Agreement—otherthan—in_tavour—of CBL in

d ith_the—Collateral_M: " A ts d-the-CBL-G. i
ig iS g
D. ts to-b ived- by CBL aft tion-of-theis Ag} .

The Pledgor shall at its own expense promptly and duly execute and make all such assurances
and_do 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 1 in relation to any GC Pooling
Securities Account in order to facilitate the enforcement and exercise of any such rights or any
part thereof and the exercise of all powers, authorities and discretions vested in the Pledgee.
To that effect, the Pledgor shall in particular execute all documents or instruments and give all
notices, orders and directions and make all registrations which the Pledgee may reasonably
deem appropriate.

42 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 Pledged Assets, except as permitted by the Clearing
Conditions and theis Agreement, 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 Pledged
Assets (except as otherwise agreed with the Pledgee) and the Pledgee is allowed to notify CBL
of the occurrence of the Event of Default (in or substantially in the form of the notice attached
hereto as Schedule-Attachment 2).

43 Collateral Management Service Agreements

Each of the Pledgor and the Pledgee shall enter into a—Collateral Management Service
Agreements with CBL regarding the management of the collateral credited to the GC Pooling
Securities Accounts (provided that such collateral is subject to collateral management by CBL
relating to the settlement of the GC Pooling Repo Transactions between Eurex Clearing AG (as
collateral giver for the purposes of such settlement) and the Pledgor (as collateral receiver for
such settlement) and, accordingly, no separate collateral management is applied by CBL with
respect to the Pledge granted hereunder).

In this regard:

(a) Exercise of Voting and Related Rights

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

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6.1

6.2

Enforcement

Realisation of the Pledged Assets

The Pledgee may, upon the occurrence of an Enforcement Event which is continuing, realise
the Pledged Assets or any part thereof (at the Pledgee’s choice), in accordance with applicable
provisions of Luxembourg law—and—with-the—pi t d_notificati proviced inh.
Collateral Manage Servi gi #s, with the right for the Pledgee:

(a) to appropriate any of the 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 the latter +A-which-case the fair value of
the Pledged Assets will be valued as at the date of the appropriation;

(b) to sell or cause the sale of any 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 Law on financial
collateral arrangements at such stock exchange or on such market-orte-apprepriatethe

th ili ket price;
PA '¢ if

(c) to sell or cause the sale of any Pledged Assets that constitute financial instruments
(including transferable securities) other than those referred to in paragraph (b) above (i) by
private agreement at normal commercial conditions, (ii) at a stock exchange or (iii) by
public auction held by a public officer designated by the Pledgee;

(d)—i tof. Pledged-Asset: isting-of-claims-f Sf to-require- CBLt

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

(f) 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 has-occurredis continuing, the
Pledgee may (without any obligation) notify CBL that an Event of Default or Enforcement Event
geeuredonourred {ip oF substantially in the form of the notice attached hereto as Sehedule
Attachment 2:
Management Service Agreoment in which case CBL shall. soleh ‘comply with the instructions of
the Pledgee.

Any such notices shall be served by the Pledgee to CBL in accordance with Clause 10

Notices).

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