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JPM - Liquidity Letter

JPM Liquidity Letter Example

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63 views3 pages

JPM - Liquidity Letter

JPM Liquidity Letter Example

Uploaded by

xixoaurelio
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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[Axa Portugal] [please confirm legal name]

[address]

Attn.: []

[ ], 2015

1. Subject as provided below, this letter confirms that J.P. Morgan Securities plc acting as dealer
(“JPM”) in the context of the issue of the securities specified in the Annex hereto (the
“Securities”) shall use reasonable endeavours to provide [Axa Portugal] (the “Counterparty”) on
each Trading Day (as defined below) during the period from the Issue Date (excluded) to the
Scheduled Maturity Date (excluded) (the “Agreed Period”) with an indicative bid price, (to be
displayed by JPM on a Reuters screen page or similar), at which JPM would be willing to purchase
[Euro 100,000 in nominal amount] of the Securities. Any such prices shall be determined in JPM’s
sole discretion and shall be subject to prevailing circumstances and no adverse change in market
condition in accordance with the terms set forth in paragraph 3 below.

2. Subject as provided below, JPM, will (in accordance with paragraph 1 above), on any Trading
Day, provide the Counterparty, upon request, with an indicative bid price at which JPM would be
willing to purchase a specified amount of the Securities, provided that:

(i) the Counterparty has given JPM written or oral notice of its request for an indicative bid price
and has specified the nominal amount of the Securities in respect of which it requests an indicative
bid price; and

(ii) the minimum nominal amount for which an indicative bid price will be provided is Euro
100,000.

3. If on any Trading Day (as defined below) during the Agreed Period there is in the determination of
JPM:
a. a Market Disruption Event (as defined in the Pricing Supplement for the Securities);
b. adverse or illiquid market conditions; or
c. any other event (including, without limitation, a system failure),
whatsoever affecting JPM, which impairs the ability or capacity of JPM to display the indicative
bid price as per paragraph 1 above, then JPM may postpone the display of any indicative bid prices
until the next Trading Day on which none of the circumstances referred to in (a), (b) or (c) above
have occurred or are continuing.

4. Although JPM intends to provide indicative bid prices for the Securities, in accordance with the
terms set forth in paragraphs 1-3 above, this letter does not constitute a commitment to purchase
any Securities at a particular time or price. If JPM acting in its sole discretion determines to
postpone the display of any indicative bid prices in the circumstances referred to in paragraphs
3(a), 3(b) or 3(c) above under no circumstances shall JPM be liable for any costs or damages to
any person, including the Counterparty.

5. “Trading Day” means any day on which (i) the Index Sponsor is scheduled to publish the level of
the Reference Index, (ii) each Exchange and each Related Exchange are scheduled to be open for
trading for their respective regular trading sessions and (iii) on which commercial banks are
scheduled to be open for general business in London.

6. Capitalised terms used but not otherwise defined in this letter shall have the respective meanings
given to them in the Pricing Conditions for the Securities dated [] 2015.
J.P. Morgan Securities plc
25 Bank Street, Canary Wharf, London, E14 5JP
Tel: +44 (0)20 7742 4000 • Fax: +44 (0)20 3493 0684
Registered in England & Wales No. 2711006. Registered Office 25 Bank Street, Canary Wharf, London, E14 5JP.
Authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.
7. The Counterparty may not transfer any of its rights or obligations under this letter without the prior
written consent of JPM.

8. A person who is not a party to this letter has no right under the Contracts (Rights of Third Parties)
Act 1999 to enforce any term of this letter.

9. This letter and all non-contractual obligations arising out of or in connection with it are governed
by, and shall be construed in accordance with, the laws of England.

J.P. Morgan Securities plc

__________________

___________________
ANNEX

Securities

Description of Securities ISIN Code Issue Date

EUR 6,500,000 [●] Notes due 2024 issued by Corsair Finance [] 15 May 2015
(Ireland) Limited

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