EFTA Document EFTA01436390

EFTA01436390 EFTA01436391 EFTA01436392 •IXJ J V\ UJ^ I 0050/ 40 uoi'iayio louo £.ax mum uiLUTOuniL DariA hu mui!i oui Deutsche Bank AG, London Branch 8 May, 2018 Non-Deliverable Currency FX Transaction Our ref: 1600166709-1 DB USI: 10302106780112000000000000000001600166709P DB UTI: 10302106780112000000000000000001600166709P Trade repository: DTCC PRIVATE CLIENT SERVICES PWM ALEX BROWN AC SOUTHERN FINANCIAL Deutsche Bank AG. London Branch LLC 1 SOUTH STREET BALTIMORE 21202, MARYLAND, UNITED STATES FX Options Operations Winchester House 1, Great Winchester Street London. EC2N 2DB +1 Direct Line; Direct Fax: Dear Sirs, The purpose of this letter agreement is to confirm the terms and conditions of the FX Transaction entered into between us Deutsche Bank AG, London Branch C'Party A") and PRIVATE CLIENT SERVICES PWM ALEX BROWN AC SOUTHERN FINANCIAL LLC ("Party B") on the Trade Date referred to below (the Transaction"). The definitions and provisions contained in the 1998 FXand Currency Option Definitions (as published by the International Swaps and Derivatives Association, Inc., the Emerging Markets Traders /\ssociation and The Foreign Exchange Committee) are incorporated into this Confirmation. In the event of any inconsistency bete/- een those definitions and provisions and this Confirmation, this Confirmation will govern. If you and we are parties to an ISDA Master Agreement (an "Agreement") frien this Confirmation supplements, forms part of and is subject to such Agreement If you and v^e are not yet parties to an Agreement then this Confirmation evidences a complete and binding agreement between Party A and Party B as to the terms of the Transaction to which this Confirmation relates. In addition Party A and Party B agree to use all reasonable efforts promptly to negotiate, execute and deliver an agreement in the form ofthe 2002 ISDA Master Agreement (the "ISDA Form") with such modifications as you and we will in good faith agree. Upon EFTA01436393 execution by Party A and Party B of such an agreement, this Confirmation will supplement, form part of, and be subject to tiiat agreement All provisions contained or incorporated by reference in that agreement upon its execution wflil govern this Confirmation. Until we execute and deliver that agreement, this Confirmation, together with all other documents referring to the ISDA Form (each a "Confirmation") confirming transactions (each a Transaction") entered into between us (notw/ithstanding anything to the contrary in a Confirmation) shall supplement, form a part of, and be subject to an agreement in the form of the ISDA Formas if we had executed an agreement on the Trade Date of the first such Transaction between us and such form with the schedule thereto (i) specifying only that (a) the governing law is English law and (b) the Termination Currency is U.S. Dollars. and c) each party gives tee Payer Representation set out in Part 2(a)(i) of tee pro-forma Schedule to the ISDA Form; and (ii) incorporating any other modifications to the ISDA Form specified below. Chdifman of iho Supeivisory Board' Paul Acniaitnor Management Board John Oyan (Oiairman). Kimberly Hammonds, Stuart Lewis, Sylvie Maiheral. Garth RiKhie, Karl von Rohr. Marcus Schenck. Christian Sowing, Werner Sieinmoiler. Jeffrey Urwin Deutsche Bank AG is authorised under German Banking Law (competent euihonty European Central Bank and the BaRn. German/s Federal Financial Supervisory Auihorit/) and, in the United Kingdom, by me Pnjdenii^ Regulation Authority, it is subject to supervision by the European Central Bank and by the BaPin, and is subject to limited regulaoon m the United Kingdom ty (he Financial Ccmdua Authority and the Prudential Regulation Authoniy Deutsche Bank AG is a jani stock corp'^auon with limned liabiliiy incorporated in the Federa Republic of Germany. Local Court ol Frankfurt am Maui.HRB No 30 000. Brancn Registration in England and Wales BR000005 and Registered Address Winchester House, 1 Great Winchester Street. London EC2N 20B. Deutsche Bank AG. London Branch is a member of the London Stock Exchange. (Details about the extent of our auihorisaiion and regulation in the United Kngdom are avaAableon request or from www.db.cMrVen/- contentfeujdisclosures.himl Page 1 ol A ejoriayio luu^ tiox rnuiu: jjiliUTaunj:. DHim hl> l'U5 '3 I I ^D/ ao^o/^G The terms of the Transaction to which this Confirmation relates are as follows; 1. General Terms: 08 May 2018 EFTA01436394 Trade Date: Reference Currency; Reference Currency Notional Anount Notional Amount; Forward Rate; Reference Currency Buyer Reference Currency Seller Settlement Currency: Settlement Date: ARS ARS 29,910,000.00 USD 1,235,950.41 ARS 24.200000 per USD 1.00 Party A Party B USD 15 June 2018, subject to adjustment if the Scheduled Valuation Date Is adjusted in accordance with the Following Business Day convention or if Valuation Postponement applies, and in each such case, the Settlement Date shall be as soon as practicable, but in no event later than tv/o Business Days after the date on which the Spot Rate is determined. Non-Deliverable ARS MAE (ARS05) 13 June 2018, C'Sdieduled Valuation Date"), subject to adjustment in accordance with the Preceding Business Day Convention; provided how/ever, that, in the event of an Unscheduled Holiday, subject to adjustment in accordance with the Following Business Day Convention. Settlement; Settlement Rate Option: Valuation Date: Disruption Events and Fallbacks for Settlement Rate for Reference Currency: 2 Disruption Events Price Source Disruption (which, for purposes hereof, Applicable. shall include the term "Exchange Rate Divergence" as defined below): Exchange Rate Divergence; "Exchange Rate Divergence" means, with respect to the Settlement Rate Option applicable to a Transaction, that, in the reasonable opinion of not less than 5 unaffiliated EMTA Members notified to EMTA (or its successor) by not later than 4 pm. Buenos Aires time on the Scheduled Valuation Date, ARS MAE (ARS05) has failed, for a period of not less than three consecutive Business Days in Buenos Aires (for any reason, including due to a split in the currency exchange rate or other event) to reflect the current prevailing Argentine Peso bid and offer rates for a standard size Argentine Peso/U.S. Dollar financial transaction for same-day settlement in the Buenos Aires marketplace on the Valuation Date. Disruption FaMbacKs: 1) Valuation Postponement ii) Calculation Agent Determination of Settlement Rate. EFTA01436395 Deutsche Bank AS isajolmsiock corporeoon wiih limned Isbihty ncorporsied m the Federal Republicol Cermariy, Local Counof Franlduit am Mam.HRBNo. 3000D. Branch Re"straiion in England and Wales BRO00005 and Regisio"d Address Winchester House. 1 Great Winchester Street, London EC2N 2DB Deutsche Bank AG, London Branch i$ a member of the Chairman ot ifte Supervisory Board Paul Achieitner Management Board John Ctyan (Chairman), Kimberly Hammonds, Stuart Lewis. Sylvie Malherat, Garth Ritchie. Karl von R'^r, Marcus Schenck. Christian Sewing, Werner Stemmulief, Jetirey Utwin. Deutsche Bank AG is authorised under German Banking Law (competent auihonty European Cental Bank and the BaFin. Germany's Federal Financial Supervtsoty London Stock Exchange. (Details about the extent ot our authorisation and regulation in the Authority} and. In the United Kingdom, by the Prudent!" Regulation Authority. Itissubiecl United Kingdom area/ailatrleon requestor lromwww.do.com/en/content/eu_dlsciosures htm} to supervision by the European Ceriiral Bank and by the BaFin, end is subject to limiied regulahon m the United Kingdom by the Financial (induct Autnoniy and the Prudential RegulaliOT Authority Page 2 of a uoridyio luiu jinui'i: ujiiuxidunji ohua hi? FHbi:. UUJ TU ; ? 1 U I ^3/ OD'?0/ "Unscheduled Holiday" shall mean for the purposes of this Transaction, that a day is not a Business Day and the market was not aware of such feet (by means of a public announcerrent or by reference to other publicly available information) until a time later than 9:00 am local time in the Prindpal Financial Centre of the Reference Currency two Business Days prior to the Scheduled Valuation Date. Deferral Period for Unscheduled Holiday; In the event the Scheduled Valuation Date becomes subject to the Following Business Day Convention after the occurrence of an Unscheduled Holiday, and if the Valuation Date has not occurred on or before the 30th consecutive day after the Scheduled Valuation Date (any such period being a 'Deferral Period'), then the next day after the Deferral Period that would have been a Business Day but for the Unscheduled Holiday, shall be deemed to be the Valuation Date. "Valuation Postponement" for Price Source Disruption: means, for purposes of obtaining a Settlement Rate, that the Spot Rate wflil be determined on the Business Day first succeeding the day on which the Price Source Disruption ceases to exist, unless the Price Source Disruption continues to exists (measured from the date, that, but for the occurrence of the Price Source Disruption, would have been the Valuation Date) for a consecutive number of EFTA01436396 calendar days equal to the Maximum Days of Postponement In such event, the Spot Rate will be determined on the next Business day after the Maximum Days of Postponement in accordance with the next applicable Disruption Fallback Notwithstanding anything herein to the contrary, in no event shall the total number of consecutive calendar days during which either (i) valuation Is deferred due to an Unscheduled Holiday, or (ii) a Valuation Postponement shall occur (or any combination of (i) and (ii)), exceed 30 consecutive calendar days in the aggregate. Accordingly, (x) if, upon the lapse of any such 30 day period, an Unscheduled Holiday shall have occurred or be continuing on the day following such period, then such day shall be deemed to be a Valuation Date, and (y) if. upon the lapse of any such 30 day period, a Price Source Disruption shall have occurred or be continuing on the day following such period, then Valuation Postponement shall not apply and the Spot Rate shall be determined in accordance with the next Disruption Fallback. Thirty (30) calendar days Buenos Aires and New York New York Maximum Days of Postponement: Business Days applicable to the Valuation Date; Business Days applicable to the Settlement Date: 3 Calculation Agent: Party A Representations: Each party represents to the otiier party as of the date that it enters into this Transaction that (absent a written agreement betvveen the parties that expressiy imposes affirmative obligations to the contrary for this Transaction): Non-Reliance. It is acting for its own account, and it has made its own independent decisions to enter into this Transaction and as to whether the Transaction is appropriate or proper for it based upon its own judgement and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the other party as investment advice or as a recommendation to enter into this Transaction, it being understood that information and explanations related to the terms and conditions of this Transaction shall not be considered to be investment advice or a recommendation to enter into the Transaction. No communication (written or oral) received from the other party shall be deemed to be an assurance or guarantee as to the expected results of this Transaction. Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts the terms and conditions and risks of this Transaction. It is also capable of assuming, and assumes, the risks of the Transaction. Status of Parties. The other party is not acting as a fiduciary for or adviser to It in respect of this Transaction. This Confinnafion supersedes and replaces any other confirmation (including EFTA01436397 a SWIFT MT300 or phone confirmation), If any, sent in connection with this Transaction on or prior to fee date hereof. Deutsche Bank Disclosure: Party A has addressed a disclosure statement and terms to customers of its foreign exchange business, which is available at the following website: https://vww.db.conVen/content/Foreign-Exchange- Disclosures.htm 4 (0 (ii) (iii) Cnaman of Supeivlsory Board Paul Actileiiner. Managemem Board JcAn Oyan Oejtsche BanlcAG is a joint stock corporation with limiiad Uglily incorpwatad m iha Federal (Charman), Kimbarty Hammonds, ^art Lewis. Sylvie Maiharai, Garth Ritchie. Kar) von Republic of Germany. Local Court of Frankfurt am Mari.HRB No 30000, Branch Registration Rohr, Marcus Schenck. Christian Sewing, Werner aeinm011er. JefTrey Uiwin, m England and Wales 8R000005 and Registered Address Winchester House. 1 Great Deutsche Bank AG is aulhrrised under German Banking Law (competent auihonty Winchester Sireei. London EC2N 21^ DeutscheBankAG.London Branch isememberolbia European Central Bank and Che BaFin, Germanys Fedeial Financial Supervisory London Stock Excharige. (Details about the extent of our authorisation and regulaiicn in me Auihoriiy) and. In the United Kingdom, try the Prudential Regulation Authority. It is subject United Kingdom areavailabteon requestor from www db.com/en/concentfeu_disclosures him] to supervi^on by the European Central Bank and by the BaFin. and is subject to Itmled regulation » the United Kingdom try the Financial Oonduci Authority end the Prudential Regulation Authority Page 3 of 4 XUS •? I laa*! I ^3/ uoivay to iui i ji&t fitun: jJiLUTs:>LiiJ2i Onl'l^ hu Please confi'rm ttiatthe foregoing correctly sets forth the termsof our agreement by executing the copy of this Confirmation enclosed for that purpose and returning it to us or by sending to us a letter or facsimile substantially similar to this letter, v^ich letter or facsimile sets forth the material terms of the Transaction to which this Confirmation relates and indicates your agreement to those terms. Yours faithfully, for and on behalf of Deutsche Bank AG, London Branch By; By; Name; Vikas Prathvi Singh EFTA01436398 Title; Authorised Signatory Name; Shubhank Mehra Title; Authorised Signatory Confirmed a5,of4he date first above written; PRIVATE<^IENT SERVICES PWM ALEX BROWN AC SOUTHERN FINANCIAL LLC By; By; Name: Authorised Signatory For any query relating to this Confirmation, please contact us on If you agree vs^th the details of this confirmation, please sign and return to fax number Chairman of the Supervisory Board Paul Aohleiiner Manasement Board John Cryan (Chairman), Klmbarty Hammonds, Stuart Lewis. Sylvie Maiherai. Garth Ritchie, Kart von Rohr, Marcus Schsnck, Chnstian Sewinp, Werner StemmtiUer, Jeffrey Utwln Deutsche Benk AG is authorised under German Banking Law (competent authority. European Central Bank and the SaFin, Germany's Feder^ Financial Supervisory London Stock Exchange. (Details about the extent of our euihorlsaiion and regulation in the Authority) and, In the United Kingdom, by the Prudennal Regulation Auihoniy. It is subject United Kngdom are available on request or from www.db com/en/- content/eu_disclo$ures hmn) to supervision by the European Central Bank and by the BaFin, and Is subject to limited re^lahon in the United Kingdom by the Financial Condua Authonty and the Rtrdential Regulation Authonty Deutsche Bank AG isaj6m stock corporaon with Innied liability incorporated in the Federal RepuWic of Germany. Local CXiuri of Frankfurt am Main, HRB No 30000, Brartch Registration m England and Wales BRO00005 end Registered Address. Winche^er House, 1 Great Winchester Street. London EC2N 2D8. Deutsche Bank AG. London Branch is a member of the Page 4 oM EFTA01436399