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Economic Master Issuer PLC

 Terms and Conditions

Before entering this Website/page, please read carefully the following important terms and conditions that govern your access to, and use of, this Website, and acknowledge your agreement of them. If you agree to the terms, click 'I agree' at the end of this [page] to enter this Website. If you click 'I do not agree' you will not be able to enter this Website.

Access and use of this Website (the Website) is conditional upon agreement to and compliance with these Terms and Conditions of Access to the Website (the Terms and Conditions).

These Terms and Conditions are intended for the benefit of Coventry Building Society (CBS) and may be enforced by CBS or CBS on behalf of its affiliates. By clicking 'I agree' at the end of this [page], you acknowledge and agree to the Terms and Conditions and agree not to undertake any act or omission that would constitute a breach of these Terms and Conditions. You agree to notify CBS immediately if you become aware of any unauthorised use of the website.

1. Access to and use of the Website

1.1 The materials on the Website are directed only at, and are intended to be distributed only to, Authorised Users, and they must not be acted on or relied by, nor are the securities mentioned in the Website available to, any other persons. For the purposes of these Terms and Conditions, an Authorised User is a person who is:

(a) either (i) not a "U.S. person" (within the meaning of Regulation S under the United States Securities Act of 1933) or acting for the account or benefit of a US person and the electronic mail address that you have given to CBS is not located in the United States, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands) or the District of Columbia or (ii) a qualified institutional buyer (as defined in Rule 144A under the United States Securities Act of 1933);

(b) in the United Kingdom, a person who (i) has professional experience in matters relating to investments or (ii) is a high net worth entity falling within Articles 49(2)(a) to (d) of the Financial Services and Markets Act (Financial Promotion) Order 2005; and

(c) (i) not a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); (ii) not a customer within the meaning of Directive 2016/97/EU, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) a qualified investor as defined in Regulation (EU) 2017/1129.

By accessing this Website, you shall be deemed to have confirmed and represented to CBS that you are an Authorised User.

1.2 The information on the Website is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. Persons accessing these pages are required to inform themselves about and observe such restrictions and by accessing these pages you represent that you are a person into whose possession the material can be lawfully delivered in accordance with the laws of the jurisdiction in which you are located. You may not use the information on the Website in a manner that may violate any securities laws, including, without limitation, in connection with any trading of any securities described or referred to in such information. No information on the Website is, or is to be construed as, an offer of or invitation to subscribe for, underwrite or purchase securities or other financial instruments or any advice or recommendation with respect to such securities or other financial instruments.

1.3 You agree that you will not engage in any activities related to the Website that are contrary to applicable law or regulation or the terms of any agreements between the you and CBS.

1.4 The Website may contain other proprietary notices and copyright information, the terms of which must be observed and followed.

2. Acknowledgements and disclaimers

You acknowledge and agree to the following:

(a) No duty to update or correct materials. While CBS has taken reasonable steps to ensure that all materials contained on the Website are accurate as at the date stated, neither CBS nor any other party gives any warranties or representations that materials on the Website is accurate, current or complete, or has any duty to maintain or update any such materials. Historic performance information with regard to any security is no indication of its future performance.

(b) Changes to materials. CBS may remove or make changes to the materials available on the Website at any time.

(c) Third party materials. Information on the Website sourced from third parties (Third Party Materials), including (without limitation) offering circulars, prospectuses, listing particulars, pricing supplements reports, agreements, summaries, models, commentary and other materials, has been obtained from sources believed to be reliable, but CBS does not warrant as to its completeness or accuracy. CBS has no obligations in respect of Third Party Materials (including to verify or correct Third Party Materials or publish materials relating to Third Party Materials). Posting Third Party Materials on the Website does not imply any endorsement of, adoption of or responsibility by CBS for the opinions, ideas, products, information or services offered therein, or any representation by CBS regarding the content of any Third Party Materials.

(d) Offering documents and research reports. Any prospectuses or other offering materials (each, an Offering Document) or research reports posted on the Website are Third Party Materials unless produced by CBS. Third Party Materials are provided solely for your convenience to generally describe the terms of the transaction described therein.

  • You should not assume that the information contained or incorporated by reference in any Offering Document or research report is accurate as of any date other than the respective date set forth therein or the date of the information incorporated therein.
  • Offering Documents, research reports and other information contained in the Website may not be distributed (whether in whole or in part) to or used by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation.

(e) CBS Positions. CBS may have its own interests in relation to the issuers or any affiliates of the issuers of securities or transactions mentioned on the Website.

(f) Disclaimer of Advice. Except as otherwise expressly stated, the Website does not purport to provide any financial, investment, tax, accounting or legal advice or recommendation.

(g) Click Through. Any acknowledgment, agreement or other type of click through button on the Website that you select to evidence agreement or an acknowledgement shall have the same force and validity as a paper copy of an agreement that has been manually signed and delivered by you.

(h) Discontinuance and disruption of service. CBS or its suppliers may suspend or discontinue the Website at any time.

(i) Information may not be sufficient. The information on the Website may not be sufficient for the purposes of any particular user. In particular, each user is required to make their own assessment as to the information provided on the Website and on the programme generally.

3. Unauthorised use

Unauthorised use of the Website including but not limited to unauthorised entry into such entities' systems, or misuse of any information posted to the Website, is strictly prohibited.

4. Limitation of liability

4.1 Neither CBS accepts any liability or responsibility for the adequacy, accuracy or completeness of the information on the Website.

4.2 CBS and third party data providers are not responsible for any errors in or omissions from the information contained in or accessed through the Website (including all information, tools and materials contained on the Website).

4.3 The Website may contain statements that constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements can be identified by the use of forward-looking terminology, such as the words 'believes', 'estimates' 'expects', 'may', 'will', 'intends', 'plans', 'should' or 'anticipates', or the negative or other variations of those terms. These statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results and performance of the securities mentioned on the Website, CBS or the UK residential mortgage industry to differ materially from any future results or performance expressed or implied in the forward-looking statements. These risks, uncertainties and other factors include, among others: general economic and business conditions in the United Kingdom; currency exchange and interest rate fluctuations; government, statutory, regulatory or administrative initiatives affecting CBS and/or CBS' affiliates changes in business strategy, lending practices or customer relationships; and other factors that may be referred to in the Website. Any forward-looking statements provided on the Website speak only as of the date of such statements and are not guarantees of future performance. CBS does not intend or undertake any obligation, to revise these forward-looking statements to reflect any future events or circumstances.

4.4 Except as may be otherwise expressly provided by written agreement between CBS and the user, CBS will under no circumstances have any liability to the user or any third party arising in connection with the use of the Website, or reliance on any information or services provided at this Website, regardless of the form of action, including for any lost profits or lost opportunity, or any indirect, special, consequential, incidental or punitive damages whatsoever, even if CBS has been advised of the possibility of such damages.

4.5 Nothing in this clause shall limit or exclude any liability of CBS:

(a) for personal injury arising from negligence;
(b) for fraud; or
(c) that may not be limited or excluded under applicable law and regulation.

5. Rights of third parties

5.1 No person may enforce any of the terms of this agreement under the Contracts (Rights of Third Parties) Act 1999.

5.2 Notwithstanding any other term herein, the consent of any third party is not required for any variation or termination of these Terms and Conditions.

6. Governing law and jurisdiction

6.1 The Terms and Conditions and any non-contractual obligations arising out of or in connection with them will be governed by, and construed in accordance with, the laws of England and Wales.

6.2 The English courts will have jurisdiction to settle any disputes which may arise in connection with the Terms and Conditions.

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