Entered into:	17.February 2017
between the Issuer:	Swedbank AB (Publ)
CompanyNo	502017-7753
and the Bond Trustee:	Nordic Trustee ASA
Company No.	963 342 624
on behalf of the Bondholders in:	2,68yo Swedbank AB Open Bond Issue 2017 I 2027
with ISIN:	NO 0010786858

Bond Agreement

The Issuer undertakes to issue the Bonds in accordance with the terms set forth in this Bond Agreement.

1. Terms of the fssue

The terms of the Issue are as follows, supplemented by the definitions and clarifications set forth in Section 2:

Maximum Amount:	3 ,000,000,000	Three billion
Initial Amount:	500,000,000	Five hundred million
Face Value:	1,000,000
Currency:	NOK (Norwegian kroner)
Issue Date:	24February 2017
Maturity Date:	24February2027
Redemption Price:	100 % of Face Value
Call	NA	NA
Put:	NA	NA
Coupon Accrual Date:	24Febru:ary2018
Coupon	2,68Yop.a.
Reference Rate:	NA
Margin:	NA
Coupon Date:	24February each year
Day Count Fraction:	30/360
Additional Retum:	NA
Business Day Convention:	No adjustment
Listing:	YES
Exchange	Nordic ABM

2. ClarifÏcations and definitions

When used in this Bond Agreement, the following words and terms shall have the following meaning and definition :

Additional Return:	ceftain conditions set forth in Attachment If YES is speciflted,
	apply regarding yield. If NA is specified, no provisions regarding
	Additional Return apply.
Attachment:	Any attachments to this Bond
Bond Agreement:	This agreement including any Attachments to which it refers, and
	any subsequent amendments and additions agreed between the
	parties hereto.

Bond Trustee	Nordic Trustee ASA or its successor(s)
Bondholder:	Holder of Bond(s) as registered in the Securities
Bondholders' Meeting:	Meeting of Bondholders as set forth in Section 5 of this Bond
	Agreement.
Bonds:	which is Securities issued pulsuant to this Bond Agreement and
	registered in the Securities Register, each a "Bond".
Business Day:	Any day when the Norwegian Central Bank's Settlement System IS
	open and when Norwegian banks can settle foreign currency
	transactions.
Business Day	Convention for adjusting any relevant payment date ('Payment
Convention:	Date") if it would otherwise fall on a day that is not a Business
	Duy;
	(Ð If Modified Business Day is specifred, the applicable
	Payment Date shall be the first following Business Day.
	(iÐ If Modified Following Business Day is specified, the
	applicable Payment Date shall be the first following
	Business Day unless that day falls in the next calendar
	month, in which case the date shall be the first preceding
	Business Day.
	(iiÐ If No Adjustment is specified, the applicable Coupon
	Payment Date shall not be adjusted even if that day is not a
	Business Day (payments shall be made on the first
	following Business Day)
	Issuer's early redemption right of Bonds at the date(s) stated (the
Call
	"Call Date") and coresponding price(s) (the "Call Price"), ref.
	Clause 3.6. and 3.7.The Call Date shall be adjusted pursuant to the
	Business Day Convention. If NA is specified, the provisions
	Call do not
Coupon:	Rate of interest applicable to the Bonds;
	(Ð If the Coupon is stated in percentage points, the Bonds shall
	bear interest at this rate per annum (based on the Day Count
	Fraction set forth in Section 1), from and including the
	Coupon Accrual Date to the Matutity Date.
	(iÐ If the Coupon is stated as Reference Rate + Margin the
	Bonds shall bear interest at arate per annum equal to the
	Reference Rate t Margin (based on the Day Count Fraction
	set forth in Section 1), from and including the Coupon
	Accrual Date to the first Coupon Date, and thereafter from
	and including each Coupon Date to the next Coupon Date
	until Maturity Date. If the the becomes

	Coupon shall be deemed to be zero.
Coupon Accrual Date:	IfNA is The date on which interest on the Bond starts to accrue
	Accrual Date does not
Coupon Date:	Date(s) on which the payment of Coupon falls due' The Coupon
	Convention. Date shall be adiusted pursuant to the Business
Currency	in which the Bonds are denominated. The
Day Count Fraction:	The convention for calculation of payment of Coupon.
	(Ð If 30/360 is specified, the number of days in the relevant
	coupon period shall be calculated from and including the
	Coupon Accrual Date/Coupon Date to the next Coupon
	Date on basis of a year of 360 days with 12 months of 30
	days divided by 360, unless (a) the last day in the relevant
	coupon period is the 31't calendar day but the first day of
	the relevant coupon period is a day other than the 301n or the
	3 1't day of a month, in which case the month that includes
	that last day shall not be shortened to a 30-day month, or
	(b) the last day ofthe relevant coupon period is the last
	calendar day in February, in which case February shall not
	be considered to be lengthened to a 30-day month.
	(iÐ If ActuaV360 is specified, the actual number of days in the
	relevant coupon period shall be from and including the
	Coupon Accrual Date/Coupon Date to the next Coupon
	Date. The number of shall be divided 360.
Event of Default	The occurrence of an event set forth in Clause 3.8.
Exchange:	Exchange or other recognized marketplace for secwities, on which
	the Issuer has, ot has applied for, listing of the Bonds. IfNA is
	specified, the terms of this Bond Agreement covering Exchange do
	not
Face Value:	The face value of each Bond.
Financial Undertakings	The Norwegian financial undertakings act of 10 april 2015 no 17 '
Act:
Financial Undertaking :	Financial Undertakings Entity with authorization according to the
	Act.
Initial Amount:	The amount equal to the aggregate Face Value of the Bonds
	issued under the first Issue.
ISIN:	The identification number of the Bonds (International Securities
	Identification N
Issue:	to this Bond issue of Bonds
Issue Date:	The date of the first Issue.
Issuer:	The person or entity that has issued the Bonds and is the borrower

Issuet's Bonds	Bonds owned by the Issuer, any party who has decisive influence
	over the Issuet, or any party over whom the Issuer has decisive
	influence. shall
Listing:	Indicates listing of the Bonds. If YES is specifi.ed, the Issuer submit an application in order to have the Bonds listed on the
	Exchange(s). If NO is specified, no obligation for listing applies,
	for at its own
	but the Issuer Margin expressed in percentage points to be added to the
Margin:	Reference Rate (if the Margin is negative, it shall be deducted from
	If NA is no
	the Reference The date on which the Bonds fall due. The Maturi Date shall be
Maturity Date:

	adjusted pursuant to the Business Day Convention.
Maximum Amount:	Amount stating the naximum aggtegate Face Value of Bonds
	which may be issued pursuant to this Bond Agreement. IfNA is
	specified, the aggregate Face Value of the Bonds issued may not
	exceed the amount specif,ied as the Initial Amount.
NIBOR:	(Nolwegian Intelbank Offered Rate) Interest rate fixed for a
	defrned period on Oslo Børs' webpage at approximately 12.15
	Oslo time. In the event that such page is not available, has been
	removed or changed such that the quoted interest rate no longer
	represents, in the opinion of the Bond Trustee, a colrect expression
	of the Reference Rate, an alternativ e page or othet electronic
	source which in the opinion of the Bond Trustee and the Issuer
	gives the same interest rate as the initial Reference Rate shall be
	used. If this is not possible, the Bond Trustee shall calculate the
	Reference Rate based on comparable quotes from majol banks in
	Oslo.
Outstanding Bonds	The aggregate value of the total number of Bonds not redeemed or
	othelwise discharged in the Securities Register
Paying Agent:	The entity acting as registrar for the Bonds in the Securities
	Register and paying agent on behalf of the Issuer in the Securities
	Register.
Put	Bondholders' r'ight to demand early redemption of Bonds at the
	period stated (the "Put Period") and conesponding price(s) (the
	"Put Price"), ref. Clause 3.6 and 3.7. IfNA is specified, the
	plovisions regarding Put do not apply
Redemption Price:	The plice, stated as a percent of the Face Value, at which the
	Bonds shall be ledeemed on the Maturity Date.
Reference Rate:	NIBOR lounded to the nearest hundredth of a percentage point on
	each Reset Date, for the period stated. If NA is specified,
	Reference Rate does not apply.
Reset Date:	Dates on which the Coupon is fixed for the subsequent coupon
	period for Bonds where Reference Rate applies. The first Reset
	Date is two Business Days before the Coupon Accrual Date.
	Thereafter the Reset Date is two Business Days prior to each
	Coupon Date.
Seculities Register:	The securities register in which the Bonds are registered.
Votins Bonds	Outstanding Bonds less Issuer's Bonds

3. Other terms of the Issue

3.1. The purpose of the Issue

3.1.1. The purpose of the Issue is general financing of the Issuer

3.2. Listing and prospectus

3.2.1. In the event that the Bonds are listed on the Exchange, matters concerning the listing requiring the approval of the Bondholders shall be resolved pursuant to the terms of this Bond Agreement.
3.2.2. In the event that the Bonds are listed on the Exchange, the Issuer shall submit the documents and the information necessaty to maintain the listing.
3.2.3 The Issuer shall ensure that this Bond Agreement shall be incorporated in any prospectus and other subscripion or information materials related to the Bonds.

3.3. Status

3.3,1. The Issuers payment obligations under this Bond Agreement shall rank ahead of all subordinated payment obligations of the Issuer and shall rank at least pari passu with all the Issuer's other obligations, save for (i) secuted obligations to the extent they are secured and (iÐ obligations which are mandatorily prefened by law.

3,4. Security

3.4.1. The Bonds are unsecured.

3.5. Covenants

3.5.1. The Issuer undertakes not to (either in one action or as several actions, voluntarily or involuntarily) cease to cany on its business.
3.5.2. For information covenants. see Clause 4.7,

3.6. Payments

3.6.1. On each Coupon Date the Issuer shall in arears pay the accrued Coupon amount to the Bondholders.
3.6.2. On the Maturity Date the Issuer shall pay in respect of each Bond the Face Value multiplied by the Redemption Price to the Bondholders.
³.6.3 . On the Maturity Date the Issuer shall pay any Additional Retum (if applicable) to the Bondholders.
3.6.4. The Issuer may not apply any counterclaims in set-off against its payment obligations pursuant to this Bond Agreement.
3.6.5. If exercising Call or Put, the Issuer shall at the relevant date indicated under Call or Put pay to the Bondholders the Face Value of the Bonds to be redeemed multiplied by the relevant price for the relevant date plus accrued Coupon on the redeemed Bonds.
3.6.6. Amounts payable to the Bondholders by the Issuer shall be available to the Bondholders on the date the amount is due pulsuant to this Bond Agreement.
3.6.7. In the event that the Issuer has not fulfilled its payment obligations pursuant to this Bond Agreement, regardless of whether an Event of Default has been declared or not, interest shall accrue on the amount due at the higher of:
(a) the seven day NIBORplus 3.0 percentage points (to be fixed two Business Days before due date and thereafter weekly), and
(b) the applicable Coupon at the due date plus 3.0 percentage points.

Default interest shall be added to the amount due on a monthly basis and accrue interest together with this (compound interest).

3.7. Exercise of Put and Call

3.7,1. Exercise of Call shall be notified by the Issuer to the Bondholders and the Bond Trustee at least thirty Business Days prior to the relevant Call Date.
3.'t.2. Pa¡tial exercise of Call shall be carried out pro rata between the Bonds (according to the procedures in the Securities Register).
3.7.3 Exercise of Put shall be notified by the Bondholder to its Securities Register agent no later than the last Business Day before the end of the Put Period, and the settlement of the Put shall take place the fifth Business Day after the end of the Put Period.

3.8. Events of default

3.8.1 The Bond Trustee may declare the Bonds to be in default upon the occurrence of any of the following events:
(a) the Issuer fails to firlfil any payment obligation pursuant to Clause 3.6 unless, in the opinion of the Bond Trustee, it is obvious that such failure will be remedied, and payment is made, within 5 - five - Business Days following the original due date,
(b) the Issuer fails to duly perform any other substantial obligation pursuant to this Bond Agreement, unless, in the opinion of the Bond Trustee, it is obvious that such failure will be remedied and is remedied within 20 - twenty - Business Days after written notice thereof has been given by the Bond Trustee to the issuer requiring the same to be remedied,
(c) the Issuer becomes subject to insolvency or enforcement proceedings, is taken under public administration, enters into debt negotiations, admit to insolvency or if a substantial proportion of the Issuer's assets are impounded, confiscated or subject to distraint, and such proceeding, decree or order shall not have been vacated or shall have remained in force undischarged or unstayed for a period of sixty (60) calender days.
(d) the Issuer is resolved to be dissolved,
(e) the Issuer has in respect of the Bonds or this Bond Agreement (in the reasonable discretion of the Bond Trustee) in any material respect made any incorrect or misleading - or otherwise failed to make - representation, warranty, written statement or certificate of compliance, or
(Ð the Issuer is in a situation which, in the reasonable opinion of the Bond Trustee, after consultations with the Issuer, provides reason to assume that the Issuer will be unable to fulfiIits obligations undet this Bond Agreement.

4. Other terms and conditions

4.1. Conditions precedent

4.t.1. The Bond Trustee shall have received the following documentation, no later than 2 -two - Business Days prior to the Issue Date:
(a) this Bond Agreement duly signed,
(b) the Issuer's cotporate resolution to make the Issue,
(") confirmation that the relevant individuals are authorised to sign on behalf of the Issuer this Bond Agreement and other relevant documents in relation hereto, (Company Certificate, Power of Authority etc,),
(d) the Issuer's Articles of Association,
(") confirmation that the requirements set forfh in Chapter 7 of the Norwegian Securities Trading Act þrospectus requirements) are fulfilled,
(Ð to the extent necessary, any public authorisations required for the Issue,
(g) confirmation that the Bonds have been registered in the Securities Register,
(h) any agreement regarding the Bond Trustee's fees and expenses as set forth in Clause 4.9.2 duly signed,
(Ð confirmation according to Clause 4.2.2 if applicable,
(j) any other relevant documentation presented in relation to the Issue, and
(k) any statements (including legal opinions) required by the Bond Trustee regarding documentation in this Clause 4.1.1.
4.1.2. The Bond Trustee may, in its reasonable opinion, waive the deadline or requirements for the documentation as set forth in Clause 4. I . 1.
4.t.3 The Issuance of the Bonds is subject to the Bond Trustee's written notice to the Issuer, the manager of the Issue and the Paying Agent that the documents have been controlled and that the required conditions precedent are fulfilled.

4.2. Representations and warranties

4.2.1 At any Issue, the Issuer represents and warrants that:
(a) all information which has been presented in relation to such Issue is, to the best knowledge of the Issuer, in accordance with the facts and contains no omissions likely to effect the importance of the information as regards the evaluation of the Bonds, and that the Issuer has taken all reasonable measures to ensure this,
(b) the Issuer has made a valid resolution to make such Issue, and such Issue does not contravene any of the Issuer's other liabilities, and
(c) public requirements have been fulfilled (i.a. Norwegian Securities Trading Act Chapter 7), andthat any required public authorisations have been obtained.
4.2.2. The Bond Trustee may plior to any Issue require a statement from the Issuer confirming the Issuer's compliance with Clause 4.2.1.

4.3. Tap Issues (subsequent Issues)

4,3.t If Maximum Amount is applicable (Section 1), the Issuer may make subsequent Issues ("Tap Issues") up to the Maximum Amount, provided that
(a) the Tap Issue is made no later than five 5 Business Days prior to the Maturity Date, and that
(b) all conditions set forth in Clauses 4.1.1 and 4.2.1 arc still valid.

Each Tap Issue requires written confirmation from the Bond Trustee, unless (i) the Issuer is a Financial Undertaking and (ii) the Bonds constitute (senior) unsecured indebtedness ofthe Issuer (i.e. not subordinated).

The Issuel may, upon wlitten confimation fi'om the Bond Ttustee, increase the Maximum Amount. The Bondhoìders and the Exchange shall be notif,red of any increase in the Maximum Amount. 4.3.2.

4.4. Registration of Bonds

4.4.1. The Issuel shall continuously ensure the correct registration of the Bonds in the Securities Register.

Interest Rate Fixing 4.5.

If, pulsuant to this Bond Agreement, the Coupon shall be adjusted duling the tetm of the Bonds, any adjustments shall be carried out by the Bond Trustee. The Bondholders, the Issuel', the Paying Agent and the Exchange shall be notified of the new Coupon applicable until the next Coupon Date. 4.5.1

The Issuer's acquisition of Bonds 4.6.

The Issuer has the right to acquire Bonds and to retain, sell or discharge such Bonds in the Securities Register. 4.6.t.

Information covenants 4.7.

The Issuer undertakes to: 4.7.r
Ð without being requested to do so, inform the Bond Trustee promptly of any Event of Default pursuant to this Bond Agreement, and of any situation which the Issuer undetstands or should undelstancl could lead to an Event of Default,
b) without being requested to do so, inform the Bond Trustee of any other event which may have a material effect on the Issuer's ability to fulfil its obligations pursuant to this Bond Agreement,
c) without being requested to do so, inform the Bond Trustee if the Issuer intends to sell or dispose of all or a substantial part of its assets or operations ot'change the nature of its business,
d) upon Lequest, provide the Bond Trustee with its annual and intelim reports and any other information reasonably required by the Bond Trustee,
e) upon request repoft to the Bond Trustee the balance of Issuer''s Bonds,
Ð without being requested to do so, provide a copy to the Bond Trustee of any notice to its creditclrs to be made according to applicable laws and regulations,

-r

g) without being requested to do so, send a copy to the Bond Tl'ustee of notices to the Exchange which have relevance to the Issuer's liabilities put'suant to this Bond Agrcement,
h) without being requested to do so, inform the Bond Trustee of changes in the registration of the Bonds in the Securities Registet, and
i) annually in corurection with the release of its arurual repofi, and upon lequest, confitm to the Bond Trustee compliance with any covenants set forth in this Bond Agreement.

4.8. Notices

4,8.1 Written notices, warnings, surnmons etc to the Bondholdels made by the Bond Trustee shall be sent via the Securities Register with a copy to the Issuer and the Exchange. Infor.mation to the Bondholdcrs may also be published at the web site www.stamdata.no'
4.8.2. The Issuer's wlitten notifications to the Bondholders shall be sent via the Bond Trustee, alternatively ttu'ough the Securities Register with a copy to the Bond Trustee and the Exchange.

4.9. Expenses

4.9.1. The Issuel shall cover all its own expenses in connection with this Bond Agreement and the fulfillment of its obligations hereunder, including the 'preparation of this Bond Agreement, listing of the Bonds on the Exchange, and the registration and administration of the Bonds in the Securities Register.
4.9.2 The expenses and fees payable to the Bond Trustee shall be paid by the Issuer. For Financial Undertakings, and Norwegian governmental issuers, arurual fee will be determined accolding to applicable fee structure an terms and conditions presented at the Trustee's web site (www.nordictrustee.com) at the Issue Date, unless otherwise is agreed with the'frustee. For other issuels a separate fee agreement will be entered into. Fees and expenses payable to the Boncl Trustee which, due to insolvency or similar by the Issuet, ar.e not r.eimbursed in any other way may be covered by making an equivalent reduction in the payments to the Bondholders.
4.9.3 Any public fees payable in connection with this Bond Agreement and fulfilling of the obligations pursuant to this Bond Agleement shall be covered by the Issuer'. The Issuer is not lesponsible for reimbursing any public fees levied on the trading of Bonds.
4.9.4. The Issue¡ is responsible for withholding any withholding tax imposed by Norwegian law'

5. Bondholders' Meeting

5.1. Authority of the Bondholders' Meeting

5.1 .1 The Bondholders' Meeting represents the supreme authority of the Bondholders' community in all matters regarding the Bonds. If a resolution by or an approval of the Bondholders is required, such resolution shall be passed at a Bondholders' Meeting. Resolutions passed at Bondholders' Meetings shall be binding and prevail for all Bonds.

5.2. Procedural rules for the Bondholders' Meeting

5.2.r. A Bondholders' Meeting shall be held at the request of:
(a) the Issuer,
(b) Bondholders representing at least 1/10 of the Voting Bonds,
(c) the Bond Trustee, or
(d) the Exchange.
5.2.2. The Bondholders' Meeting shall be summoned by the Bond Trustee. A request for ^a Bondholders' Meeting shall be made in writing to the Bond Trustee, and shall clearly state the matters to be discussed.
If the Bond Trustee has not summoned a Bondholders' Meeting within 10 ten Business Days after having received such a request, then the requesting party may summons the Bondholders' Meeting itself. s.2,3.
Summons to a Bondholders Meeting shall be dispatched no later than 10 ten Business Days prior to the Bondholders' Meeting. The summons and a confirmation of each Bondholder's holdings of Bonds shall be sent to all Bondholders registered in the Securities Register at the time of distribution. The suÍìmons shall also be sent to the Exchange for publication. 5.2.4.
The summons shall speci\$ the agenda of the Bondholders' Meeting. The Bond Trustee may in the summons also set forth other matters on the agenda than those requested. If amendments to this Bond Agreement have been proposed, the main content of the proposal shall be stated in the summons. 5.2.5.
The Bond Trustee may restrict the Issuer to make any changes in the number of Voting Bonds in the period from distribution of the summons until the Bondholders' Meeting. 5,2.6.
Matters that have not been reported to the Bondholders in accordance with the procedural rules for summoning of a Bondholders' Meeting may only be adopted wittr the approval of all Voting Bonds. 5.2.7.
The Bondholders' Meeting shall be held on premises designated by the Bond Trustee. The Bondholders' Meeting shall be opened and shall, unless otherwise decided by the Bondholders' Meeting, be chaired by the Bond Trustee. If the Bond Trustee is not present, the Bondholders' Meeting shall be opened by a Bondholder, and be chaired by a representative elected by the Bondholders' Meeting. 5.2.8,
Minutes of the Bondholders' Meeting shall be kept. The minutes shall state the number of Bondholders represented at the Bondholders' Meeting, the resolutions passed at the 5.2.9.

meeting, and the result of the voting. The minutes shall be signed by the chailman and at least one other person elected by the Bondholders' Meeting. The minutes shall be deposited with the Bond Trustee and shall be available to the Bondholders.

5.2.10. The Bondholders, the Bond Trustee and representatives of the Exchange have the right to attend the Bondholders' Meeting. The chairman may grant access to the meeting to other parties, unless the Bondholders' Meeting decides otherwise. Bondholders may attend by a representative holding proxy. Bondholders have the right to be assisted by an advisor. In case of dispute the chairman shall decide who may attend the Bondholders' Meeting and vote for the Bonds.
5.2.lL Representatives of the Issuer have the right to attend the Bondholders' Meeting. The Bondholders' Meeting may resolve that the Issuer's representatives may not participate in particulal matters. The Issuer has the right to be plesent undel the voting.

5.3. Resolutions passed at Bondholders' Meetings

5.3.1 At the Bondholders' Meeting each Bondholder may cast one vote for each Voting Bond owned at close of business on the day prior to the date of the Bondholders' Meeting in accordance with the records registered in the Securities Register. Whoever opens the Bondholders' Meeting shall adjudi cate any question concerning which Bonds shall count as Issuer's Bonds, Issuet's Bonds have no voting rights,
5.3.2. In all matters to be dealt with at the Bondholders' Meeting, the Issuer, the Bond Trustee and any Bondholder have the right to demand vote by ballot. ln case of parity of votes, the chairman shall have the deciding vote, regardless of the chaitman being a Bondholdel or not.
5.3.3. In order to form a quorum, at least hall (Il2) of the Voting Bonds must be represented at the meeting, see however Clause 5.4. Even if less than half (1/2) of the Voting Bonds are represented, the Bondholdels' Meeting shall be held and voting completed.
5.3.4. Resolutions shall be passed by simple rnajority of the votes at the Bondholders' Meeting, unless otherwise set forth in clause 5.3,5.
5.3.5. In the following mattels, a majority of at least 213 of the votes is lequit'ed:
(a) any amendment of the terms of this Bond Agreement regalding the Coupon, the tenor, redemption price and other telms and conditions affecting the cash flow of the Bonds.
(b) the transfer of rights and obligations of this Bond Agreement to another issuer (bonower), or'
(c) change of Bond Ttustee,
s.3.6. The Bondholders' Meeting may not adopt lesolutions which may give ceftain Bondholders or others an unreasonable advantage at the expense ofother Bondholders,
5.3,7 The Bond Trustee shall ensure that resolutions passed at the Bondholders' Meeting are properly implementecl.
5.3.8 The Issuer, the Bondholders and the Exchange shall be notified of resolutions passed at the Bondholders' Meeting.

5.4. Repeated Bondholders' Meeting

5.4.1, If the Bondholders' Meeting does not form a quorum pursuant to Clause 5.3.3, a repeated Bondholders' Meeting may be summoned to vote on the same matters. The attendance and the voting result of the first Bondholders' Meeting shall be specified in the summons for the repeated Bondholders' Meeting.
5.4.2. When a matter is tabled for discussion at a repeated Bondholders' Meeting, a valid resolution may be passed even though less than haff (Il2) of the Voting Bonds are represented.

6. The Bond Trustee

6.1. The role and authority of the Bond Trustee

6.1.1. The Bond Trustee shall monitor the compliance by the Issuer of its obligations under this Bond Agreement and applicable laws and regulations which are relevant to the terms of this Bond Agreement, including supervision of timely and comect paymcnt of principal or interest, informing the Bondholders, the Paying Agent and the Exchange of relevant information which is obtained and received in its capacity as Bond Trustee (however this shall not restrict the Bond Trustee from discussing matters of confidentiality with the Issuer), afïange Bondholders' Meetings, and make the decisions and implement the measures resolved pursuant to this Bond Agreement. The Bond Trustee is not obligated to assess the Issuer's financial situation beyond what is directly set forth in this Bond Agreement.
6.1.2. The Bond Trustee may take any step necessary to ensure the rights of the Bondholders in all matters pursuant to the terms of this Bond Agreement. The Bond Trustee may postpone taking action until such matter has been put forward to the Bondholders' Meeting.
6.1.3. The Bond Trustee may reach decisions binding for all Bondholders concerning this Bond Agreement, including amendments to the Bond Agreement, which, in the opinion of the Bond Trustee, do not have a material adverse effect on the rights or interests of the Bondholders pursuant to this Bond Agreement, see however clause 6.1.5.
6.r.4. The Bond Trustee may reach decisions binding for all Bondholders in circumstances other than those mentioned in Clause 6.1.3 provided prior notification to the Bondholders is given, see however Clause 6.1.5. Such notice shall contain aproposal of the amendment and the Bond Trustee's evaluation. Further, such notification shall state that the Bond Trustee may not reach a decision binding for all Bondholders in the event that any Bondholder submits a written protest against the proposal within a deadline set by the Bond Trustee. Such deadline may not be less than five (5) Business Days after the date of such notification.
6.1.s. The Bond Trustee may not reach decisions pursuant to Clauses 6. 1.3 or 6.1 .4 for matters set forth in Clause 5,3,5 except to rectify obvious incorrectness, vagueness or incompleteness.
The Bond Trustee may not adopt resolutions which may give certain Bondholders or others an unreasonable advantage atthe expense ofother Bondholders. 6.1.6.
6.L7. The Issuer, the Bondholders and the Exchange shall be notified of decisions made by the Bond Trustee pursuant to Clause 6.1 unless such notice obviously is unnecessary.
6.1,8. The Bondholders' Meeting can decide to replace the Bond Trustee without the Issuer's approval, as provided for in Clause 5.3.5.

6.2. Event of Default, termination and recovery

6.2.1 If an Event of Default occuts, the Bond Trustee may take any action it deems necessary in order to protect the interests of the Bondholders, including declaring the Bonds to be in default, r:evoking this Bond Agreement and declaring the Bonds plus accrued interest and expenses due for payment, and initiating recovery of all amounts outstanding under this Bond Agreement.
6.2.2. Should the Bond Trustee receive a written demand to take action as set forth in Clause 6.2.1, ftomBondholders representing at least 1/5 of Voting Bonds, the Bond Trustee shall take such actions unless the Bondholders' Meeting has passed a resolution for alternative solutions,
6.2.3 The Bond Trustee shall be indemnified by the Bondholders for any results (including any expenses, costs and liabilities) of taking action pursuant to Clause 6.2.2 ot pursuant to the Bondholders' Meeting having declared the Bonds to be in default. The Bond Trustee may claim indemnity and security from the Bondholders who put forward the demand in accordance with clause 6.2.2 or voted for the adopted resolution at the Bondholders' Meeting.

6.3. Liability and indemnity

6.3,1 The Bond Trustee is liable only for direct losses incurred by Bondholders or the Issuer as ^aresult of negligence or wilful misconduct by the Bond Trustee in performing its functions and duties as set forth in this Bond Agreement. The Bond Trustee is not liable for the content of infonnation provided to the Bondholders on behalf of the Issuer.
6.3.2 The Issuer is liable for and shall indemnifr the Bond Trustee firlly in respect of all direct losses, expenses and liabilities incurred by the Bond Trustee as a result of negligence by the Issuer to fulfill its obligations under the terms of this Bond Agreement, including losses incurred by the Bond Trustee as a result of the Bond Trustee's actions based on misrepresentations made by the Issuer in connection with the establishment and performance of this Bond Agreement.

6.4. Change of Bond Trustee

6.4.1. Change of Bond Trustee shall be carried out pursuant to the procedures set forth in Section 5. The Bond Trustee shall continue to carry out its duties as bond trustee until such time that a new Bond Trustee is elected.
6.4.2 The fees and expenses ofa new bond trustee shall be covered by the Issuer pursuant to the terms set out in Clause 4.9, but may be recovered wholly or partially from the Bond Trustee if the change is due to a breach of the Bond Trustee duties pursuant to the terms of this Bond Agreement or other circumstances for which the Bond Trustee is liable.
The Bond Trustee undertakes to co-operate so that the new bond trustee receives without undue delay following the Bondholders' Meeting the documentation and information necessary to perform the functions as set forth under the terms of this Bond Agreement. 6.4,3

7. General provisions

7.1. The Bondholders' community

7 .1.1 Tlu'ough their subscription, pulchase or other transfer of Bonds, the Bondholdels will be deemed to have accecled to tliis Bond Agreement and hereby accept that:
(a) the Bondholdet's are bound by the telms of this Bond Agreement,
(b) the Bond Trustee has power and authority to act on behalf of the Bondholders,
(c) the Bond Trustee has, in order to administrate the telms of this Bond Agleement, access to the Securities Register to review ownership of Bonds registered in the Seculities Register,
(d) this Bond Agreement establishes a community between Bondholdels meaning that;
- (Ð the Bonds rank pad passu between each other,
- (ii) the Bondholders may not, based on this Bond Agreement, act directly towards the Issuer and may not themselves institute legal proceedings against the Issuer,
- (iii) the Issuer may not, based on this tsond Agreement, act directly towards the Bondholders,
- (iv) the Bondholders may not cancel the Bondholders' community, and that
- (v) the individual Bondholder may not resign fi'om the Bondholders' community.
7.1.2. This Bond Agreement shall be publicly available fi'om the Bond Trustee or the Issuer'.

7.2. Dispute resolution and legal venue

7.2.1. Disputes alising out of or in connection with this Bond Agreement which are not resolved amicably shall be resolved in accordance withNorwegian law in the Oslo District Court.

7.3. Amendments

7 .3.1 Amendments of this Bond Agreement may only be made with the approval of the parties to this Agleement, with the exception of amendments as set forth under Clause 6.1.8.

7.4. Contact information

7.4.1. The Issuer and the Bond Tlustee shall ensute that the othel party is kept informed of any changes in its postal address, e-mail address, telephone and fax numbels and contact peISons.

Stefan Ai:rehamsson

fssuer Bond Trustce

a Rösth

AI Terminal

Swedbank A

2978_iss_2017-02-22_70f8e2e1-c661-4422-bbf3-8c8252521c23.pdf