EFTA00607295.pdf

Deutsche Bank Deutsche Bank AG London Winches* House I Greet vencheeter Street London E preohorel Date: To: Attenticn: 14 January 2015 Southern Financial.LLC CDS Documentation Our Reference: C7870154M /12709402 CONFIRMATION Credit Derivative kainacte0 Dear Sr/Madam, The purpose of this communication (this Taggtmiatrag") is to set forth the berms and conditions of the Credit Derivative Transaction entered into between Deutsche Bank AG rParty Al and Southern Financlal,LLC ("Party B") on the Trade Date specified below (the 'Transaction"). This Confirmation constitutes a "Confirmation' as referred to in the ISDA Master Agreement specified below. The definitions and provisions contained in the 2014 ISDA Credit Derivatives Definitions (the /014 Definitions"), as published by the International Swaps and Derivatives Association, Inc. ('ISDA'), are incorporated into this Confirmation. In the event of any inconsistency between the 2014 Definitions and this Confirmation. this Confirmation will govern. This Confirmation supplements, forms a part of, and is subject to, the ISDA Master Agreement dated as of 28 October 2013, as amended and supplemented from time to trne (the 'Agreement') between Party A and Party B. All provisions contained in, or incorporated by reference in, the Agreement shall govern this Confir- mation except as expressly modified below. The terms of the Transaction to which this Conikmation relates are as follows: 1. General lgrms Transaction Type: Trade Date: Effective Date: Scheduled Termination Date: Floating Rate Payer: Fixed Rate Payer. Calculation Agent Reference Entity. Standard Reference Obligation: Seniority Level: Reference Obligation: Standard Latin America Sovereign 13 January 2015 14 January 2015 20 March 2020 Party A (the "Seller) Party B (the "Buyer) SeNer FEDERATIVE REPUBLIC OF BRAZIL Appitable Senior Level The obligation(s) identified as follows: Primary Obligor Federative Republic of Brazil EFTA00607295 Maturity: Oa March 2030 Coupon: 12.25% CUSIP / ISIN: 105756AL4 / US105756AL40 2.1insaymnala Fated Rate Payer Payment Date(s): 20 March 2015 and thereafter each 20 June, 20 Septorber, 20 December and 20 March Fixed Rate: 1 per cent per annum Initial Payment Payer. Party El Initial Payment Amount USD 491.941.00 Initial Fixed Rate Payer Calculation Notwithstanding Secbon12.9 of the 2014 Definitions. the initial Period. Fixed Rate Payer Calculation Period shall commence on, and include, the Fixed Rate Payer Payment Date falling on or immediately prior to the calendar day immediately following the Trade Date. 1 Floating Payment Floating Rate Payer Calculation Amount USD 10.000,000.00 4 Credit Superlative This Transaction shall be subject to the ISDA Credit Support Annex dated as of 28 October 2013 between the parties. For purposes of the Transaction the Independent Amount applicable :o Party B shall be an amount equal to 1% of the Fixed and Floating Rate Payer Calculation Amount, subject to any reductions due to partial terminations or partial novations. Contact Details for Notices Party A: Derive ives Documentation Fax: Party B: G a n i t t i i Email: Nptic Please advise Account Details Party A: Standard Settlement Instructions Party B: Standard Settlement Instructions S (MVOS. a) :he O'fce of Party A for the Transaction Is London 2 EFTA00607296 lSeaurtmvtlons Party B, if it is a nonresident alien individual, foreign corporation, foreign partnership, foreign trust, or foreign estate, recresents that is a foreign person for purposes of US Treasury regulations relating to information reporting and badom withholding. Each party will be deemed to represent to the other party on the dale on which It enters into this Transaction that (absent a written agreement between the parties that expressly Imposes affirmative obligations to the contrary for this Transaction): (i) Piga-Relict It is acting for its own account, and it has made its own independent decisions to enter into this Transaction and as to whether this Transaction is appropriate or proper for it based upon its own judgement and upon advice from such advisers as it has deemed necessary II 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 Investment advice or a recommendation to enter into this 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. (ii) 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, conditions and risks of this Transaction. It is also capable of assuming, and assumes, the risks of this Transaction. (nii) Status of Parties. The other party is not acting as a fiduciary for, or an adviser to it in respect of this Transaction. 3 EFTA00607297 Pleats confirm your agreement to be bound by the terms of the foregoing by executing a copy of this Confirmation and returning it to us by facsimile to: Attention: Fax: Emelt ivafives Documentation +1 Deutsche Bank AG. London Branch is acting as principal in this Transaction. The time of transaction will be sLpplfed on request. If applicable. the fo:owing will apply. The time of exercise wit be supplied on request. Details of arrangements with Introducing brokers are available on request. IH1S MESSAGE WILL BE THE ONLY FORM OF CONFIRMATION DESPATCHED BY tie,_p_t Ea 4F EXECUTE ANn_RESURN IT ELY_FACIIMILLIFICaLWISH TCLEXCHANGE HARD COPY Fnnuotsf. THIS CONFIRMATION PI FASE CONTACT I tc, "ours farthfutly. For and on nchalf or DEUTSCHE RANK An By: Name: Jae Abele Authorized Signatory Confirmed as of the date first above written SOUTHERN FINANCIAL By: C Name: Te Veryt. fratA < CheInnan etre Supervisory Dowd: Poi Actd•Wilit Management Boast J3rgen Fltschen (GO Chairman). Madman ken (CO Chairman} Stefan Krause. Srephan Loaner, Slur Leine, Ratner Neat Henry Racholle Cnnsun Sewing. 0eunche Bank AG le autherisrad under German Banton Lew (competent 'Shorty: European Centel Pant) ono. In the Omitd rergarn. by Me PrAfentral Regymeon Aulneany. N a aged supoivhilon by the ammo CS Bank end by eaFin Germania Fedfl Frandai Supervisory Aurbonly, end is Libyan to limbed reauleacn n the When Kingdom by to Natalie Regulable AttOrIty and Fillataial Conned Menenty ECy: ca0 ti cline: Paul Conti Auttowireal Signatory By: Name: Mohan Bare AG Y e lead aura ccaorobon with imbed laity Incorpontied In Ihe Fades RecatCC Of Clamant Local Court at Frankfurt em Wan FREI No. 30 OCOGrarch Rebistruton In England one WON 040000OS end Regina:NW Mdfols Vandnafff Woe. I Great Vinteinler &MIL Lonaon ECZN 208. DoutsfluRnnk Aatondon Branch le • member or the London Sleds Exchange. (OMNI about the extent ol w eogoneeton end repAebon by the Prudential ROL:aeon Authority and regnabon by the Froairclai Control Autn any ere menable on requeal a from newt conVenketeenVeri_cisclosnee rorn 4 EFTA00607298