The sole purpose of the company is to acquire, hold, manage and finance contracts and/or claims and/or vehicles and related rights arising from a yet to be concluded Lease Asset Sale Agreement (agreement regarding the sale of leasing contracts, purchase agreements and leasing vehicles) between the company and Cembra Money Bank AG, Zurich, all as part of a refinancing transaction or refinancing transactions (e.g. securitizations) of Cembra Money Bank AG, Zurich. In this context, the company is authorized to acquire such contracts and/or claims and/or vehicles and to issue bond obligations and/or conclude loan agreements. In particular, the company may conclude the following contracts (or contracts with a similar economic background), the exact designation of which may vary: Lease Asset Sale Agreement (agreement regarding the sale of leasing contracts, purchase agreements and leasing vehicles), Servicing Agreement (service contract), Cash Management Agreement (agreement regarding the management of payment flows), Corporate Services Agreement (service contract regarding the provision of corporate services), Senior Loan Note Purchase Agreement (agreement regarding the issuance and subscription of debt securities), Subordinated Loan Agreement (agreement regarding a subordinated loan), Claims Assignment Agreement (assignment agreement), Pledge and Transfer Agreement (pledge and transfer agreement), Security Trust Deed (security agreement), Account Bank Agreement (bank account agreement), Servicing Facilitator Deed (deed regarding the servicing facilitator), Master Definitions Agreement (agreement regarding definitions and general provisions), Hedge Agreements (hedging transactions), in particular the necessary framework agreements, appendices and transaction confirmations (e.g. ISDA contracts and Swiss framework contract for OTC derivatives) and all other contracts necessary in this context (hereinafter the Transaction Documents). The company may not engage in any commercial, financial or other activities that do not directly or indirectly serve the company's purpose. The company may not sell or transfer contracts, claims and vehicles assigned to it, unless provided for in the Transaction Documents. It is also prohibited from acquiring or holding real estate, unless the company acquires it through the realization of acquired pledges. It may not participate in any companies. It may not provide securities to third parties or grant guarantees, warranties and the like in favor of third parties, unless provided for in the Transaction Documents.
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