Untitled - Irish Stock Exchange

elow and be represented by one or more Notes. The purchaser and each beneficial owner of the Income
Notes that it holds is not, and will not be, a U.S. Person as defined in Regulation S under the Securities Act
or a United States resident for purposes of the Investment Company Act. Before any Income Note may be
offered, resold, pledged or otherwise transferred to a person who takes delivery of an Income Note, the
transferee will be required to provide the Trustee with a written certification (on the terms provided in the
Indenture) as to compliance with the transfer restrictions, or an opinion of counsel (as may reasonably be
required by the Issuer or the Investment Manager) that the transfer would not require the Income Notes to
be registered under the Securities Act. If the purchaser (or any such account) is within clause (A), it is not
a broker dealer who owns and invests on a discretionary basis less than U.S.$25,000,000, and it is not a
participant directed employee plan, such as a 401(k) plan. The purchaser has such knowledge and
experience in financial and business matters as to be capable of evaluating the merits and risks of its
investment in the Income Notes, and the purchaser and any accounts for which it is acting are each able to
bear the economic risk of the purchaser's or its investment. The purchaser understands that in the event that
at any time the Issuer or the Trustee determines that such purchaser was in breach, at the time given, of any
of the representations or agreements set forth in this clause (1), the Trustee may consider the acquisition of
the related Income Notes void and require that the related Income Notes be transferred to a person
designated by the Issuer.
(2) The purchaser understands that the Income Notes are being offered only in transactions not involving any
public offering within the meaning of the Securities Act. The Income Notes have not been and will not be
registered under the Securities Act, and, if in the future the purchaser decides to offer, resell, pledge or
otherwise transfer the Income Notes, such Income Notes may be offered, resold, pledged or otherwise
transferred only in accordance with the legend on such Income Notes described below. The purchaser
acknowledges that no representation is made by the Issuer as to the availability of any exemption under the
Securities Act or any state or foreign securities laws for resale of the Income Notes.
(3) The purchaser is not purchasing the Income Notes with a view to the resale, distribution or other
disposition thereof in violation of the Securities Act. The purchaser understands that an investment in the
Income Notes involves certain risks, including the risk of loss of all or a substantial part of its investment
under certain circumstances. The purchaser has had access to such financial and other information
concerning the Issuer and the Income Notes as it deemed necessary or appropriate in order to make an
informed investment decision with respect to its purchase of the Income Notes, including an opportunity to
ask questions of and request information from the Issuer and the Investment Manager.
(4) In connection with the purchase of the Income Notes: (i) none of the Issuers, the Investment Manager, the
Trustee, the Corporate Services Provider or the Share Trustee is acting as a fiduciary or financial or
investment advisor for the purchaser; (ii) the purchaser is not relying (for purposes of making any
investment decision or otherwise) upon any advice, counsel or representations (whether written or oral) of
the Issuers, the Investment Manager, the Trustee, the Corporate Services Provider or the Share Trustee
other than, in the case of the Issuer, in this Offering Circular for such Income Notes and any representations
expressly set forth in a written agreement with such party; (iii) none of the Issuers, the Investment Manager,
the Trustee, the Corporate Services Provider or the Share Trustee have given to the purchaser (directly or
indirectly through any other person) any assurance, guarantee, or representation whatsoever as to the
expected or projected success, profitability, return, performance, result, effect, consequence, or benefit
(including legal, regulatory, tax, financial, accounting or otherwise) of its purchase; (iv) the purchaser has
consulted with its own legal, regulatory, tax, business, investment, financial, and accounting advisors to the
extent it has deemed necessary, and it has made its own investment decisions (including decisions
regarding the suitability of any transaction pursuant to the Indenture) based upon its own judgment and
upon any advice from such advisors as it has deemed necessary and not upon any view expressed by the
Issuers, the Investment Manager, the Trustee, the Corporate Services Provider or the Share Trustee; and (v)
the purchaser is purchasing the Income Notes with a full understanding of all of the terms, conditions and
risks thereof (economic and otherwise), and it is capable of assuming and willing to assume (financially
and otherwise) those risks.
(5) Neither the purchaser nor any account for which the purchaser is acquiring Income Notes was formed for
the purpose of acquiring any Income Notes. The purchaser and each account for which the purchaser is
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