Untitled - Irish Stock Exchange

suffered a ratings downgrade shall be deemed to be an "Eligible Counterparty" for thirty (30) days after the day it
would otherwise have ceased to qualify as an Eligible Counterparty.
"Eligible Foreign Currencies" means (i) Canadian Dollars, Pounds Sterling, Euros and the currency of
any G-7 nation (excluding Japan), Australia, Denmark, New Zealand, Sweden, Switzerland, Luxembourg or the
Netherlands and (ii) each other currency identified by the Issuer from time to time and confirmed in writing as
acceptable by S&P.
"Eligible Investments" has the meaning assigned to such term in Section 2 of this Appendix.
"Emerging Market Bond": Any bond issued by a sovereign or non-sovereign issuer domiciled in a
country (excluding the Cayman Islands, Bermuda, the British Virgin Islands, the Netherlands Antilles, and the
Channel Islands):
(i)
(ii)
that is in Latin America, Asia, Africa, Eastern Europe, or the Caribbean; or
the long-term foreign currency bond of which is rated below "Aa2" or is "Aa2" and on
credit watch with negative implications by Moody's or the foreign currency issuer credit
rating of which is below "AA" by S&P.
"Emerging Markets" means any country whose unsupported sovereign non-local currency debt
obligations are not rated "AA-" or better by S&P.
"Excess Fund Investments" means any Fund Investments or portion thereof having a Market Value in
excess of the percentages of Total Capitalization set forth in the definition of Portfolio Limitations (in each case
determined using the most recent Market Value for the applicable Fund Investments).
"Excluded Investments" has the meaning assigned to such term in Section 2 of this Appendix.
"Foreign Issuer" means any issuer of a Fund Investment that is incorporated or otherwise formed or
organized outside the United States unless such Fund Investment is guaranteed by any United States corporation,
partnership, trust or other business entity; provided, however, that none of the following shall be a Foreign Issuer: (i)
an offshore holding company issuer whose operating subsidiaries principally do business in the United States, (ii) a
Hedging SPE and (iii) an issuer of a CDO Security.
"Fully Collateralized Structured Product Transaction" means a Structured Product Transaction with an
Eligible Counterparty relating to a single Bank Loan or High Yield Security pursuant to which the Issuer is required
to pledge collateral in an amount that is not less than 100% of the notional amount of such transaction.
"Fund Equity" means, at any date, the equity in the Issuer (determined in accordance with GAAP as of
such date). Fund Equity shall be deemed to be the Fund Equity as of the end of the immediately preceding fiscal
quarter for which financial statements are available as adjusted to give effect to any capital contributions and
distributions that occurred after such fiscal quarter.
"Fund Investments" means all Cash, Cash Equivalents, Bank Loans, Securities and Structured Product
Transactions owned by the Issuer. Fund Investments which the Issuer has contracted to purchase shall not be
deemed for purposes of the Credit Agreement and the Indenture to be owned by the Issuer until settlement of such
purchase and Fund Investments which the Issuer has contracted to sell shall not cease to be Fund Investments for
purposes of the Credit Agreement and the Indenture until settlement of such sale.
"Hedging and Short Sale Transaction" means any transaction entered into by the Issuer or a Hedging
SPE with a counterparty that is (i) a Swap Transaction; (ii) a Currency Hedging Transaction; (iii) an Interest Rate
Hedging Transaction; (iv) a transaction under which the Issuer or such Hedging SPE borrows a Bank Loan or
Security and sells or otherwise disposes of such or any substantially similar Bank Loan or Security prior to the date
on which the same must be returned to the lender thereof (and commonly known as a "short sale"), (v) a Securities
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