PROSPECTUS DUCHESS VI CLO BV CITIGROUP Dated 17 August ...

amounts representing Sale Proceeds of Collateral Enhancement
Securities; or (iii) credited to the Collateral Enhancement Account
as being a Collateral Manager Advance). If any of the Senior
Coverage Tests or Class B Coverage Tests (as calculated by the
Collateral Administrator) is not met on any Measurement Date,
funds which would otherwise be used to pay interest and other
unpaid expenses set out in the Priorities of Payment, shall be used
first to repay and redeem the Senior Debt pro rata until repaid and
redeemed in full, and then to redeem and repay the Class B Notes
until repaid and redeemed in full, to the extent required and as
described in the Conditions of the Notes. See “Summary of Terms
- Mandatory Redemption – Breach of Coverage Tests” below.”
Class D Notes: The Class D Notes bear interest at a rate equal to
three-month EURIBOR (or will be determined by reference to the
linear interpolation for five month EURIBOR and six month
EURIBOR in respect of the first Interest Accrual Period for the
Notes or EURIBOR for such other appropriate period in respect of
the Interest Accrual Period immediately prior to the Maturity Date
or the Redemption Date) plus 1.40 per cent. per annum (the
Class D Note Interest Rate).
Interest payments on the Class D Notes will rank pari passu
amongst themselves, subordinate to interest payments in respect of
the Senior Debt (other than any accrued unpaid Revolving Loan
Increased Margin), interest payable in respect of the Revolving
Loan Facility Agreement and the Commitment Fee, Class B Notes
and Class C Notes and will rank senior to interest payments on the
Class E Notes and Class F Secured Income Notes (except to the
extent interest is paid on the Class F Secured Income Notes out of
amounts standing to the credit of the Collateral Enhancement
Account which have been (i) transferred to the Collateral
Enhancement Account in accordance with paragraph (EE) of
Condition 3(c)(i) (Application of Interest Proceeds on Payment
Dates); (ii) credited to the Collateral Enhancement Account as
amounts representing Sale Proceeds of Collateral Enhancement
Securities; or (iii) credited to the Collateral Enhancement Account
as being a Collateral Manager Advance). If any of the Senior
Coverage Tests, Class B Coverage Tests or Class C Coverage Tests
(as calculated by the Collateral Administrator) is not met on any
Measurement Date, funds which would otherwise be used to pay
interest and other unpaid expenses set out in the Priorities of
Payment, shall be used first to repay and redeem the Senior Debt
pro rata until repaid and redeemed in full, and then to redeem and
repay the Class B Notes until repaid and redeemed in full, and then
to redeem and repay the Class C Notes until repaid and redeemed
in full, to the extent required and as described in the Conditions of
the Notes. See “Summary of Terms - Mandatory Redemption –
Breach of Coverage Tests” below.”
Class E Notes: The Class E Notes bear interest at a rate equal to
three-month EURIBOR (or will be determined by reference to the
linear interpolation for five month EURIBOR and six month
EURIBOR in respect of the first Interest Accrual Period for the
Notes or EURIBOR for such other appropriate period in respect of
the Interest Accrual Period immediately prior to the Maturity Date
or the Redemption Date) plus 3.65 per cent. per annum (the
Class E Note Interest Rate).
Interest payments on the Class E Notes will rank pari passu
amongst themselves, subordinate to interest payments in respect of
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