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

In addition, none of the Noteholders or any other Secured Party may, except the Security Trustee,
until the expiry of one year and one day from but excluding the date of redemption of the latest maturing Note:
(a)
(b)
take any corporate action or other steps or legal proceedings for the bankruptcy,
reorganisation, arrangement, insolvency, moratorium, controlled management, winding-up or
liquidation proceedings or other proceedings under applicable bankruptcy or similar law in
connection with any obligations of the Issuer relating to the Notes of any Class, the Security
Trust Deed or otherwise owed to the Secured Parties including the appointment of an
administrative receiver or analogous officer of the Issuer or of any or all the revenues and
assets of the Issuer; or
have any right to take any steps for the purpose of obtaining payment of any amounts payable
to it under any of the Transaction Documents by the Issuer and shall not until such time take
any steps to recover any debts whatsoever owing to it by the Issuer.
For the avoidance of doubt, the above provision does not prevent the Controlling Class directing the
Security Trustee to take steps to obtain payment of amounts payable under the Transaction Documents upon the
security over the Collateral becoming enforceable, in accordance with the Security Trust Deed.
Counterparty Credit Risk
Investment in the Notes of any Class involves a degree of risk arising from fluctuations in the amount
and timing of receipt of the principal and interest on the Collateral Debt Securities by or on behalf of the Issuer
and the amounts of the claims of creditors of the Issuer ranking in priority to the holders of each Class of the
Notes. In particular, Participations, Synthetic Securities, Structured Finance Securities, the Revolving Loan
Facility Agreement, the Liquidity Facility Agreement, Securities Lending Agreements and Hedge Agreements
generally involve the Issuer entering into contracts with counterparties. Pursuant to such contracts, the
counterparties agree to make payments to the Issuer under certain circumstances as described therein. The
Issuer will generally be exposed to the credit risk of the counterparty in respect of such payments.
Credit Risk and Credit Ratings of Collateral Debt Securities
Prospective purchasers of the Notes should be aware that the amount and timing of payment of the
principal and interest on the Collateral Debt Securities will depend upon the detailed terms of the documentation
relating to each of the Collateral Debt Securities and on whether or not any obligor thereunder defaults in its
obligations.
Credit ratings of debt securities represent the rating agencies’ opinions regarding their credit quality
and are not a guarantee of quality. Rating agencies attempt to evaluate the safety of principal and interest
payments and do not evaluate the risks of fluctuations in market value. Accordingly, credit ratings may not
fully reflect the true risks of an investment. Also, rating agencies may fail to make timely changes in credit
ratings in response to subsequent events, so that an issuer’s current financial condition may be better or worse
than a rating indicates. Consequently, credit ratings of the Collateral Debt Securities will be used by the
Collateral Manager only as a preliminary indicator of investment quality.
Subordination
Prior to enforcement of the security over the Collateral, interest in respect of the Senior Debt (other
than any payment of interest representing the Revolving Loan Increased Margin) and payments in respect of the
Commitment Fee are senior to interest on the Class B Notes, the Class C Notes, the Class D Notes, the Class E
Notes and the Class F Secured Income Notes (except to the extent interest is paid on the Class F Secured
Income Notes from 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) and to principal in respect of the Notes and the
Revolving Loan Facility.
Prior to enforcement of the security over the Collateral, interest in respect of the Class B Notes is
senior to interest on the Class C Notes, the Class D Notes, the Class E Notes, to interest representing the
Revolving Loan Increased Margin and to interest on the Class F Secured Income Notes; (except for payment of
interest on the Class F Secured Income Notes from amounts standing to the credit of the Collateral Enhancement
Account which have been (i) transferred to the Collateral Enhancement Account in accordance with
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