ALBA 2007 â 1 plc - Irish Stock Exchange

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SUMMARY OF PROVISIONS RELATING TO THE INSTRUMENTS IN GLOBAL FORM The MERCs, the Subordinated Notes and the R Certificates will each be respectively represented by a Global Instrument which will registered in the name of HSBC Issuer Services Common Depositary Nominee (UK) Limited as nominee of the Common Depositary for Euroclear and Clearstream, Luxembourg. The Global Instruments will become exchangeable in whole, but not in part, for individual certificates ("Definitive Instruments") if any of the circumstances described in MERC Condition 12, Subordinated Note Condition 13 or R Certificate Condition 12, as the case may be, occurs. Whenever a Global Instrument is to be exchanged for Definitive Instruments, such Definitive Instruments will be issued within five business days of the delivery, by or on behalf of the registered holder of the Global Instrument, Euroclear and/or Clearstream, Luxembourg, to the Registrar of such information as is required to complete and deliver such Definitive Instruments (including, without limitation, the names and addresses of the persons in whose names the Definitive Instruments are to be registered) against the surrender of the relevant Global Instrument at the Specified Office of the Registrar. Such Definitive Instruments, in the case of the Subordinated Notes will be issued in an aggregate principal amount equal to the principal amount of the relevant Global Instrument. Such exchange will be effected in accordance with the provisions of the Paying Agency Agreement and the regulations concerning the transfer and registration of Instruments scheduled thereto and, in particular, shall be effected without charge to any Instrumentholder or the Trustee, but against such indemnity as the Registrar may require in respect of any tax or other duty of whatsoever nature which may be levied or imposed in connection with such exchange.
TERMS AND CONDITIONS OF THE NOTES The following is the text of the Conditions which will be endorsed or attached on each Global Note and each Definitive Note (if and to the extent applicable) and (subject to the provisions thereof) will apply to each such Notes. The mortgage backed floating rate notes of Alba 2007 – 1 plc (the "Issuer") will be issued on 18 June 2007 (or such later date as may be agreed between the Issuer, the Trustee and the Managers (the "Issue Date"), and will comprise £101,200,000 A1a Notes due 2039 (the "A1a Notes"), €190,000,000 A1b Notes due 2039 (the "A1b Notes" and, together with the Ala Notes, the "A1 Notes"), £231,100,000 A2 Notes due 2039 (the "A2 Notes"), £269,000,000 A3 Notes due 2039 (the "A3 Notes") and, together with the A2 Notes and the A1 Notes, the "A Notes"), £105,800,000 B Notes due 2039 (the "B Notes"), £55,300,000 C Notes due 2039 (the "C Notes"), £34,500,000 D Notes due 2039 (the "D Notes"), £23,800,000 E Notes due 2039 (the "E Notes") and £20,400,000 F Notes due 2039 (the "F Notes" and, together with the A Notes, the B Notes, the C Notes, the D Notes and the E Notes, the "Notes"). The A1a Notes, the A2 Notes, the A3 Notes, the B Notes, the C Notes, the D Notes, the E Notes and the F Notes shall be defined as the "Sterling Notes . The A1b Notes shall be defined as the "Euro Notes". The A1 Notes, the A2 Notes, the A3 Notes, the B Notes, the C Notes, the D Notes, the E Notes and the F Notes are each referred to as a "class of Notes". The holders of the A1a Notes are referred to as the "A1a Noteholders", the holders of the A1b Notes are referred to as the "A1b Noteholders" and, with the A1a Noteholders, shall together be referred to as the "A1 Noteholders", the holders of the A2 Notes are referred to as the "A2 Noteholders", the holders of the A3 Notes are referred to as the "A3 Noteholders"and, with the A1 Noteholders and the A2 Noteholders shall together be referred to as the "A Noteholders". The holders of the B Notes are referred to as the "B Noteholders", the holders of the C Notes are referred to as the "C Noteholders", the holders of the D Notes are referred to as the "D Noteholders", the holders of the E Notes are referred to as the "E Noteholders" and the holders of the F Notes are referred to as the "F Noteholders". The holders of the Notes are referred to as the "Noteholders" and the holders of each class of them as a "class of Noteholders". The Notes are constituted by a trust deed (as amended or supplemented from time to time (the "Trust Deed")), to be dated on or prior to the Issue Date between the Issuer and HSBC Trustee (C.I.) Limited (the "Trustee", which expression includes the trustee or trustees for the time being of the Trust Deed) as trustee for the Noteholders. The Notes will have the benefit of (to the extent applicable) a paying agency agreement dated on or prior to the Issue Date, as amended or supplemented from time to time (the "Paying Agency Agreement") between the Issuer, the Trustee, HSBC Bank plc, as principal paying agent (the "Principal Paying Agent,"), as agent bank (the "Agent Bank"), as registrar (the "Registrar") and as transfer agent (the "Transfer Agent") and HSBC Institutional Trust Services (Ireland) Limited as Irish paying agent (the "Irish Paying Agent") (together with the Principal Paying Agent, the "Paying Agents"). In these conditions (the "Conditions"), all references to "Agent Bank" and "Paying Agent" shall mean any agent bank or paying agents appointed from time to time in accordance with the Paying Agency Agreement and shall include any successors thereto or to the Principal Paying Agent appointed from time to time in accordance with the Paying Agency Agreement and any reference to an "Agent" or "Agents" shall mean any or all (as applicable) of the above persons. In these Conditions, capitalised words and expressions shall, unless otherwise defined herein, have the same meanings as those given in the incorporated terms memorandum (the "Incorporated Terms Memorandum") dated the Issue Date between, inter alios, the Issuer, the Trustee and the Principal Paying Agent.
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ALBA 2007 - 1 plc (Incorporated in
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As a condition to the issue of the
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PLC (in its capacity as account ban
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In connection with the issue and di
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SUMMARY INFORMATION This summary mu
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(a) (b) (c) the Completion Mortgage
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A2 Notes will rank in priority to t
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Noteholders and (iii) limiting the
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Principal Amount Outstanding togeth
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applicable, subject to the payment
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Agreement, the Cash Management, Mas
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Loans to the extent they accrue a f
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RISK FACTORS The following is a sum
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described in the previous sentence
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the Mortgage Rate for each of which
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Payments. The actual lives of the M
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status, repayment ability, debt-to
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There are concentrations of Propert
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and the right of the relevant Borro
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contracts) has to be issued or appr
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No assurance can be given that chan
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introduce alternative penalties for
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unforeseen taxable profits in the I
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company which is a party to an arra
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CREDIT STRUCTURE General The follow
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thereon) other than, following any
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Available Redemption Funds On any P
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(c) the Liquidity Facility is not r
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(d) (e) (f) the aggregate balance o
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(d) fourth, to the C Principal Defi
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In the event that the long-term, un
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the calculation period applicable t
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Assets except to the extent of any
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(B) (C) the special servicing fee d
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(xii) (xiii) (xiv) (xv) (xvi) (xvii
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(vii) (viii) (ix) seventh, pari pas
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credit of the Reserve Ledger to the
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elated rights and powers, and other
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CAPITALISATION STATEMENT The follow
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THE SERVICER Homeloan Management Li
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THE ACCOUNT BANK AND THE GIC PROVID
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THE INTEREST RATE SWAP COUNTERPARTY
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THIRD PARTY INFORMATION The informa
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insurance or endowment policy or ot
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Approximately 49.74 per cent. by lo
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• Investment properties (resident
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• Reference from current landlord
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• Properties under 10 years old w
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(a) (b) CCJs/Defaults will only be
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CHARACTERISTICS OF THE PRELIMINARY
Page 101 and 102: Distribution by Current Loan to Val
Page 103 and 104: Distribution by Property Type Curre
Page 105 and 106: 19. Distribution by Current Margin
Page 107 and 108: Distribution by Discount over Rever
Page 109 and 110: Distribution of Early Redemption Ch
Page 111 and 112: Distribution by Original Loan to Cu
Page 113 and 114: 9. Shared Ownership Status Shared O
Page 115 and 116: 17. Distribution by Arrears Multipl
Page 117 and 118: 24. Distribution by Interest Rate f
Page 119 and 120: Section C: Non-Conforming Mortgage
Page 121 and 122: Distribution by Total Number of Cou
Page 123 and 124: Distribution by Region Current Bala
Page 125 and 126: 20. Distribution by Stabilised Marg
Page 127 and 128: 27. Distribution of Early Redemptio
Page 129 and 130: companies and the Seller (or GMAC-R
Page 131 and 132: 1. Lending Criteria Subject to GMAC
Page 133 and 134: SERVICING AND SPECIAL SERVICING OF
Page 135 and 136: The Servicer is, under the Servicin
Page 137 and 138: (m) (n) (o) (p) (q) (r) (s) (t) (u)
Page 139 and 140: (k) (l) (m) (n) the total balance o
Page 141 and 142: (o) (p) (q) the balance of the Port
Page 143 and 144: Any credit agreement intended to be
Page 145 and 146: Arrears must be dealt with sympathe
Page 147 and 148: (p) (q) (r) (s) interest on the Not
Page 149 and 150: Weighted Average Life of D Notes in
Page 151: SUMMARY OF PROVISIONS RELATING TO T
Page 155 and 156: In accordance with this Condition 2
Page 157 and 158: (g) (h) (i) (j) (k) (l) (m) (n) (o)
Page 159 and 160: (A) (B) (C) (D) (E) other than in r
Page 161 and 162: (xxi) (xxii) twenty-first, to pay a
Page 163 and 164: E = the aggregate Principal Amount
Page 165 and 166: Contract and the Corporate Services
Page 167 and 168: (a) (b) amounts (other than in resp
Page 169 and 170: The Trustee shall not be responsibl
Page 171 and 172: (e) the Rate of Interest for any In
Page 173 and 174: (i) (ii) in the event that the aggr
Page 175 and 176: amount of any Note Principal Paymen
Page 177 and 178: All of the B Noteholders and/or the
Page 179 and 180: Condition 8: Taxation All payments
Page 181 and 182: of such Noteholders of the relevant
Page 183 and 184: authorisation of any breach or prop
Page 185 and 186: No rights are conferred on any thir
Page 187 and 188: TERMS AND CONDITIONS OF THE MERCs T
Page 189 and 190: (i) (ii) (iii) a first fixed charge
Page 191 and 192: provided by the Cross Currency Swap
Page 193 and 194: to do so by the holders of at least
Page 195 and 196: Sunday on which banks are open for
Page 197 and 198: such MERCs, the alteration of the m
Page 199 and 200: tax) which would not be suffered we
Page 201 and 202: TERMS AND CONDITIONS OF THE SUBORDI
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Subordinated Notes scheduled to the
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and/or the Issuer Security Deed tog
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(vii) (viii) (ix) (x) (xi) (xii) (x
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Agreements, the Paying Agents, the
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(xii) (xiii) twelfth, to pay pari p
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In giving any consent to the forego
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LIBOR in effect for the Interest Pe
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(a) Final Redemption of the Subordi
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close of business on the sixth Busi
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indemnified and/or secured to its s
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Trustee will not be responsible for
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(b) Notwithstanding the other provi
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TERMS AND CONDITIONS OF THE R CERTI
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As security for the payment of all
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(B) (C) (D) amounts due and payable
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Mortgage Loans at the end of the pr
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(vii) seventh, to pay pro rata and
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(b) Restrictions on Activities (i)
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(c) Determination and Calculation b
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adjourned meeting, two or more pers
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If Definitive R Certificates are is
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UNITED KINGDOM TAXATION The followi
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EU DIRECTIVE ON THE TAXATION OF SAV
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or other person to which it sells t
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GENERAL INFORMATION 1. The issue of
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GLOSSARY £ .......................
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Cap Provider and Liquidity Facility
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E Principal Deficiency.............
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Interest Only Mortgage Loan........
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Noteholders .......................
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Receiptholders ....................
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Subordinated Noteholders ..........
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ALBA 2007 â 1 plc - Irish Stock Exchange