07.03.2014 Views

ALBA 2007 – 1 plc - Irish Stock Exchange

ALBA 2007 – 1 plc - Irish Stock Exchange

ALBA 2007 – 1 plc - Irish Stock Exchange

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

In giving any consent to the foregoing, the Trustee may require the Issuer to make such modifications<br />

or additions to the provisions of any of the Transaction Documents or may impose such other<br />

conditions or requirements as the Trustee may deem expedient in the interests of the R<br />

Certificateholders.<br />

The Trustee shall not be responsible for monitoring, nor liable for any failure to monitor compliance by<br />

the Issuer with the above covenants and will be entitled to rely upon certificates signed on behalf of the<br />

Issuer as to compliance.<br />

Condition 4: Residual Payments<br />

(a)<br />

Entitlement<br />

Each R Certificate bears a pro rata entitlement to receive a payment ("Residual Payment") in<br />

respect of amounts equal to the residual amount available for such purpose in accordance with<br />

the Pre-Enforcement Interest Priority of Payments or Post- Enforcement Priority of Payments,<br />

as applicable, following payment of or provision for all higher ranking items and, if the Notes<br />

are to be redeemed in full on a Payment Date or in the event that the Post-Enforcement Priority<br />

of Payments are to be applied, following provision of (i) an amount equal to such amount that<br />

Holdings is obliged to pay to the Share Trustee (by way of principal and/or interest) on such<br />

date in respect of the Capitalisation Loan and (ii) an amount of not greater than £1,000 to the<br />

Issuer as profit. The Residual Payment shall be equal to the residual amount available for such<br />

purpose in accordance with the Pre-Enforcement Interest Priority of Payments or Post-<br />

Enforcement Priority of Payments, as applicable, (following payment of or provision for all<br />

higher ranking items and, if the Notes are to be redeemed in full on a Payment Date or in case<br />

the Post-Enforcement Priority of Payments are to be applied, following provision of (i) an<br />

amount equal to such amount that Holdings is obliged to pay to the Share Trustee (by way of<br />

principal and/or interest) on such date in respect of the Capitalisation Loan and (ii) an amount of<br />

not greater than £1,000 to the Issuer as profit) divided by the number of R Certificates existing<br />

on the third Business Day prior to a Payment Date (each such date a "Calculation Date").<br />

Following payment of or provision for all higher ranking items and, if the Notes are to be<br />

redeemed in full on a Payment Date or in case the Post-Enforcement Priority of Payments are to<br />

be applied, following provision of (i) an amount equal to such amount that Holdings is obliged<br />

to pay to the Share Trustee (by way of principal and/or interest) on such date in respect of the<br />

Capitalisation Loan in the Pre-Enforcement Interest Priority of Payments or Post-Enforcement<br />

Priority of Payments, as applicable, and (ii) an amount of no greater than £1,000 to the Issuer<br />

as profit in the Post-Enforcement Priority of Payments, if there are no available amounts to be<br />

applied as Residual Payments the R Certificateholders will have no further claim against the<br />

Issuer.<br />

(b)<br />

Payment<br />

Subject to R Certificate Condition 5, Residual Payments, to the extent there are amounts<br />

available for such purpose, are payable in sterling on 17 th September <strong>2007</strong>, and thereafter<br />

quarterly in arrear on the 17 th day in December, March, June and September in each year or on<br />

the following Business Day if such day is not a Business Day (each such date a "Payment<br />

Date"). "Business Day" means a day which is both a day (i) other than Saturday or Sunday on<br />

which banks are open for business in London and (ii) a TARGET Business Day. "TARGET<br />

Business Day" means a day (other than a Saturday or Sunday) on which TARGET (the Trans-<br />

European Automated Real-time Gross settlement Express Transfer system) is open.

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!