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ALBA 2007 – 1 plc - Irish Stock Exchange

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(d) fourth, to the C Principal Deficiency Sub-Ledger so long as the debit balance on such sub-ledger is<br />

less than or equal to the Principal Amount Outstanding of the C Notes (the "C Note Principal<br />

Deficiency Limit"), (e) fifth, to the B Principal Deficiency Sub-Ledger so long as the debit balance on<br />

such sub-ledger is less than or equal to the Principal Amount Outstanding of the B Notes (the "B Note<br />

Principal Deficiency Limit") and (f) sixth, to the A Principal Deficiency Sub-Ledger. For the<br />

avoidance of doubt, the A Principal Deficiency will relate to the A1 Notes, the A2 Notes and the A3<br />

Notes pro rata. A Principal Deficiency will be recorded on the relevant Principal Deficiency Sub-<br />

Ledger in respect of any amount of principal which remains outstanding under any Mortgage Loan after<br />

completion by the Servicer of arrears and default procedures. Amounts allocated to each Principal<br />

Deficiency Sub-Ledger shall be reduced to the extent of Available Revenue Funds available therefor on<br />

any Payment Date in accordance with the Pre-Enforcement Interest Priority of Payments.<br />

Subordination of B Notes, C Notes, D Notes, E Notes and the F Notes<br />

Prior to the enforcement of the Security by the Trustee and other than when the Pro Rata Redemption<br />

Conditions are satisfied (a) the B Notes are subordinated in right of payment of interest and principal to<br />

the A Notes; (b) the C Notes are subordinated in right of payment of interest and principal to the A<br />

Notes and the B Notes; (c) the D Notes are subordinated in right of payment of interest and principal to<br />

the A Notes, the B Notes and the C Notes; (d) the E Notes are subordinated in right of payment of<br />

interest and principal to the A Notes, the B Notes, the C Notes and the D Notes; and (e) the F Notes<br />

are subordinated in right of payment of interest and principal to the A Notes, the B Notes, the C Notes,<br />

the D Notes and the E Notes.<br />

Prior to the enforcement of the Security by the Trustee, holders of each class of Notes which is junior<br />

to the Most Senior Class of Notes will not be entitled to receive any payment of interest, unless and<br />

until all amounts then due to, inter alios, the holders of the Most Senior Class of Notes and all amounts<br />

then due to the Liquidity Facility Provider, the Interest Rate Swap Counterparty (other than Interest<br />

Rate Swap Counterparty Default Payments) and to cure any A Principal Deficiency then existing have<br />

been paid in full, in accordance with the Pre-Enforcement Interest Priority of Payments.<br />

If on any Calculation Date there are insufficient funds available to make payment in full of amounts of<br />

interest due and payable on each class of Notes junior to the Most Senior Class of Notes then, to that<br />

extent, interest on such Notes shall be deferred until the next Payment Date on which there are<br />

sufficient funds available, as more fully described in Condition 4(f). There will be no deferral of any<br />

amounts due and payable on the Most Senior Class of Notes.<br />

Each class of Notes will be constituted by the Trust Deed and will share the same security although,<br />

upon enforcement of the Security by the Trustee, the A Notes will rank in priority to the B Notes, the C<br />

Notes, the D Notes, the E Notes and the F Notes in point of security; the B Notes will rank in priority<br />

to the C Notes, the D Notes, the E Notes and the F Notes in point of security; the C Notes will rank in<br />

priority to the D Notes, the E Notes and the F Notes in point of security; and the D Notes will rank in<br />

priority to the E Notes and the F Notes in point of security; and the E Notes will rank in priority to the<br />

F Notes in point of security. Mortgage Early Repayment Charges (other than Ported Mortgage Early<br />

Repayment Charges) will be paid to MERC Holders. Such amounts will not be available, before or<br />

after enforcement of the Security by the Trustee, for application towards repayment of amounts due to<br />

Noteholders, Subordinated Noteholders or R Certificateholders. Prior to and following the<br />

enforcement of the Security by the Trustee, payment of interest and principal of the Subordinated Notes<br />

will rank behind the Notes as to payment of interest but will rank in priority to payments on the R<br />

Certificates. Prior to and following the enforcement of the Security by the Trustee, payment of<br />

amounts in respect of the R Certificates will rank behind payments on the Notes, the MERCs and the

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