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Gresham Capital CLO IV B.V. - Irish Stock Exchange

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epayment in full, to redeem the Class B Notes (on a pro rata basis), in whole or in part,<br />

and following such redemption in full, to redeem the Class C Notes (on a pro rata basis),<br />

in whole or in part, and following such redemption in full, to redeem the Class D Notes<br />

(on a pro rata basis), in whole or in part, and following such redemption in full, to<br />

redeem the Class E Notes (on a pro rata basis), in whole or in part or, in each case if<br />

earlier, until the Rating Agencies confirm in writing that each such rating is reinstated;<br />

(M)<br />

(N)<br />

(O)<br />

(P)<br />

(Q)<br />

(R)<br />

(S)<br />

(T)<br />

(U)<br />

(V)<br />

(W)<br />

(X)<br />

(Y)<br />

(Z)<br />

during the Reinvestment Period (and after the expiry of the Reinvestment Period in the<br />

case of certain Unscheduled Principal Proceeds permitted to be reinvested in Additional<br />

Collateral Debt Securities pursuant to the terms of the Collateral Management Agreement<br />

and Sale Proceeds from Credit Improved Securities, in each case, designated for<br />

reinvestment in the following Due Period), save for upon the Payment Date on which the<br />

Notes are to be redeemed or repaid in full, pari passu (1) to the purchase of Additional<br />

Collateral Debt Securities satisfying the Eligibility Criteria, the Reinvestment Criteria and<br />

the Additional Reinvestment Criteria as applicable, (2) to payment, where so obliged, of<br />

the cost of any Replacement Hedge Agreement and (3) to payment of an amount at the<br />

discretion of the Issuer (following recommendation from the Collateral Manager) to the<br />

Additional Collateral Account or the Sterling Additional Collateral Account to be<br />

designated for reinvestment in Additional Collateral Debt Securities;<br />

during the Reinvestment Period, to the extent such funds are not required to be paid in<br />

accordance with Condition 3(c)(iii)(A) to (M) (inclusive) above, at the option of the<br />

Collateral Manager on behalf of the Issuer, to the repayment of amounts outstanding<br />

under the Class A1A Notes;<br />

to payment in an amount equal to the Special Redemption Amount (if any) applicable to<br />

such Payment Date if it is a Special Redemption Date pursuant to Condition 7(d)<br />

(Redemption at the Option of the Collateral Manager) to redeem or repay, as applicable,<br />

the Senior Notes in accordance with the Senior Notes Redemption Method, in whole or in<br />

part, and following such redemption or repayment in full, to redeem the Class B Notes<br />

(on a pro rata basis), in whole or in part, and following such redemption in full, to<br />

redeem the Class C Notes (on a pro rata basis), in whole or in part, and following such<br />

redemption in full, to redeem the Class D Notes (on a pro rata basis), in whole or in part,<br />

and following such redemption in full, to redeem the Class E Notes (on a pro rata basis),<br />

in whole or in part;<br />

after expiry of the Reinvestment Period, to redeem or repay, as applicable, the Senior<br />

Notes in full in accordance with the Senior Notes Redemption Method;<br />

to the payment of the Class B Deferred Interest pro rata;<br />

after expiry of the Reinvestment Period, to redeem in full the Class B Notes pro rata;<br />

to the payment of the Class C Deferred Interest pro rata;<br />

after expiry of the Reinvestment Period, to redeem in full the Class C Notes pro rata;<br />

to the payment of the Class D Deferred Interest pro rata;<br />

after expiry of the Reinvestment Period, to redeem in full the Class D Notes pro rata;<br />

to the payment of the Class E Deferred Interest pro rata;<br />

after expiry of the Reinvestment Period, to redeem in full the Class E Notes pro rata;<br />

to the payment of the amounts referred to in Condition 3(c)(i)(X) and (Y) and (CC) to<br />

(GG) above (inclusive), in each case in the order of priority set out therein, but only to the<br />

extent not paid in full thereunder;<br />

to the payment, on a pro rata basis, to the Class N Noteholders, until the Class N Notes<br />

have received an Internal Rate of Return of 12 per cent. (taking into account all prior<br />

distributions to the Class N Noteholders);<br />

103

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