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

due and payable to be paid to the person entitled to such payment. The Collateral Administrator will,
on each Determination Date, notify the Trustee of any amount payable on the applicable Payment Date
to the Class N Noteholders from amounts standing to the credit of the Collateral Enhancement Account
and shall procure that the relevant amounts be paid to the Class N Noteholders on such Payment Date.
(g) De Minimis Amounts: The Collateral Administrator may, in its absolute discretion, adjust the amounts
required to be applied in payment of principal on any Class of Notes from time to time pursuant to the
Priorities of Payment so that the amount to be so applied in respect of each such Note is a whole
amount, not involving any fraction or, at the discretion of the Collateral Administrator, a cent of a Euro
or a pence of a pound Sterling.
(h) Publication of Amounts: The Collateral Administrator will cause details as to the amounts of interest
and principal paid and any amounts of interest payable but not paid on each Payment Date in respect of
the Notes to be notified to the Trustee, the Registrar, the Paying Agents and the Irish Stock Exchange
by no later than 11.00 am (London time) on the Business Day following the applicable Determination
Date and the Principal Paying Agent shall procure that details of such amounts are notified to the
Noteholders of each Class in accordance with Condition 16 (Notices) as soon as possible after receipt
of notification thereof by the Principal Paying Agent in accordance with the above but in no event later
than (to the extent applicable) the second Business Day after the last day of the applicable Due Period.
(i)
(j)
Notifications to be Final: All notifications, opinions, determinations, certificates, quotations and
decisions given, expressed, made or obtained for the purposes of the provisions of this Condition will
(in the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Collateral
Manager, the Trustee, the Registrar, the Paying Agents, the Transfer Agents, all Noteholders and the
other Secured Parties and (in the absence as referred to above) no liability to the Issuer or the
Noteholders shall attach to the Collateral Administrator in connection with the exercise or non-exercise
by it of its powers, duties and discretions under this Condition.
Accounts: The Issuer shall, prior to the Issue Date, establish the Accounts (other than the Stand-by
Account and any other account which may be required pursuant to any Hedge Agreements entered after
the Issue Date) with the Account Bank.
The Account Bank shall at all times be a financial institution (a) which is not resident in The
Netherlands but which has the necessary regulatory capacity to perform the services required of it in
The Netherlands and (b) which has a short term senior unsecured and unguaranteed debt rating of at
least “F1” from Fitch and “A-1+” from S&P. In the event that the short term senior unsecured and
unguaranteed debt of the Account Bank is rated below “F1” by Fitch or “A-1+” by S&P or its short
term senior unsecured and unguaranteed debt rating is withdrawn by either Fitch or S&P the Issuer
shall use reasonable endeavours to procure that a replacement Account Bank, which is acceptable to the
Trustee, is appointed whose short term senior unsecured and unguaranteed debt is rated not less than
“F1”, by Fitch and “A-1+” from S&P in accordance with the provisions of the Bank Account
Agreement.
(k) Euro: If the United Kingdom adopts the Euro as its lawful currency, the Trustee, the Collateral
Manager, the Principal Paying Agent and the Issuer shall consult with each other to ensure that the
Priorities of Payment and any other provisions in the Transaction Documents affected by such change
are adjusted to reflect such a change, but any such adjustment shall not affect the actual order of the
priorities of payment.
4. Security
(a) Security: Pursuant to the Trust Deed, the obligations of the Issuer under the Notes of each Class, the
Trust Deed, the Agency Agreement and the Collateral Administration Agreement (together with the
obligations owed by the Issuer to the other Secured Parties) are secured by, subject in each case to any
prior ranking security specified below:
(i) an assignment by way of first fixed security in favour of the Trustee for the benefit of the Secured
Parties of all of the Issuer’s right, title, interest and benefit, present and future, in and to the Bank
Loans, CLO Securities, Special Debt Securities, Defaulted Equity Securities, Mezzanine Loans,
Second Lien Loans, Participations and Participation Agreements, Synthetic Securities, Collateral
Enhancement Securities and all other Collateral Debt Securities (where such obligations are
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