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

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5. Covenants of the Issuer<br />

The Trust Deed contains, inter alia, representations, warranties and covenants in favour of the Trustee<br />

which, inter alia, require the Issuer to comply with its obligations under the Transaction Documents and<br />

restrict the ability of the Issuer to create or incur any indebtedness (other than that permitted under the Trust<br />

Deed), to dispose of assets, to change the nature of its business or to take or fail to take any action which<br />

may adversely affect the priority or enforceability of the security interest in the Collateral.<br />

6. Interest<br />

(a) Payment Dates:<br />

(i) Rated Notes: Each Class of Rated Notes (other than the Class A1A Notes and the Class A1B<br />

Refinancing Notes) bear interest from the Issue Date. Subject to Condition 6(c) (Deferral of<br />

Interest), such interest will be payable semi-annually in arrear on each Payment Date.<br />

(ii) Class N Notes: Interest shall be payable in respect of the Class N Notes on an available funds<br />

basis in accordance with Condition 3(c)(i) (Priorities of Payment—Application of Interest<br />

Proceeds on Payment Dates) and Condition 3(c)(iii) (Priorities of Payment—Application of<br />

Principal Proceeds on Payment Dates) on each Payment Date, and shall continue to be so payable<br />

in accordance with this Condition 6 (Interest) notwithstanding redemption in full of any Class N<br />

Note at its applicable Redemption Price.<br />

(iii) Class A1B Refinancing Notes: The Class A1B Refinancing Notes, if any, will bear interest from<br />

their issue date at the same rate as the Class A1B Notes and such interest will be payable semiannually<br />

in arrear on each Payment Date.<br />

(iv) Class A1A Notes: Drawings in respect of the Class A1A Notes will bear interest from (and<br />

including) the date of such Drawing. Such interest will be payable semi-annually in arrear on each<br />

Payment Date or, if earlier, the date such Drawing is repaid. The Commitment Fee shall accrue<br />

from the Issue Date and shall be payable semi-annually in arrear on each Payment Date on the<br />

basis set out in Condition 6(j) (Class A1A Notes Commitment Fee) below.<br />

(b) Interest Accrual:<br />

(i) Rated Notes: Each Class of Rated Notes (other than the Class A1A Notes) will cease to bear<br />

interest from the due date for redemption unless, upon due presentation, payment of principal is<br />

improperly withheld or refused. In such event, it shall continue to bear interest in accordance with<br />

this Condition 6 (Interest) (both before and after judgment) until whichever is the earlier of (i) the<br />

day on which all sums due in respect of such Note up to that day are received by or on behalf of<br />

the relevant Noteholder and (ii) the day seven days after the Trustee or the Registrar has notified<br />

the Noteholders of such Class of Notes in accordance with Condition 16 (Notices) of receipt of all<br />

sums due in respect of all the Notes of such Class up to and including that seventh day (except to<br />

the extent that there is failure in the subsequent payment to the relevant holders under these<br />

Conditions).<br />

(ii) Class N Notes: Interest will cease to be payable on the Class N Notes upon the date that all of the<br />

Collateral held for the benefit of such Noteholders has been realised and no Interest Proceeds or<br />

Principal Proceeds remain available for distribution in accordance with the Priorities of Payment<br />

and no sums remain standing to the credit of the Collateral Enhancement Account.<br />

(iii) Interest on the Class A1A Notes: Any Class A1A Notes will cease to bear interest in accordance<br />

with the provisions of the Class A1A Note Purchase Agreement.<br />

(c) Deferral of Interest:<br />

(i) For so long as any of the Senior Notes remain Outstanding, the Issuer shall only be obliged to pay<br />

any Interest Amount payable in respect of the Class B Notes in full on any Payment Date to the<br />

extent that there are Interest Proceeds or Principal Proceeds available for payment thereof in<br />

accordance with the Priorities of Payment. An amount of interest equal to any shortfall in payment<br />

of the Interest Amount that would otherwise be due and payable in respect of any such Class B<br />

Note on any Payment Date (each such amount being referred to as “Class B Deferred Interest”)<br />

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