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

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(ii) the amount determined by the Collateral Manager and notified to the Collateral Administrator on<br />

or before each Determination Date to be paid as interest to the Class N Noteholders on the next<br />

Payment Date from amounts standing to the credit of the Collateral Enhancement Account which<br />

have been (i) transferred to the Collateral Enhancement Account in accordance with Condition<br />

3(c)(i)(HH) or (ii) credited to the Collateral Enhancement Account as amounts representing Sale<br />

Proceeds of Collateral Enhancement Securities,<br />

by a fraction the numerator of which is €1,000 and the denominator of which is the aggregate principal<br />

amount of the Class N Notes Outstanding immediately prior to such Payment Date.<br />

(g) Publication of Floating Rates of Interest and Interest Amounts: The Principal Paying Agent will cause<br />

the Class A1B Note Interest Rate, the Class A2 Note Interest Rate, the Class B Note Interest Rate, the<br />

Class C Note Interest Rate, the Class D Note Interest Rate, the Class E Note Interest Rate and the<br />

Interest Amount and, if applicable, any Deferred Interest Amounts payable in respect of each relevant<br />

Class of Notes for each Interest Accrual Period and Payment Date to be notified to the Issuer, the<br />

Registrar, the Trustee and the <strong>Irish</strong> <strong>Stock</strong> <strong>Exchange</strong> as soon as possible after their determination, but in<br />

no event later than the first Business Day of such Interest Accrual Period, and the Registrar shall cause<br />

each such rate, amount and date to be notified to the Noteholders of each Class in accordance with<br />

Condition 16 (Notices) as soon as possible following notification to the Registrar but in no event later<br />

than the third Business Day after such notification. The Interest Amounts and the Payment Date in<br />

respect of the Notes so published may subsequently be amended (or appropriate alternative<br />

arrangements made with the consent of the Trustee by way of adjustment) without notice (save that<br />

notice shall be given to the Trustee) in the event of an extension or shortening of the Interest Accrual<br />

Period. If any of the Notes become due and payable under Condition 10 (Events of Default), interest<br />

shall nevertheless continue to be calculated as previously notified by the Principal Paying Agent in<br />

accordance with this Condition but no publication of the applicable Interest Amounts shall be made<br />

unless the Trustee so determines.<br />

(h) Determination or Calculation by Trustee: If the Principal Paying Agent does not at any time for any<br />

reason so determine the Class A1B Note Interest Rate, the Class A2 Note Interest Rate, the Class B<br />

Note Interest Rate, the Class C Note Interest Rate, the Class D Note Interest Rate or the Class E Note<br />

Interest Rate or does not calculate the Interest Amounts payable in respect of any Class of Notes (other<br />

than the Class A1A Notes) for an Interest Accrual Period, the Trustee (or a person appointed by it for<br />

the purpose) shall do so and such determination or calculation shall be deemed to have been made by<br />

the Principal Paying Agent and shall be binding on the Noteholders. In doing so, the Trustee, or such<br />

person appointed by it, shall apply the foregoing provisions of this Condition, with any necessary<br />

consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it<br />

shall do so in such manner as it shall deem fair and reasonable in all the circumstances and reliance on<br />

such persons as it has appointed for such purpose. The Trustee shall have no liability to any person in<br />

connection with any determination or calculation it is required to make pursuant to this Condition 6(h)<br />

(Determination or Calculation by Trustee).<br />

(i)<br />

(j)<br />

Notifications etc. to be Final: All notifications, opinions, determinations, certificates, quotations and<br />

decisions given, expressed, made or obtained for the purposes of the provisions of this Condition,<br />

whether by the Reference Banks (or any of them), the Principal Paying Agent or the Trustee, will (in<br />

the absence of wilful default, bad faith or manifest error) be binding on the Issuer, the Reference<br />

Banks, the Principal Paying Agent, the Trustee, the Registrar, the Transfer Agents, the <strong>Capital</strong><br />

Commitment Registrar, all Noteholders and all other Secured Parties and (in the absence as referred to<br />

above) no liability to the Issuer or the Noteholders of any Class shall attach to the Reference Banks, the<br />

Principal Paying Agent or the Trustee in connection with the exercise or non-exercise by them of their<br />

powers, duties and discretions under this Condition.<br />

Class A1A Notes Commitment Fee: The Issuer shall pay a commitment fee in Euro (the “Commitment<br />

Fee”) in respect of each Interest Accrual Period which:<br />

(i) shall be calculated on the basis of actual days elapsed in such Interest Accrual Period and a 360<br />

day year at the rate of 0.15 per cent. per annum of the daily weighted average amount of the<br />

Undrawn Amount during such Interest Accrual Period; and<br />

115

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