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

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The “Class B Loss Differential” at any time, is the rate calculated by subtracting the Class B Scenario Loss<br />

Rate at such time from the Class B Break Even Loss Rate at such time.<br />

The “Class B Scenario Loss Rate” at any time, is an estimate of the cumulative default rate for the Current<br />

Portfolio or the Proposed Portfolio, as applicable, consistent with a “AA” rating of the Class B Notes by S&P<br />

determined by application of the CDO Evaluator at such time.<br />

The “Class C Break Even Loss Rate” at any time, is the maximum percentage of defaults which the<br />

Current Portfolio or the Proposed Portfolio, as applicable, can sustain, as determined by S&P through<br />

application of the CDO Evaluator, which after giving effect to S&P’s assumptions on recoveries and timing and<br />

to the Priorities of Payment, will result in sufficient funds remaining for the ultimate payment of the Class C<br />

Notes in full and the ultimate payment of interest on the Class C Notes.<br />

The “Class C Loss Differential” at any time, is the rate calculated by subtracting the Class C Scenario<br />

Loss Rate at such time from the Class C Break Even Loss Rate at that time.<br />

The “Class C Scenario Loss Rate” at any time, is an estimate of the cumulative default rate for the Current<br />

Portfolio or the Proposed Portfolio, as applicable, consistent with a “A” rating of the Class C Notes by S&P,<br />

determined by application of the CDO Evaluator at such time.<br />

The “Class D Break Even Loss Rate” at any time, is the maximum percentage of defaults which the<br />

Current Portfolio or the Proposed Portfolio, as applicable, can sustain, as determined by S&P through<br />

application of the CDO Evaluator, which after giving effect to S&P’s assumptions on recoveries and timing and<br />

to the Priorities of Payment, will result in sufficient funds remaining for the ultimate payment of the Class D<br />

Notes in full and the ultimate payment of interest on the Class D Notes.<br />

The “Class D Loss Differential” at any time, is the rate calculated by subtracting the Class D Scenario<br />

Loss Rate at such time from the Class D Break Even Loss Rate at such time.<br />

The “Class D Scenario Loss Rate” at any time, is an estimate of the cumulative default rate for the Current<br />

Portfolio or the Proposed Portfolio, as applicable, consistent with a “BBB” rating of the Class D Notes by S&P<br />

determined by application of the CDO Evaluator at such time.<br />

The “Class E Break Even Loss Rate” at any time, is the maximum percentage of defaults which the<br />

Current Portfolio or the Proposed Portfolio, as applicable, can sustain, as determined by S&P through<br />

application of the CDO Evaluator, which after giving effect to S&P’s assumptions on recoveries and timing and<br />

to the Priorities of Payment, will result in sufficient funds remaining for the ultimate payment of the Class E<br />

Notes in full and the ultimate payment of interest on the Class E Notes.<br />

The “Class E Loss Differential” at any time, is the rate calculated by subtracting the Class E Scenario Loss<br />

Rate at such time from the Class E Break Even Loss Rate at such time.<br />

The “Class E Scenario Loss Rate” at any time, is an estimate of the cumulative default rate for the Current<br />

Portfolio or the Proposed Portfolio, as applicable, consistent with a “BB” rating of the Class E Notes by S&P<br />

determined by application of the CDO Evaluator at such time.<br />

The “Current Portfolio” means the portfolio (measured by Principal Balance) of Collateral Debt<br />

Securities, Euro Principal Proceeds, Sterling Principal Proceeds and Uninvested Proceeds held as cash and<br />

Eligible Investments purchased with Euro Principal Proceeds, Sterling Principal Proceeds or Uninvested<br />

Proceeds existing immediately prior to the sale, maturity or other disposition of a Collateral Debt Security or a<br />

proposed purchase of a Collateral Debt Security, as the case may be.<br />

The “Proposed Portfolio” means the portfolio (measured by Principal Balance) of Collateral Debt<br />

Securities, Euro Principal Proceeds, Sterling Principal Proceeds and Uninvested Proceeds held as cash and<br />

Eligible Investments purchased with Euro Principal Proceeds, Sterling Principal Proceeds or Uninvested<br />

Proceeds resulting from the sale, maturity or other disposition of a Collateral Debt Security or a proposed<br />

purchase of a Collateral Debt Security, as the case may be.<br />

The “CDO Evaluator” is the dynamic, analytical computer model developed by S&P used to estimate<br />

default risk of Collateral Debt Securities and provided to the Collateral Manager and the Collateral<br />

Administrator on or before the Issue Date, as it may be modified by S&P from time to time. The CDO<br />

Evaluator calculates the cumulative default rate of a pool of Collateral Debt Securities consistent with a<br />

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