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

The Securities Lending Account
The Issuer shall procure that all Securities Lending Collateral is paid into subaccounts (each relating to
individual Securities Lending Counterparties) within the Securities Lending Account promptly upon receipt
thereof. Such funds will not be included as Collateral for the purposes of making any determination based on
the composition or aggregate principal amount of the Collateral nor will such funds be available to make
payments of interest or principal to the holders of the Notes.
The Issuer shall procure payment (and shall ensure that payment of no other amount is made) out of the
Securities Lending Account:
(a) upon the occurrence of an event of default under a Securities Lending Agreement, of funds from the
related subaccount of the Securities Lending Account in an amount agreed in the related Securities
Lending Agreement, to the Principal Collection Account or Sterling Principal Account;
(b) to the Securities Lending Counterparty to the extent required under the Securities Lending Agreement
from time to time; and
(c) of all interest accrued on the Securities Lending Account to the Interest Collection Account or the
Sterling Interest Account (other than amounts payable pursuant to paragraph (b) above).
The Stand-by Account
The Issuer shall procure the establishment of any Stand-by Account whenever it or the Collateral
Administrator is notified by the Capital Commitment Registrar that a Stand-by Account is required to be set up
pursuant to the Class A1A Note Purchase Agreement and the Issuer will procure that any Stand-by Account if
established will be operated in accordance with the provisions of the Class A1A Note Purchase Agreement.
The Currency Account(s)
The Issuer shall procure that Currency Account denominated in the required currency are established with
the Account Bank whenever the Issuer acquires a Non-Euro Collateral Debt Security denominated in a currency
for which there is no corresponding Currency Account denominated in such currency. The Issuer shall procure
that all non-Euro amounts received by it pursuant to any Non-Euro Collateral Debt Securities are paid into the
Currency Account denominated in the same non-Euro currency pending payment of such non-Euro amount by
the Issuer to a Hedge Counterparty pursuant to a related Asset Swap Transaction. The Issuer will arrange for all
amounts required to be paid by it to a Hedge Counterparty with respect to a Non-Euro Collateral Debt Security
pursuant to an Asset Swap Transaction to be withdrawn from the relevant Currency Account and paid to the
Hedge Counterparty.
Transfer upon Downgrade
In the event that the short term senior unsecured and unsubordinated rating of the Account Bank falls below
a rating of “F1” by Fitch or “A-1+” by S&P, then the Account Bank shall within 30 days of such downgrade
transfer all of the funds standing to the credit of the Accounts to such other bank whose short term senior
unsecured and unsubordinated rating is rated “F1” by Fitch and “A-1+” by S&P.
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