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

(g) any other Person in respect of any governmental fee or charge;
(h) any other Person in respect of any other fees or expenses permitted under these Conditions, the
Transaction Documents and the documents delivered pursuant to or in connection with the Notes or the
sale thereof (including the fees of any stock exchange on which the Notes are listed) other than any
Class A1A Increased Margin;
(i)
(j)
the Collateral Manager pursuant to the Collateral Management Agreement, but excluding any
Collateral Management Fees;
any amounts payable to the Liquidity Facility Provider including amounts of interest payable pursuant
to Clause 8.1(c) and 8.2(c) of the Liquidity Facility Agreement but excluding amounts payable
pursuant to Clause 6 (Repayment and Prepayment), the other provisions of Clause 8 (Interest) and
Clause 18 (Fees) of the Liquidity Facility Agreement;
(k) any Selling Institution in respect of fees, costs and expenses relating to any Participation after the date
of entry into such Participation; and
(l)
any fees, costs or expenses incurred in connection with any Securities Lending Agreement;
in each case, together with any VAT due and payable in respect thereof, provided that Administrative
Expenses shall not include any Trustee Fees or amounts due or accrued with respect to the actions taken on
or in connection with the Issue Date, including fees payable to the Rating Agencies and any other fees and
expenses which are payable out of the proceeds of the issue of the Notes.
“Affiliate” or “Affiliated” means with respect to a Person, (a) any other Person who directly or indirectly is
in control of, or is controlled by, or is under common control with, such Person and any partnership in
respect of which such Person is the general or managing partner or investment fund of which such Person is
the manager or (b) any other Person who is a director, officer or employee (i) of such Person, (ii) of any
subsidiary or parent company of such Person or (iii) of any Person described in paragraph (a) above. For
the purposes of this definition, “control” of a Person shall mean the power, direct or indirect, (A) to vote
more than 50 per cent. of the securities having ordinary voting power for the election of directors of such
Person, or (B) to direct or cause the direction of the investments, management or policies of such Person
whether by contract or otherwise.
“Agents” means each of the Registrar, the Transfer Agents, the Exchange Rate Agent, the Custodian, the
Capital Commitment Registrar and the Paying Agents and each of their permitted successors or assigns and
“Agent” means any of them.
“Applicable EURIBOR” means (a) with respect to the Notes, six month EURIBOR for the Notes or
EURIBOR for such other appropriate period in respect of the first Interest Accrual Period and the Interest
Accrual Period immediately prior to the Maturity Date or the Redemption Date; and (b) with respect to any
Euro Drawings, Class A1A EURIBOR.
“Asset Swap Transaction” means each asset swap transaction entered into pursuant to a Hedge Agreement
by the Issuer with a Hedge Counterparty in connection with Non-Euro Collateral Debt Securities under
which the Issuer swaps cash flows receivable on such Non-Euro Collateral Debt Securities for Euro
denominated cash flows from such Hedge Counterparty.
“Asset Swap Transaction Exchange Rate” means the exchange rate specified as such in, and applicable to
each Asset Swap Transaction.
“Authorised Denomination” means integral multiples of €1,000.
“Authorised Officer” means, with respect to the Issuer, any Managing Director of the Issuer or person who
is authorised to act for the Issuer in matters relating to, and binding upon, the Issuer.
“Bank Loan” means (i) an Eligible Floating Rate Note; (ii) a Senior Secured Loan; or (iii) provided that
Rating Agency Confirmation is received that it may be treated as a Bank Loan for the purposes of the
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