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

participation, as the case may be, of Bank Loans, Mezzanine Loans and Second Lien Loans on or prior to
the Issue Date, together with any other agreements entered into by or on behalf of the Issuer from time to
time for the acquisition of Collateral Debt Securities thereafter.
“Collateral Debt Security” means on and following the acquisition thereof, any Bank Loan, Mezzanine
Loan, Second Lien Loan, CLO Securities, Special Debt Security or Synthetic Security including any
Participation purchased or acquired by the Issuer or the Collateral Manager on behalf of the Issuer from
time to time pursuant to the Collateral Management Agreement which at the time of purchase or acquisition
satisfied paragraphs (a) and (b) of the Eligibility Criteria (if acquired during the Ramp-Up Period) and the
Reinvestment Criteria (if acquired during the Reinvestment Period) and the Reinvestment Criteria and the
Additional Reinvestment Criteria (if acquired after the Reinvestment Period) (provided that, solely for the
purpose of the grant of any security interest to the Trustee for the benefit of the Secured Parties pursuant to
the Trust Deed and the Euroclear Pledge Agreement and all the rights thereunder, Collateral Debt Securities
shall mean all Bank Loans, Mezzanine Loans, Second Lien Loans, CLO Securities, Special Debt Securities,
Synthetic Securities and Participations and all other securities, loans or other obligations, instruments or
investments, regardless of whether such securities, loans or other obligations, instruments or investments
satisfied the Eligibility Criteria, the Reinvestment Criteria or the Additional Reinvestment Criteria at the
time of purchase or acquisition or at any time after their purchase or acquisition except that they shall not
consist of Dutch Ineligible Securities). References to Collateral Debt Securities shall not include Eligible
Investments, Collateral Enhancement Securities or Defaulted Equity Securities.
“Collateral Enhancement Account” means the account(s) so named of the Issuer held with the Account
Bank, amounts standing to the credit of which from time to time may be applied in, inter alia, the
acquisition of Collateral Enhancement Securities by or on behalf of the Issuer in accordance with the
Collateral Management Agreement and into which the proceeds of any sale of, or Distributions in respect
of, Collateral Enhancement Securities, together with certain other amounts, may be deposited from time to
time.
“Collateral Enhancement Security” means any warrant or equity security excluding Defaulted Equity
Securities but including, without limitation, warrants relating to Mezzanine Loans or Second Lien Loans
and any equity security received upon conversion or exchange of, or exercise of an option under, or
otherwise in respect of a Collateral Debt Security, or any warrant or equity security purchased as part of a
unit with a Collateral Debt Security, in each case, the acquisition, ownership or disposition of which will
not (a) result in the imposition of any present or future, actual or contingent, liabilities or obligations on the
Issuer other than those which may arise at its option, or (b) subject the Issuer to tax on a net income basis;
provided that no such Collateral Enhancement Security may be a Dutch Ineligible Security or a security or
obligation that is convertible into or exchangeable for a Dutch Ineligible Security and must not constitute
Margin Stock (as defined under Regulation U issued by the Board of Governors of the United States
Federal Reserve System).
“Collateral Management Fee” means each of the Base Collateral Management Fee, the Incentive
Collateral Management Fee, the Subordinated Collateral Management Fee and, if applicable, the
Replacement Collateral Manager Subordinated Fee.
“Collateral Manager Termination Amount” means the amount, determined pursuant to the Collateral
Management Agreement, payable to the Collateral Manager in respect of the termination of its services
under the Collateral Management Agreement without cause (together with any applicable value added tax
thereon whether payable to the Collateral Manager or directly to the relevant taxing authority).
“Collateral Quality Tests” has the meaning given to such term in the Collateral Administration
Agreement.
“Collateral Tax Event” means the introduction of a new, or any change in, home jurisdiction or foreign tax
statute, treaty, regulation, rule, ruling, practice, procedure or judicial decision or interpretation which results
in any portion of any payment due from any issuer or obligor under any Collateral Debt Security held by or
on behalf of the Issuer becoming properly subject to the imposition of home jurisdiction or foreign
withholding tax which withholding tax (i) is not compensated for by a “gross-up” provision in the terms of
the Collateral Debt Security and (ii) amounts, in the aggregate, to 5 per cent. or more of the aggregate
interest payments on all of the Collateral Debt Securities held by or on behalf of the Issuer during the
related Due Period.
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