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

of the related Reference Obligation) and not of the Synthetic Security, unless otherwise specified by Fitch
and S&P.
The interest rate or spread of a floating rate Synthetic Security, expressed as a percentage and annualised,
which is the current stated interest rate or, as the case may be, periodic spread over EURIBOR, or LIBOR if
denominated in Sterling, scheduled to be received by the Issuer from the related Synthetic Security Obligor.
The entry into any Synthetic Security will be subject to Rating Agency Confirmation. At the time Rating
Agency Confirmation is given, the Rating Agencies shall also confirm whether they agree with the Issuer’s
designation of the Synthetic Security entered into or acquired as a Bank Loan, a Mezzanine Loan, a Second
Lien Loan, a Special Debt Security or a CLO Security.
“Synthetic Security Collateral” means any assets which are Eligible Investments which may be sold at
any time without market risk (provided that if any credit protection payments to be paid under the Synthetic
Securities can only be paid on the maturity date of such Eligible Investments then such Eligible Investments
may bear market risk), comprising collateral required to be delivered by the Issuer as security for its
obligations to any Synthetic Security Obligor under any Synthetic Security pursuant to the terms thereof.
References to the price payable upon the acquisition of or entry into a Synthetic Security acquired or
entered into by the Issuer on an unfunded basis shall be deemed to be the aggregate principal amount of
Synthetic Security Collateral required to be delivered by the Issuer to the applicable Synthetic Security
Obligor.
“Synthetic Security Obligor” means any counterparty required to make payments to the Issuer under a
Synthetic Security pursuant to the terms of such Synthetic Security or any guarantor of any such entity or,
in the case of a Synthetic Security that represents an ownership interest in one or more assets held by the
issuer of such Synthetic Security, any entity required to make payments on any such asset, provided that in
the case of any Synthetic Security which is a derivatives transaction, such counterparty has the regulatory
capacity as a matter of Dutch law to enter in such derivatives transactions with Dutch residents.
“TARGET Business Day” means any day on which the TARGET System is open for business.
“Target Date” means the earlier of (a) 18 January 2008 and (b) the date specified as such by the Collateral
Manager in accordance with the terms of the Collateral Management Agreement.
“Target Date Rating Downgrade” means either (a)(i) the initial ratings of the Senior Notes and the other
Rated Notes are downgraded or withdrawn by the Rating Agencies or (ii) either of the Rating Agencies
notifies the Issuer or the Collateral Manager on behalf of the Issuer that such Rating Agency intends to
downgrade or withdraw its initial ratings of the Senior Notes and the other Rated Notes, in each case, upon
request for confirmation thereof to the Rating Agencies by the Collateral Manager, acting on behalf of the
Issuer, following the Target Date; or (b) the Rating Agencies do not provide a Rating Agency Confirmation
with respect to the plan of acquisition of the Collateral Debt Securities provided by the Collateral Manager
following the failure to meet the Target Date Rating Requirements on the Target Date by the immediately
following Determination Date.
“Target Date Rating Requirements” means as of the Target Date, (a) each of the Collateral Quality Tests,
the Coverage Tests and paragraph (c) of the Eligibility Criteria are satisfied on such date; and (b) the
aggregate of the Principal Balances of the Collateral Debt Securities is at least 99.5 per cent. of the Target
Par Amount, and for the purposes of determining the aggregate Principal Balances of the Collateral Debt
Securities in connection with the Target Par Amount, any prepayments or repayments of the Collateral Debt
Securities after the Issue Date shall be disregarded and the Sterling amounts of any Sterling Collateral Debt
Securities shall be converted into Euro at the Issue Date Spot Rate.
“Target Par Amount” means €300,000,000.
“TARGET System” means the Trans European Automated Real Time Gross Settlement Express Transfer
System (or, if such clearing system ceases to be operative, such other clearing system (if any) determined
by the Trustee to be a suitable replacement).
A “Tax Event” shall occur if (a) the Issuer satisfies the Trustee that it has or will, on the next Payment
Date, become obliged to withhold or deduct for or on account of tax in The Netherlands from any payments
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