Attentus CDO I Offering Circular - Irish Stock Exchange

“Interest Proceeds” means, with respect to any Due Period, the sum (without duplication) of:
(i) all payments of interest (including cash payments in respect of interest that has previously been
capitalized or deferred and cash payments in respect of interest on such capitalized or deferred interest)
with respect to any Pledged Security (other than Eligible Investments made with funds on deposit in the
Discretionary Interest Shortfall Reserve Account) received during such Due Period (including, without
limitation, any amounts received in respect of accrued interest on Collateral Debt Securities purchased on
the Closing Date), (ii) the Reinvestment Income, if any, representing interest or other earnings on
amounts deposited in the Collection Accounts which is received during the related Due Period, (iii) the
portion of any payments of interest received during the related Due Period on the Pledged Securities
(other than Eligible Investments made with funds on deposit in the Discretionary Interest Shortfall
Reserve Account) representing interest accrued prior to the date of purchase, (iv) all amendments and
waiver fees, all late payment fees and all other fees and commissions received during the related Due
Period (other than fees and commissions received in connection with the purchase of Additional
Collateral Debt Securities or in connection with Defaulted Securities), (v) all payments received pursuant
to the Hedge Agreements (excluding any payments received by reason of an event of default or
termination event that are required to be used for the purchase of one or more replacement Hedge
Agreements) less any deferred premium payments payable by the Issuer under the Hedge Agreements
during such Due Period, (vi) all premiums (including call premiums from tender) received during such
Due Period, (vii) Sale Proceeds of any Pledged Security to the extent such Sale Proceeds were received as
consideration for accrued interest on such Pledged Security; provided that Interest Proceeds shall exclude
Sale Proceeds of any Defaulted Security to the extent such Sale Proceeds were received as consideration
for accrued interest on such Defaulted Security; provided, that Interest Proceeds shall exclude all amounts
received in respect of this clause (vii) to the extent such amounts are used during such Due Period to
acquire Additional Collateral Debt Securities in accordance with the terms of the Indenture, (viii) all
recoveries on Defaulted Securities in excess of the par amount thereof and (ix) with respect to the first
Due Period, all amounts on deposit in the Discretionary Interest Shortfall Reserve Account and any
interest or other amounts received in respect of Eligible Investments made with funds on deposit in such
account during such Due Period.
“Market Value” means, on any Determination Date with respect to any Deferred Interest PIK
Bond or Defaulted Security (other than a Trust Preferred Security), at the option of the Collateral
Manager, either (a) the price supplied to the Collateral Manager by Interactive Data Corporation, Mark-It
Partners, Loan Pricing Corporation or another independent, nationally recognized pricing service, or (b)
the average of three bid-side market values obtained from independent broker-dealers (at least one of
which is not CS or an Affiliate thereof) or, if three such bids are not available, the lower of two bid-side
market values obtained by the Collateral Manager from independent broker/dealers (one of which may be
CS or an Affiliate thereof) or, if two such bid-side market values are not available, the bid-side market
value obtained from one independent broker/dealer (which may be CS or an Affiliate thereof). If the
Market Value of a Collateral Debt Security cannot be determined by application of either clause (a) or (b),
its Market Value shall be determined by the Collateral Manager based upon its reasonable judgment
provided that if the Market Value of any such Collateral Debt Security cannot be determined by
application of either (a) or (b) within 30 days, the Market Value will be zero.
“Measurement Date” means: (i) the Ramp-Up Completion Date, (ii) any date after the Ramp-Up
Completion Date on which the Issuer disposes of any Collateral Debt Security, (iii) any date after the
Ramp-Up Completion Date on which the Issuer acquires any Additional Collateral Debt Security, (iv) any
date after the Ramp-Up Completion Date on which a Collateral Debt Security becomes a Defaulted
Security or a Deferred Interest PIK Bond, (v) each Determination Date, (vi) the 25th day of any calendar
month ending after the Ramp-Up Completion Date (excluding any month in which a Determination Date
falls), and (vii) with two Business Days’ notice to the Issuer and the Trustee, any other Business Day that
any Rating Agency or a Majority of any Class of Notes requests to be a “Measurement Date”; provided,
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