Attentus CDO I Offering Circular - Irish Stock Exchange

Reserve Account during the initial Due Period will constitute Interest Proceeds on the first Distribution
Date and at all times thereafter, the only permitted withdrawal from or application of funds on deposit in,
or otherwise standing to the credit of, the Discretionary Interest Shortfall Reserve Account shall be to pay
certain amounts in accordance with the provisions of the Indenture as described herein under “Security
for the Senior Notes –Priority of Payments”. On the Closing Date, the Trustee may deposit into the
Discretionary Interest Shortfall Reserve Account funds in an amount up to U.S.$750,000 from the net
proceeds received by the Issuer on such date from the initial issuance of the Notes.
Expense Account
On the Closing Date, after payment of the organizational fees and other expenses of the Co-
Issuers (including, without limitation, the legal fees and expenses of counsel to the Co-Issuers, the Initial
Purchaser and the Collateral Manager) and the expenses of offering the Offered Notes, U.S.$100,000
from the proceeds of the offering of the Offered Notes will be deposited by the Trustee into a single,
segregated securities account established and maintained by the Trustee under the Indenture (the
“Expense Account”). On each Distribution Date, to the extent that funds are available for such purpose in
accordance with the Priority of Payments and subject to the dollar limitation set forth in paragraph (2)
under “Description of the Offered Notes—Priority of Payments—Interest Proceeds,” the Trustee will
deposit into the Expense Account an amount from Interest Proceeds (and, to the extent that Interest
Proceeds are insufficient, from Principal Proceeds) such that the amount on deposit in the Expense
Account (after giving effect to such deposit) will equal U.S.$100,000. Amounts on deposit in the
Expense Account may be withdrawn from time to time to pay accrued and unpaid expenses of the Co-
Issuers (other than fees and expenses of the Trustee or the Collateral Management Fee, but including
other amounts payable by the Co-Issuers to the Collateral Manager under the Collateral Management
Agreement or the Indenture); provided, that the aggregate amount of such payments on any four
consecutive Distribution Dates may not exceed U.S.$400,000. All funds on deposit in the Expense
Account will be invested in Eligible Investments. All amounts remaining on deposit in the Expense
Account at the time when substantially all of the Issuer’s assets have been sold or otherwise disposed of
(as determined by the Collateral Manager) will be deposited by the Trustee into the Payment Account for
application as Interest Proceeds on the immediately succeeding Distribution Date.
Synthetic Security Collateral Account
If and to the extent that any Synthetic Security requires the Issuer to secure its obligations with
respect to such Synthetic Security, the Issuer will establish the Synthetic Security Collateral Account, into
which, as directed by the Collateral Manager, the Issuer will deposit all amounts which are required to
secure the obligations of the Issuer in accordance with the terms of any and all Synthetic Securities
entered into between the Issuer and the related Synthetic Security Counterparty.
As directed by the Collateral Manager and in accordance with the applicable Synthetic Securities,
amounts on deposit in the Synthetic Security Collateral Account on behalf of a Synthetic Security
Counterparty shall be invested in Eligible Investments which are permitted by the applicable Synthetic
Securities and any related credit support documents. Income received on amounts on deposit in the
Synthetic Security Collateral Account may, as directed by the Collateral Manager, either (x) be retained
in the Synthetic Security Collateral Account if the aggregate Principal Balance of all remaining Eligible
Investments in such account is not in excess of the aggregate Principal Balance of any and all outstanding
Synthetic Securities entered into between the Issuer and such Synthetic Security Counterparty and such
Synthetic Security so provides and may, if so provided, be used to pay amounts owing to such Synthetic
Security Counterparty or (y) be withdrawn from such account and deposited in the Collection Account for
distribution in accordance with the priority described under “Description of the Offered Notes—Priority
of Payments.” Principal payments received on amounts on deposit in the Synthetic Security Collateral
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