Attentus CDO I Offering Circular - Irish Stock Exchange

Notes has been paid in full; provided, that all payments made pursuant to this paragraph (21) shall
not exceed on any Distribution Date an amount equal to 50% of the Interest Proceeds available
after application of such Interest Proceeds pursuant to paragraph (19) above;
(22) to the Subordinated Notes until such time as the Holders of the Subordinated
Notes have realized an Internal Rate of Return greater than zero on the Subordinated Notes;
(23) to the payment to the Collateral Manager of accrued and unpaid First Incentive
Collateral Management Fee, up to an amount equal to 50% of Interest Proceeds remaining after
application of Interest Proceeds in accordance with paragraph (21) above;
(24) to the Subordinated Notes until such time as the Holders of the Subordinated
Notes have realized an Internal Rate of Return of 12.00% on the Subordinated Notes;
(25) to the payment to the Collateral Manager of accrued and unpaid Second Incentive
Collateral Management Fee, up to an amount equal to 50% of Interest Proceeds remaining after
application of Interest Proceeds in accordance with paragraph (21) above, less amounts applied in
accordance with paragraph (23) above;
(26) if such date is not the Stated Maturity or a Redemption Date, for deposit to the
Discretionary Interest Shortfall Reserve Account, an amount of funds (to be available to make
payments on the next Distribution Date to the extent described herein) specified by the Collateral
Manager, in its discretion, by written notice delivered to the Trustee no later than the
Determination Date immediately preceding such Distribution Date; provided, that the amount
deposited in the Discretionary Interest Shortfall Reserve Account pursuant to this paragraph (26)
shall not exceed on any Distribution Date $750,000; and
(27) the remainder to be paid to the Holders of the Subordinated Notes (which
amounts shall, on the final Distribution Date, be paid in redemption thereof) in accordance with
the terms of the Indenture.
Principal Proceeds. On each Distribution Date, available Principal Proceeds will be distributed
in the order of priority set forth below:
(1) to the payment of the amounts referred to in paragraphs (1) to (4) under “Priority
of Payments—Interest Proceeds” in the same order of priority specified therein, but only to the
extent not paid in full in accordance with the provisions set forth in “Priority of Payments—
Interest Proceeds”;
(2) to the payment of accrued and unpaid interest on, first, the Class A-1 Notes,
second, the Class A-2 Notes and, third, the Class B Notes (in each case including Defaulted
Interest and any interest thereon; provided, however, that such amounts shall only be payable in
respect of the Class B Notes if the Class A Notes have been paid in full), but only to the extent
not paid in full in accordance with the provisions set forth in “Priority of Payments—Interest
Proceeds”; provided, that if after giving effect to any such payment or portion of such payment
the Class A/B Overcollateralization Test would not be satisfied as of the related Determination
Date, no such payment or payments shall be payable under this clause (2) except with respect to
any such Class of Notes which shall then be the Controlling Class;
(3) to the payment of accrued and unpaid interest on, first, the Class C-1 Notes,
second, the Class C-2 Notes, third, the Class D Notes and, fourth, the Class E Notes (in each case
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