Attentus CDO I Offering Circular - Irish Stock Exchange

including Defaulted Interest and any interest thereon), 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, any
Overcollateralization Test would not be satisfied as of the related Determination Date, no such
payment or payments shall be payable under this clause (3) except with respect to any such Class
of Notes which shall then be the Controlling Class;
(4) to the payment of principal of the Class A-1 Notes until the Class A-1 Notes have
been paid in full;
(5) to the payment of principal of the Class A-2 Notes until the Class A-2 Notes have
been paid in full;
(6) to the payment of principal of the Class B Notes until the Class B Notes have
been paid in full;
(7) to the payment of principal of first, the Class C-1 Notes (including, to the extent
not paid in full pursuant to paragraph (10) under “Priority of Payments—Interest Proceeds,” Class
C-1 Deferred Interest), and second, the Class C-2A Notes and Class C-2B Notes, pro rata
(including, to the extent not paid in full pursuant to paragraph (10) under “Priority of Payments—
Interest Proceeds,” Class C-2 Deferred Interest), until the each such Class of Class C Notes has
been paid in full;
(8) to the payment of principal of the Class D Notes (including, to the extent not paid
in full pursuant to paragraph (13) under “Priority of Payments—Interest Proceeds,” Class D
Deferred Interest) until the Class D Notes have been paid in full;
(9) to the payment of principal of the Class E Notes (including, to the extent not paid
in full pursuant to paragraph (16) under “Priority of Payments—Interest Proceeds,” Class E
Deferred Interest) until the Class E Notes have been paid in full;
(10) to the payment of amounts referred to in paragraphs (17), (18) and (19) under
“Priority of Payments—Interest Proceeds” in the same order of priority therein, but only to the
extent not paid thereunder;
(11) 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;
(12) to the payment to the Collateral Manager of accrued and unpaid First Incentive
Collateral Management Fee;
(13) 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;
(14) to the payment to the Collateral Manager of accrued and unpaid Second Incentive
Collateral Management Fee; and
(15) 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.
71