LCP Proudreed PLC - Irish Stock Exchange

‘‘Issuer’’ means LCP Proudreed PLC, whose registered office is c/o SPV Management Limited,
Tower 42 (Level 11), International Financial Centre, 25 Old Broad Street, London EC2N 1HQ, as
issuer of the Notes;
‘‘Issuer Account Bank and Cash Management Agreement’’ means the Account Bank and Cash
Management Agreement to which the Issuer is a party;
‘‘Issuer Accounts’’ means the Issuer Transaction Account and the Liquidity Facility Standby
Account;
‘‘Issuer Charged Property’’ means the whole of the right, title, benefit and interest of the Issuer in
the property, assets and rights of the Issuer charged by or pursuant to the Issuer Deed of Charge,
including the Assigned Contractual Rights;
‘‘Issuer Corporate Services Agreement’’ means the agreement between the Issuer and the Issuer
Corporate Services Provider and dated on or about the Closing Date;
‘‘Issuer Corporate Services Provider’’ means SPV Management Limited acting through their office
at Tower 42 (Level 11), International Financial Centre, 25 Old Broad Street, London EC2N 1HQ;
‘‘Issuer Deed of Charge’’ means a deed of charge entered into by the Issuer and, inter alios, the
Issuer Security Trustee on the Closing Date;
‘‘Issuer Post-Enforcement Priority of Payments’’ means the order of the Issuer’s priority of payment
post enforcement of the Notes as set out in Condition 3(j) (Status, Priority and Security – Issuer
Priority of Payments Following Enforcement);
‘‘Issuer Pre-Enforcement Priority of Payments’’ means the order of the Issuer’s priority of payment
prior to enforcement of the Notes as set out in Condition 3(i) (Status, Priority and Security – Issuer
Priority of Payments Prior to Enforcement);
‘‘Issuer Priority of Payments’’ means the Issuer Pre-Enforcement Priority of Payments and the
Issuer Post-Enforcement Priority of Payments;
‘‘Issuer Secured Creditors’’ means the Noteholders, the Couponholders, the Issuer Security Trustee
(and any receiver appointed by the Issuer Security Trustee), the Note Trustee (and any receiver
appointed by the Note Trustee), the Cash Manager, the Account Bank, the Agent Bank and the
Paying Agents, the Issuer Corporate Services Provider, the Hedging Providers, the Liquidity Facility
Provider and any other person acceding to the Issuer Deed of Charge as a secured creditor of the
Issuer from time to time;
‘‘Issuer Secured Obligations’’ means all monies, liabilities and obligations whatsoever, present and
future and whether actual or contingent, which from time to time become due, owing or payable by
the Issuer:
(i) to the Issuer Security Trustee and/or any Receiver under the Issuer Deed of Charge or any
other documents evidencing or securing any such liabilities;
(ii) to, or to the order of, the Note Trustee under the Note Trust Deed;
(iii) to the Noteholders and the Couponholders under or in respect of the Notes and the Coupons;
and
(iv) to each of the other Issuer Secured Creditors in accordance with each of the other Transaction
Documents to which it is a party;
‘‘Issuer Security’’ means the security created by or pursuant to the Issuer Deed of Charge over the
Issuer Charged Property in favour of the Issuer Security Trustee;
‘‘Issuer Security Documents’’ means the Issuer Deed of Charge and the Security Powers of Attorney
or, where the context requires, either of them;
‘‘Issuer Security Trustee’’ means, as at the Closing Date, HSBC Trustee (C.I.) Limited acting
through its principal office at 1 Grenville Street, St Helier, Jersey, Channel Islands JE4 9PF;
‘‘Issuer Transaction Account’’ means the general transaction account held in the name of the Issuer
with the Account Bank with account number GBP 59427133;
‘‘Issuer Transaction Documents’’ means the Subscription Agreement, Note Trust Deed, the Agency
Agreement, the Liquidity Facility Agreement, the Hedging Agreements, the Issuer Deed of Charge,
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