LCP Proudreed PLC - Irish Stock Exchange

Principal Amount Outstanding on the Final Maturity Date together with interest and other amounts
(if any) accrued to the Final Maturity Date. The Class A Notes will be redeemed in full in priority
to the Class B Notes, the Class B Notes will be redeemed in full in priority to the Class C Notes, and
the Class C Notes will be redeemed in full in priority to the Class D Notes.
Mandatory Redemption following prepayment or repayment of a Commercial Mortgage Loan
(b) If a Borrower prepays or repays its Commercial Mortgage Loan, for whatever reason, the Issuer
shall, upon giving not more than 60 nor less than 30 days’ notice of redemption (unless the relevant
Borrower is prepaying its Commercial Mortgage Loan by way of mandatory prepayment from its
Cash Trap Account, in which case the Issuer may give no less than five Business Days’ notice of
redemption) to the Note Trustee and the Noteholders in accordance with Condition 19 (Notices and
Information), redeem all Classes of Notes, where all the Commercial Mortgage Loans have been
prepaid or repaid in full, or, if only one Commercial Mortgage Loan has been repaid in full or one
or more Commercial Mortgage Loans have been prepaid or repaid only in part, each Class of Note
in accordance with the applicable Issuer Priority of Payments to the extent of the amount repaid or
prepaid on the Interest Payment Date at the relevant Class of Notes’ then Principal Amount
Outstanding, together with interest and other amounts accrued to that Interest Payment Date.
Optional Redemption for Tax Reasons
(c) If the Issuer at any time satisfies the Note Trustee immediately prior to the giving of the notice
referred to below that:
(i) a Tax Event has occurred; and
(ii) despite, in a case where arranging a substitution as principal debtor in respect of the Notes
might reasonably be expected to solve the problem, using all reasonable endeavours to arrange
a substitution as principal debtor in respect of the Notes in accordance with Condition 15
(Substitution of Principal Debtor) and the Note Trust Deed of a company having its tax
residency in another jurisdiction approved in writing by the Note Trustee, the Liquidity
Facility Provider and the Hedging Provider, it has been unable to do so,
then the Issuer may redeem all, but not some only, of the Notes on the Interest Payment Date
specified in the notice referred to in sub-paragraph (A) below at their Principal Amount
Outstanding together with interest and other amounts (if any) accrued to that Interest Payment
Date, provided that:
(A) the Issuer has given not more than 60 nor less than 30 days’ notice of redemption to the
Note Trustee and the Noteholders in accordance with Condition 19 (Notices and
Information); and
(B) the Issuer has delivered to the Note Trustee prior to the giving of the notice referred to
it sub-paragraph (A) a certificate signed by two directors of the Issuer to the effect that
it will have available, not subject to the interest of any other person, the funds required
to discharge the amount payable to Noteholders on redemption of the Notes together
with any amounts required under the Issuer Pre-Enforcement Priority of Payments to be
paid in priority to, or pari passu with, the Notes.
The occurrence of any of the following events shall be a ‘‘Tax Event’’:
(i) by reason of a change in the Tax law (or the application or official interpretation thereof),
which change becomes effective on or after the Closing Date, the Issuer would be required to
deduct or withhold from any payment of principal or interest on the Notes (although the Issuer
will not have any obligation to pay additional amounts in respect of such withholding or
deduction) any amount for or on account of any Taxes imposed, levied, collected, withheld or
assessed by any United Kingdom Tax Authority (other than by reason of the relevant
Noteholder or Couponholder having some connection with the United Kingdom in addition to
the holding of the Notes or related Coupons);
(ii) by reason of a change in Tax law (or the application or official interpretation thereof), which
change becomes effective on or after the Closing Date, the Issuer or any Hedging Provider (or
any other Hedging Provider with which the Issuer may enter into a Hedging Agreement)
would be required to deduct or withhold from any payments in respect of a Hedging
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