LCP Proudreed PLC - Irish Stock Exchange

to prime banks in the London inter-bank market which appears on the appropriate page of the
Reuters Screen (or such replacement page on that service that displays such information or if that
service ceases to display such information, such page as displays such information on an equivalent
service (or, if more than one, that one which is approved in writing by the Note Trustee for such
purpose) at or about 11.00 a.m. (London time) on the Interest Determination Date (the Screen
Rate); or in the case of the first Interest Period only, the equivalent rate for four month sterling
deposits; or
(b) if the Screen Rate is unavailable at such time, then the rate for the relevant Interest Period shall be
the arithmetic mean (rounded to four decimal places with the mid-point rounded up) of the rates
notified to the Agent Bank at its request by each of the Reference Banks as the rate at which
three-month sterling deposits or in the case of the first Interest Period only, four month sterling
deposits in a representative amount are offered by that Reference Bank to prime banks in the
London inter-bank market at or about 11.00 a.m. (London time) on the Interest Determination
Date. If on any such Interest Determination Date, at least two of the Reference Banks provide such
offered quotations to the Agent Bank, the relevant rate shall be determined, as aforesaid, on the
basis of the offered quotations of those Reference Banks providing such quotations. If, on any such
Interest Determination Date, only one of the Reference Banks provides the Agent Bank with such
an offered quotation, the Agent Bank shall immediately consult with the Note Trustee and the
Issuer for the purposes of agreeing one additional bank to provide such a quotation or quotations
to the Agent Bank (which bank is in the opinion of the Note Trustee suitable for such purpose) and
the Rate of Interest for the Interest Period in question shall be determined, as aforesaid, on the basis
of the offered quotations of such banks as so agreed. If no such bank or banks is or are so agreed
or such bank or banks as so agreed does not or do not provide such a quotation or quotations, then
the rate for the relevant Interest Period other than the first Interest Period shall be the rate in effect
as at the last preceding Interest Determination Date to which paragraph (i) of this definition shall
have applied and in respect of the first Interest Period shall be the arithmetic mean of the rates
quoted by such other prime banks selected by the Agent Bank and approved by the Note Trustee
on the relevant Interest Determination Date;
Liquidity Drawing means a loan made or to be made under the Liquidity Facility;
Liquidity Event means the occurrence of: (i) the Liquidity Facility Provider ceasing to have the Liquidity
Requisite Ratings; and/or (ii) the Liquidity Facility Provider declining to renew the Commitment Period
of the Liquidity Facility;
Liquidity Facility means a 364 day revolving liquidity facility provided by the Liquidity Facility Provider
pursuant to the Liquidity Facility Agreement to permit drawings to be made of up to the Liquidity Facility
Maximum Amount as reduced or cancelled from time to time under the Liquidity Facility Agreement;
Liquidity Facility Agreement means a facility agreement entered into on the Closing Date between the
Issuer, the Liquidity Facility Provider and the Issuer Security Trustee in relation to the Liquidity Facility;
Liquidity Facility Maximum Amount means £18,900,000, being the maximum amount available for
drawdown under the Liquidity Facility, as the same may be reduced from time to time in accordance with
the Liquidity Facility Agreement;
Liquidity Facility Provider means HSBC Bank plc acting through its office at 8th Floor Exchange
Buildings, 8 Stephenson Place, Birmingham B2 4NH or such other entity or entities appointed as liquidity
facility provider from time to time, subject to and in accordance with the terms of the Liquidity Facility
Agreement;
Liquidity Facility Standby Account means the account held in the name of the Issuer for the deposit of
Liquidity Facility Standby Drawings (if any) with the Liquidity Facility Provider (for so long as it satisfies
the Rating Criteria) or the Account Bank (with account number 59427125) or (subject to the written
approval of the Liquidity Facility Provider, such approval not to be unreasonably delayed or withheld)
any other bank, the short term, unsecured, unsubordinated and unguaranteed debt obligations of which
satisfy the Rating Criteria;
Liquidity Facility Standby Drawing means a drawing following a Liquidity Event or the principal amount
of that drawing outstanding at a particular time, where the context requires;
Liquidity Requisite Ratings means the Liquidity Facility Provider’s short term unsecured, unsubordinated
and unguaranteed debt obligations of at least A-1+ by S&P and F-1 by Fitch;
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