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LCP Proudreed PLC - Irish Stock Exchange

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(g) an amount in respect of profit to the Issuer equal to the sum of (i) 0.01 per cent. of all interest and<br />

other amounts (including in respect of other elements of the On-going Facility Fee) received or<br />

receivable by the Issuer on the relevant Loan Interest Payment Date and (ii) £13,500 (to be reduced<br />

pro tanto with any payment made in respect of this item (g)(ii) on any preceding Loan Interest<br />

Payment Date);<br />

(h) any amounts payable in respect of Liquidity Subordinated Amounts due to the Liquidity Facility<br />

Provider under the Liquidity Facility Agreement;<br />

(i) any amounts payable in respect of Hedging Subordinated Amounts due to the Hedging Providers<br />

under the Hedging Agreements;<br />

(j) any amounts of interest and principal payable to the Liquidity Facility Provider under the Liquidity<br />

Facility Agreement by reason of the Issuer drawing advances under the Liquidity Facility<br />

Agreement to meet a Liquidity Shortfall arising due to a Borrower not making payment in full of<br />

all amounts owed under its Commercial Mortgage Loan on the due date for such payments; and<br />

(k) any amounts payable to the Hedging Providers by way of Hedging Termination Payments in respect<br />

of the Hedging Agreements arising as a result of the Issuer adjusting its hedging activities to reflect<br />

a prepayment by a Borrower under its Commercial Mortgage Loan;<br />

Original Class A Notes means the £243,800,000 Class A Secured Floating Rate Notes due 2016 issued on<br />

the Closing Date;<br />

Original Class B Notes means the £32,200,000 Class B Secured Floating Rate Notes due 2016 issued on<br />

the Closing Date;<br />

Original Class C Notes means the £36,800,000 Class C Secured Floating Rate Notes due 2016 issued on<br />

the Closing Date;<br />

Original Class D Notes means the £9,200,000 Class D Secured Floating Rate Notes due 2016 issued on the<br />

Closing Date;<br />

Original Notes means the Original Class A Notes, the Original Class B Notes, the Original Class C Notes<br />

and the Original Class D Notes or, where the context so requires, any of them;<br />

Original Permanent Global Note means, in respect of each Class of Original Notes, the bearer permanent<br />

global note for that Class in, or substantially in, the form set out in Schedule 2 (Form of Permanent Global<br />

Note) to the Note Trust Deed;<br />

Original Temporary Global Note means, in respect of each Class of Original Notes, the bearer temporary<br />

global note for that Class in, or substantially in, the form set out in Schedule 1 (Form of Temporary Global<br />

Note) to the Note Trust Deed;<br />

Outgoing Property means a Secured Property to be substituted by an Incoming Property;<br />

outstanding means, in relation to the Notes, all the Notes other than:<br />

(a) those which have been redeemed in full in accordance with the Conditions;<br />

(b) those in respect of which the date for redemption in accordance with the Conditions has occurred<br />

and for which the redemption monies (including all interest and other amounts (if any) accrued<br />

thereon to such date for redemption) have been duly paid to the Principal Paying Agent or the Note<br />

Trustee in accordance with the Agency Agreement (and, where appropriate, notice to that effect has<br />

been given to the Noteholders in accordance with Condition 19 (Notices and Information)) and<br />

remain available for payment in accordance with the Conditions;<br />

(c) those which have become void under Condition 8 (Prescription);<br />

(d) those mutilated or defaced Notes which have been surrendered or cancelled and in respect of which<br />

replacement Notes have been issued pursuant to Condition 18 (Replacement of Notes, Coupons and<br />

Talons);<br />

(e) the Temporary Global Note of any Class, to the extent interests in it shall have been exchanged for<br />

interests in the Permanent Global Note of that Class, or the Permanent Global Note of any Class,<br />

to the extent that it shall have been exchanged for Definitive Notes of that Class or, in the case of<br />

an Original Permanent Global Note, for a Further Permanent Global Note of that Class; and<br />

(f) (for the purpose only of ascertaining how many Notes are outstanding and without prejudice to their<br />

status for any other purpose) those Notes which are alleged to have been lost, stolen or destroyed<br />

and in respect of which replacements have been issued pursuant to Condition 18 (Replacement of<br />

Notes, Coupons and Talons),<br />

200

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