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Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange

Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange

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application of funds on deposit in or otherwise to the credit of the principal subaccount of the Currency Account<br />

relating to each Currency Hedge Obligation will be as so directed, upon Issuer Order:<br />

(A) in the case of amounts (including amounts received upon the sale of a Non-USD Debt Obligation)<br />

received during each Due Period in respect of the Non-USD Debt Obligation forming a part of such Currency<br />

Hedge Obligation or in respect of Eligible <strong>Investment</strong>s that, if denominated in Dollars, would constitute<br />

Principal Proceeds, at the sole discretion of the Collateral Manager:<br />

(1) to the payment of Currency Hedge Termination Payments payable by the Issuer in<br />

connection with the termination of the Currency Hedge forming part of such Currency Hedge Obligation as<br />

a result of the sale, prepayment or default of the related Non-USD Debt Obligation;<br />

(2) to the payment of Currency Hedge Principal <strong>Exchange</strong> Payments and all other amounts in<br />

respect of any Non-USD Debt Obligation scheduled to be paid by the Issuer to a Hedge Counterparty under<br />

the Currency Hedge forming a part of the Currency Hedge Obligation on the applicable Currency Hedge<br />

Payment Date;<br />

(3) at any time, subject to the Reinvestment Criteria, to the acquisition of additional<br />

Collateral Debt Obligations that are Non-USD Debt Obligations and the entry into related Currency<br />

Hedges, which are denominated in any Permitted Currency, if and to the extent necessary, after the<br />

conversion of such amounts into another Permitted Currency pursuant to a Permitted Currency <strong>Exchange</strong> at<br />

the Applicable Spot Market <strong>Exchange</strong> Rate;<br />

(4) at any time, to apply toward the purchase of accrued interest in connection with the<br />

acquisition of additional Collateral Debt Obligations that are Non-USD Debt Obligations only if and to the<br />

extent that there are insufficient amounts available in the interest subaccount relating to such Non-USD<br />

Debt Obligation (repayments of which will thereafter constitute Principal Proceeds); or<br />

(5) at any time, in the case of Principal Proceeds remaining after reinvestment in additional<br />

Non-USD Debt Obligations, to the Principal Collection Account as Principal Proceeds after the conversion<br />

of such amounts into U.S. Dollars pursuant to a Permitted Currency <strong>Exchange</strong> at the Applicable Spot<br />

Market <strong>Exchange</strong> Rate;<br />

(B) at any time, out of Currency Hedge Termination Receipts paid into the principal subaccount of the<br />

Currency Account relating to such Currency Hedge Obligation (at the direction of the Collateral Manager):<br />

(1) to the payment of Currency Hedge Replacement Payments up to an amount equal to the<br />

Currency Hedge Termination Receipts received by the Issuer upon termination of the Currency Hedge that<br />

is being replaced; or<br />

(2) if and to the extent that (x) the Collateral Manager, in its sole discretion, determines not<br />

to replace a Currency Hedge and Rating Confirmation is obtained in respect of such determination, (y) the<br />

termination of a Currency Hedge under which such Currency Hedge Termination Receipts are payable<br />

occurs in connection with a redemption of the Notes in whole, or (z) such Currency Hedge Termination<br />

Receipts are not required for application towards costs of entry into a replacement Currency Hedge, then to<br />

the transfer of such amounts (except for accrued interest thereon) to the Principal Collection Account as<br />

Principal Proceeds after conversion (if necessary) into U.S. Dollars pursuant to a Permitted Currency<br />

<strong>Exchange</strong> at the Applicable Spot Market <strong>Exchange</strong> Rate;<br />

(C) at any time, out of Currency Hedge Replacement Receipts paid into the principal subaccount of<br />

the Currency Account relating to such Currency Hedge Obligation (at the direction of the Collateral Manager):<br />

(1) to the payment of any Currency Hedge Termination Payments due and payable to a<br />

Hedge Counterparty under the Currency Hedge being replaced; or<br />

(2) if and to the extent that such Currency Hedge Replacement Receipts are not required for<br />

payment of Currency Hedge Termination Payments under the Currency Hedge being replaced, then to the<br />

93

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