07.03.2014 Views

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

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

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

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

denominated in the same Permitted Currency, (y) the Collateral Manager, on behalf of the Issuer, has not entered<br />

into a separate Currency Hedge with a notional amount equal to its entire Principal Balance (without giving effect to<br />

the proviso to such definition) and (z) the Collateral Manager elects to hedge such additional Non-USD Debt<br />

Obligation under such Currency Hedge.<br />

The Indenture requires that if at any time a Currency Hedge becomes subject to early termination due to the<br />

occurrence of an event of default or a termination event, the Issuer and the Trustee (subject to the terms of the<br />

Indenture and in consultation with the Collateral Manager) will take such actions (following the expiration of any<br />

applicable grace period) to enforce the rights of the Issuer and the Trustee under such Currency Hedge as may be<br />

permitted by the terms of such Currency Hedge and consistent with the terms of the Indenture, and will apply the<br />

proceeds of any such actions (including, without limitation, the proceeds of the liquidation of any collateral pledged<br />

by the Hedge Counterparty thereunder) to enter into a replacement Currency Hedge on such terms as satisfy the<br />

Currency Hedge Requirements (unless such early termination is due to an additional termination event caused by an<br />

Optional Redemption). No Currency Hedge entered into by the Issuer may include an additional termination event<br />

resulting from an Optional Redemption unless such additional termination event is not effective until the notice of<br />

such Optional Redemption given by the Co-Issuers has become irrevocable.<br />

Securities Lending<br />

Provided that no Event of Default has occurred and is continuing, the Collateral Manager on behalf of the Issuer<br />

may from time to time instruct the Trustee to lend (pursuant to Securities Lending Agreements with maturity dates<br />

not greater than 90 days) Collateral Debt Obligations to banks, broker-dealers and other financial institutions (other<br />

than insurance companies) (each, a "Securities Lending Counterparty") that (i) in the case of a loan with a term of at<br />

least 90 days but less than a year, have short-term debt ratings or a guarantor with such ratings of "P-1" from<br />

Moody's and at least "A-1" from Standard & Poor's and (ii) in the case of a loan for a one-year term or more, a longterm<br />

senior unsecured debt rating or counterparty rating that, individually and together with all other Securities<br />

Lending Counterparties ratings, is consistent with the limits set forth in the tables below. At the time a Securities<br />

Lending Agreement for a term of one year or more is entered into by the Issuer, the percentage of the Principal<br />

Collateral Value loaned to a single counterparty shall not exceed the individual percentage set forth on Table 1<br />

below (as long as any Class of Notes is rated by Moody's) and Table 2 below (as long as any Class of Notes is rated<br />

by Standard & Poor's) for the credit rating of such counterparty, and the percentage of the Principal Collateral<br />

loaned by the Issuer to counterparties having the same credit rating shall not exceed the aggregate percentage set<br />

forth on Table 1 below (as long as any Class of Notes is rated by Moody's) and Table 2 below (as long as any Class<br />

of Notes is rated by Standard & Poor's) for such credit rating:<br />

Moody's Long-Term<br />

Senior Unsecured Debt<br />

Rating of Securities<br />

Lending Counterparty*<br />

Table 1<br />

Individual<br />

Securities Lending<br />

Counterparty Limit<br />

Aggregate<br />

Securities Lending<br />

Counterparty Limit<br />

Aaa 15% 20%<br />

Aa1 15% 20%<br />

Aa2 15% 20%<br />

Aa3 15% 20%<br />

A1 15% 15%<br />

A2** 10% 10%<br />

* If the actively-monitored Moody's long-term senior unsecured debt rating of a Securities Lending<br />

Counterparty has been put on a watch list for possible downgrade, such rating will be one<br />

subcategory below its then current Moody's rating or, if such rating has been put on a watch list for<br />

possible upgrade, one sub-category above its then current Moody's rating.<br />

** The percentages in this row apply only if such Securities Lending Counterparty also has a shortterm<br />

debt rating of "P-1" by Moody's. If such Securities Lending Counterparty does not also have a<br />

short-term debt rating of "P-1" by Moody's, both the individual and the aggregate percentage limits<br />

are zero.<br />

98

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!