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

At the cost of the Co-Issuers, the Trustee will provide to the Secured Parties and to the Preferred Share Paying
Agent (for forwarding to the holders of the Preferred Shares) a copy of any proposed supplemental indenture at least
ten Business Days prior to the execution thereof by the Trustee and a copy of the executed supplemental indenture
after its execution. At the cost of the Co-Issuers, the Trustee will provide to the Rating Agencies a copy of any
proposed supplemental indenture at least ten Business Days prior to the execution thereof by the Trustee and, as
soon as practicable after the execution by the Trustee and the Co-Issuers of any such supplemental indenture,
provide to the Rating Agencies a copy of the executed supplemental indenture.
Subject to the receipt of a Rating Confirmation with respect thereto, with the consent of (1) a Majority of the
outstanding Notes voting together as a single class, by Act of such Majority delivered to the Trustee and the
Co-Issuers, (2) a Majority of the Preferred Shares adversely affected thereby, by Act of such Majority delivered to
the Trustee and the Issuer, (3) each Hedge Counterparty (if materially adversely affected thereby), (4) the Collateral
Manager, if such supplemental indenture would reduce the rights, decrease the fees or increase the obligations of the
Collateral Manager, otherwise impose greater duties or liabilities on the Collateral Manager or affect its rights or
obligations and (5) any former Collateral Manager, if such supplemental indenture would materially change any
provision of the Indenture entitling such Person to any fee or other amount payable to it under the Indenture so as to
reduce or delay the right of such Person to such payment, the Trustee and Co-Issuers may enter into one or more
indentures supplemental to the Indenture to add any provisions to, or change in any manner or eliminate any of the
provisions of, the Indenture or modify in any manner the rights of the holders of the Notes under the Indenture;
provided that, notwithstanding anything to the contrary contained under this caption "—Modification of Indenture,"
no such supplemental indenture may be entered into without the Issuer first having received the consent of the
Collateral Manager, each holder of each outstanding Note materially adversely affected thereby the holder of each
outstanding Preferred Share adversely affected thereby (which consent, in the case of the Preferred Shares, will be
evidenced by an officer's certificate of the Issuer certifying that such consent has been obtained) and each Hedge
Counterparty adversely affected thereby if such supplemental indenture would:
(a) change the Stated Maturity of the principal of or the due date of any installment of interest on any
Note, reduce the principal amount thereof or the interest rate (or, in the case of the Preferred Shares, the
amounts (if any) distributable to such holders on any Distribution Date pursuant to clause (19) and clause (21)
of the allocation of payments described below under "Application of Funds—Priority of Payments—
Distributions of Interest Proceeds" and each of clause (9) and clause (11) of the allocation of payments
described below under "Application of Funds—Priority of Payments—Distributions of Principal Proceeds")
thereon, or the Redemption Price with respect thereto, or change the earliest date on which any Note may be
redeemed, change the provisions of the Indenture relating to the application of proceeds of any Collateral to the
payment of principal of or interest on Notes (or, in the case of the Preferred Shares, the amounts (if any)
distributable to such holders on any Distribution Date pursuant to clause (19) and clause (21) of the allocation
of payments described below under "Application of Funds—Priority of Payments—Distributions of Interest
Proceeds" and each of clause (9) and clause (11) of the allocation of payments described below under
"Application of Funds—Priority of Payments—Distributions of Principal Proceeds") or change any place
where, or the coin or currency in which, any Note or the principal thereof or interest thereon is payable, or
impair the right to institute suit for the enforcement of any such payment on or after the Stated Maturity thereof
(or, in the case of redemption, on or after the applicable Redemption Date);
(b) reduce the percentage of the Aggregate Outstanding Amount of holders of Notes or holders of
each Class or the percentage of Preferred Shares held by the holders of Preferred Shares whose consent is
required for the authorization of any such supplemental indenture or for any waiver of compliance with certain
provisions of the Indenture or certain Defaults thereunder or their consequences or otherwise amend or modify
the requirements for such consent;
(c) permit the creation of any lien ranking prior to or on a parity with the lien of the Indenture with
respect to any part of the Collateral or terminate such lien on any property at any time subject hereto (other than
as permitted thereby or in connection with the sale thereof in accordance with the Indenture) or deprive the
holder of any Note or any other Secured Party of the security afforded by the lien of the Indenture;
(d) reduce the percentage of the Aggregate Outstanding Amount of Notes of each Class or the
aggregate outstanding principal amount of Notes, the consent of the holders of which is required to request the
Trustee to preserve the Collateral or rescind the Trustee's election to preserve the Collateral pursuant to the
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