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

Interest Reserve Account (to be applied as described under "Security
for the Notes—Accounts—Interest Reserve Account") and (iii) to pay
certain closing fees and expenses of the Issuer and other transaction
parties.
The sum of all remaining proceeds (together with other funds available
therefor) will be deposited into the Principal Collection Account as
Principal Proceeds and thereafter will be used by the Issuer to fund the
purchases of additional Collateral Debt Obligations so that, on or
before the Effective Date, the Issuer will have a portfolio of Collateral
Debt Obligations in an aggregate principal amount of approximately
U.S.$386,000,000.
Security for the Notes:............................. Pursuant to the Indenture, the Secured Obligations will be secured by
the Collateral. In the event of any realization on the Collateral,
proceeds will be allocated to the Notes, the other Secured Obligations
and other amounts in accordance with the Priority of Payments. See
"Security for the Notes—General." "Secured Obligations" means,
collectively, all of the indebtedness, liabilities and obligations owed
from time to time by the Issuer to the Secured Parties whether for
principal, interest, fees, costs, expenses or otherwise.
Listing:...................................................... Application has been made to the Irish Financial Services Regulatory
Authority, as competent authority under Directive 2003/71/EC, for the
Offering Memorandum to be approved. Application has been made to
admit the Notes to the Official List of the Irish Stock Exchange and to
trading on the regulated market of the Irish Stock Exchange. There can
be no assurance that the admission will be granted or, if granted, that it
will be maintained. See "Listing and General Information."
Distribution Dates; Final
Distribution Date: ................................ The "Distribution Dates" will be the 23rd day of January, April, July
and October of each year; provided that (i) the first Distribution Date
will be the Distribution Date occurring in October 2006, (ii) the last
Distribution Date will be the Final Distribution Date, (iii) if the Notes
are no longer outstanding, a Distribution Date will occur on any date
designated as such by the Issuer or the Collateral Manager on behalf of
the Issuer not less than one Business Day prior to the date so designated
and (iv) if any such date is not a Business Day, the related Distribution
Date will be the immediately following Business Day.
The "Final Distribution Date" will be the earliest of (a) the Final
Maturity of the Notes; (b) the first Distribution Date following the
liquidation of all of the Collateral (whether due to an Event of Default
or otherwise); and (c) a Redemption Date on which all of the
outstanding Notes are redeemed.
Optional Redemption of the
Offered Securities: ............................... At the direction of the Majority of the Preferred Shares (subject to
satisfaction of certain conditions provided for in the Indenture), the
Notes may be redeemed by the Co-Issuers, in whole, and not in part, at
their respective Redemption Prices on any Distribution Date occurring
on or after April 23, 2010.
An Optional Redemption may be implemented using one of two
methods. First, a Majority of the Preferred Shares may direct that the
Notes be redeemed, in whole but not in part, using Sale Proceeds and
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