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

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(4) to the payment of the amounts referred to in clause (10) of<br />

"—Distributions of Interest Proceeds" above but only to the extent not<br />

paid in full thereunder and only to the extent that all of the Coverage<br />

Tests would be satisfied on a pro forma basis after giving effect to any<br />

payments made through this clause (4);<br />

(5) to the payment of the amounts referred to in clause (12) of<br />

"—Distributions of Interest Proceeds" above but only to the extent not<br />

paid in full thereunder and only to the extent that all of the Coverage<br />

Tests would be satisfied on a pro forma basis after giving effect to any<br />

payments made through this clause (5);<br />

(6) (i) if such Distribution Date is a Redemption Date, to make<br />

payments in accordance with the Note Payment Sequence, and (ii) on<br />

any other Distribution Date, to make payments in the amount of the<br />

Special Redemption Amount, if any, at the election of the Collateral<br />

Manager, either (x) in accordance with the Note Payment Sequence or<br />

(y) if, on the related Determination Date, the Pro Rata Special<br />

Redemption Conditions are satisfied, (A) first, to the payment of the<br />

Aggregate Outstanding Amounts of each Class of the Notes on a pro<br />

rata basis according to the respective Aggregate Outstanding Amounts<br />

thereof, until the Aggregate Outstanding Amount of the Class A-1<br />

Notes is reduced to U.S.$180,000,000, and (B) second, in accordance<br />

with the Note Payment Sequence thereafter;<br />

(7) (i) during the Reinvestment Period, all remaining funds will be<br />

allocated to the Principal Collection Account for the acquisition of<br />

Substitute Collateral Debt Obligations and (ii) after the Reinvestment<br />

Period in the case of Unscheduled Principal Payments and Sale<br />

Proceeds of Credit Risk Obligations and Credit Improved Obligations<br />

received during the related Due Period, at the sole discretion of the<br />

Collateral Manager and in accordance with the Reinvestment Criteria<br />

and subject to the Additional Reinvestment Conditions, to the Principal<br />

Collection Account for the acquisition of additional Collateral Debt<br />

Obligations;<br />

(8) after the Reinvestment Period, to make payments in<br />

accordance with the Note Payment Sequence;<br />

(9) to the payment of the amounts referred to in clauses (14) and<br />

(17) through (19) of "—Distributions of Interest Proceeds" above, in<br />

the sequence stated therein and only to the extent not paid in full<br />

thereunder;<br />

(10) to the payment of the Collateral Management Incentive Fees,<br />

if any; and<br />

(11) any remaining funds shall be distributed to the Preferred<br />

Share Paying Agent (for payment to holders of the Preferred Shares<br />

pursuant to the Preferred Share Documents to the extent legally<br />

permitted).<br />

Management Fee: .................................... The management fee consists of, on each Distribution Date:<br />

(i) a Base Collateral Management Fee in an amount equal to the<br />

Base Collateral Management Fee Rate per annum of the Principal<br />

Collateral Value;<br />

24

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