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

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Moody's Rating Moody's Rating Factor Moody's Rating Moody's Rating Factor<br />

Aaa 1 Ba1 940<br />

Aa1 10 Ba2 1,350<br />

Aa2 20 Ba3 1,766<br />

Aa3 40 B1 2,220<br />

A1 70 B2 2,720<br />

A2 120 B3 3,490<br />

A3 180 Caa1 4,770<br />

Baa1 260 Caa2 6,500<br />

Baa2 360 Caa3 8,070<br />

Baa3 610 Ca or below 10,000<br />

For purposes of the Weighted Average Rating Factor Test, (i) any Defaulted Obligation will not be included in<br />

such calculation and (ii) with respect to any Synthetic Security, the Moody's Rating Factor will be as assigned by<br />

Moody's.<br />

The Moody's Diversity Test<br />

The diversity test (the "Moody's Diversity Test") is a test that measures diversity of the portfolio of Collateral<br />

Debt Obligations of the Issuer and requires that such portfolio equal or exceed a minimum Diversity Score that is<br />

derived from a Diversity Score Table (included as Exhibit A to this Offering Memorandum) published by Moody's.<br />

The Moody's Diversity Test will be satisfied on any Measurement Date if the Diversity Score equals or exceeds the<br />

requirement corresponding to the applicable Minimum Diversity/Maximum Rating/Minimum Spread/Maximum<br />

WAL Matrix and "row/column combination" thereof elected by the Collateral Manager.<br />

The "Diversity Score" means, with respect to the Collateral Debt Obligations, the sum of each of the Industry<br />

Diversity Scores. Generally, an "Average Par Amount" is calculated by summing the Issuer Par Amounts divided by<br />

the number of issuers of Collateral Debt Obligations; provided that, for purposes of calculating the number of<br />

issuers of Collateral Debt Obligations, any issuers, originators or obligors affiliated with one another (other than<br />

issuers that are affiliated solely by reason of common ownership by a common Financial Sponsor) and that are in the<br />

same industry will be considered one issuer.<br />

With respect to Collateral Debt Obligations (other than Defaulted Obligations):<br />

(1) An "Issuer Par Amount" is calculated for each issuer represented in the Collateral Debt Obligations by<br />

summing the Principal Balance of all Collateral Debt Obligations in the Collateral issued by that issuer or an<br />

affiliate of that issuer; provided that, for purposes of calculating the Issuer Par Amount, the Principal Balance of<br />

a Defaulted Obligation will be deemed to be zero.<br />

(2) An "Equivalent Unit Score" is calculated for each issuer of a Collateral Debt Obligation by taking the<br />

lesser of (A) one and (B) the Issuer Par Amount for such issuer divided by the Average Par Amount.<br />

(3) An "Aggregate Industry Equivalent Unit Score" is then calculated for each of the Moody's industry<br />

classification groups by summing the Equivalent Unit Scores for each issuer of a Collateral Debt Obligation in<br />

such Moody's industry classification group.<br />

(4) An "Industry Diversity Score" is then established by reference to the Diversity Score Table shown set<br />

forth on Exhibit A for the related Aggregate Industry Equivalent Unit Score; provided that, if the Aggregate<br />

Industry Equivalent Unit Score falls between any two such scores, then the applicable Industry Diversity Score<br />

will be the lower of the two Industry Diversity Scores in the Diversity Score Table.<br />

The Weighted Average Life Test<br />

The "Weighted Average Life Test" is a test that will be satisfied as of any Measurement Date during the<br />

Reinvestment Period if the Weighted Average Life of the Collateral Debt Obligations (excluding Defaulted<br />

Obligations) is less than (a) the number of years corresponding to the applicable Minimum Diversity/Maximum<br />

77

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