ROCKALL CLO B.V. - Irish Stock Exchange
ROCKALL CLO B.V. - Irish Stock Exchange
ROCKALL CLO B.V. - Irish Stock Exchange
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Subordination Prior to Enforcement<br />
General The Security and Intercreditor Deed provides that on the occurrence of certain events prior to<br />
enforcement of the security, certain payments in respect of indebtedness which is for the time being subordinated<br />
to the then senior outstanding indebtedness of the Issuer will be blocked either indefinitely or until the occurrence<br />
of certain remedial actions.<br />
Blockage Periods Upon the occurrence of a Senior Payment Default or in the event that the Issuer fails to be in<br />
compliance with the Senior Over-Collateralisation Test (before giving effect to any grace period set forth in the<br />
applicable Transaction Document), the Issuer and, upon receipt of actual knowledge thereof, the Representative<br />
of the Holders of the applicable Senior Indebtedness shall provide written notice (or telephone notice promptly<br />
confirmed in writing) thereof to the Custodian, the Security Trustee and the other Representatives (or all<br />
Representatives in the case of a notice by the Issuer) and, unless and until such Senior Payment Default shall<br />
have been cured or waived or shall have ceased to exist or the Issuer shall have come into compliance with the<br />
Senior Over-Collateralisation Test, as the case may be, no payment may be made by the Issuer, or on behalf of<br />
the Issuer, on account of Class B Notes, Class C Notes, Class D Notes or Class E Subordinated Notes (including<br />
pursuant to an Offer to Purchase). Any failure of the Issuer or any Representative to furnish such notice, or any<br />
defect therein, shall not have any effect on the consequences of such Senior Payment Default or such failure to<br />
comply with the Senior Over-Collateralisation Test, in each case as provided in the applicable Transaction<br />
Document.<br />
If a Senior Blockage Trigger Event shall occur and be continuing, the Security Trustee shall, if directed by the<br />
Controlling Class to do so, provide a Senior Blockage Notice to the Custodian, the Issuer and each<br />
Representative stating that no payment may be made by the Issuer, or on behalf of the Issuer, on account of<br />
Class B Notes, Class C Notes, Class D Notes or Class E Subordinated Notes (including pursuant to an Offer to<br />
Purchase) and until the end of the Senior Blockage Period no such payment shall be made by either the Issuer or<br />
the Security Trustee. No more than one Senior Blockage Notice may be given during any period of 365<br />
consecutive days.<br />
Upon the occurrence of a Class B Notes Payment Default or in the event that the Issuer fails to be in compliance<br />
with the Class B Notes Over-Collateralisation Test (before giving effect to any grace period set forth in the<br />
applicable Transaction Document), the Issuer and, upon receipt of actual knowledge thereof, the Representative<br />
of the Class B Noteholders shall provide written notice (or telephone notice promptly confirmed in writing) thereof<br />
to the Custodian, the Security Trustee and the other Representatives (or all Representatives in the case of a<br />
notice by the Issuer) and, unless and until such Class B Notes Payment Default shall have been cured or waived<br />
or shall have ceased to exist or the Issuer shall have come into compliance with the Class B Notes<br />
Over-Collateralisation Test, as the case may be, no payment may be made by the Issuer, or on behalf of the<br />
Issuer, on account of Class C Notes, Class D Notes or Class E Subordinated Notes (including pursuant to an<br />
Offer to Purchase), other than on account of: (x) first interest in the following order of priority: first to the Holders<br />
of Senior Indebtedness and second to the Class B Noteholders and (y) second (i) such amounts of principal as<br />
are required to ensure compliance with the Class B Notes Over-Collateralisation Test in accordance with the<br />
order of priorities set out in Condition 3(i) (Prepayment Amount) or (ii) the purchase or other acquisition of Senior<br />
Indebtedness or, if no Senior Indebtedness is then Outstanding, Class B Notes (including pursuant to an Offer to<br />
Purchase). Any failure of the Issuer or any Representative to furnish such notice, or any defect therein, shall not<br />
have any effect on the consequences of such Class B Notes Payment Default or such failure to comply with the<br />
Class B Notes Over-Collateralisation Test, in each case as provided in the applicable Transaction Document.<br />
If a Class B Notes Blockage Trigger Event shall occur and be continuing, the Security Trustee shall, if directed by<br />
the Controlling Class to do so, provide a Class B Notes Blockage Notice to the Custodian, the Issuer and each<br />
Representative stating that no payment may be made by the Issuer, or on behalf of the Issuer, on account of<br />
Class C Notes, Class D Notes or Class E Subordinated Notes (including pursuant to an Offer to Purchase) and<br />
until the end of the Class B Notes Blockage Period no such payment shall be made by either the Issuer or the<br />
Security Trustee. No more than one Class B Notes Blockage Notice may be given during any period of 365<br />
consecutive days.<br />
Upon the occurrence of a Class C Notes Payment Default or in the event that the Issuer fails to be in compliance<br />
with the Class C Notes Over-Collateralisation Test (before giving effect to any grace period set forth in the<br />
applicable Transaction Document), the Issuer and, upon receipt of actual knowledge thereof, the Representative<br />
of the Class C Notes Noteholders shall provide written notice (or telephone notice promptly confirmed in writing)<br />
thereof to the Custodian, the Security Trustee and the other Representatives (or all Representatives in the case<br />
of a notice by the Issuer) and, unless and until such Class C Notes Payment Default shall have been cured or<br />
waived or shall have ceased to exist or the Issuer shall have come into compliance with the Class C Notes<br />
Over-Collateralisation Test, as the case may be, no payment may be made by the Issuer, or on behalf of the<br />
Issuer, on account of Class D Notes or Class E Subordinated Notes (including pursuant to an Offer to Purchase),<br />
other than on account of: (x) first interest in the following order of priority: first to the Holders of Senior<br />
Indebtedness, second to the Class B Noteholders and third to the Class C Noteholders and (y) second (i) such<br />
amounts of principal as are required to ensure compliance with the Class C Notes Over-Collateralisation Test in<br />
accordance with the order of priorities set out in Condition 3(i) (Prepayment Amounts) or (ii) the purchase or other<br />
acquisition of Senior Indebtedness or, if no Senior Indebtedness is then Outstanding, Class B Notes or, if no<br />
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