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ROCKALL CLO B.V. - Irish Stock Exchange

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Affiliates acting as principal or agent designated by the Collateral Manager; provided, however, none of<br />

the Collateral Manager, the Placement Agent or any of their respective Affiliates shall have any duty to<br />

act as an Amendment Buy-Out Purchaser.<br />

"Applicable Currency Amendments" means, in relation to any Notes denominated in a currency other<br />

than Euro such consequential amendments to the Base Conditions as are required to permit the<br />

issuance of such Notes in such currency, provided that such amendments shall not prejudice the rights<br />

of the Holders of any other Class of Notes Outstanding as at the date of such issuance.<br />

"Associated Mandatory Redemption Class" has the meaning given thereto in Condition 7(e)(iii)<br />

(Mandatory Redemption of Interest-Bearing Notes on Optional Redemption of Class E Subordinated<br />

Notes).<br />

"Authorised Denomination" means, in respect of any Note, the Minimum Denomination and any<br />

denomination equal to one or more multiples of the Authorised Integral Amount in excess of the<br />

Minimum Denomination.<br />

"Authorised Integral Amount" means €1,000.<br />

"Base Conditions" means Conditions 1 (Definitions) to 19 (Governing Law) inclusive.<br />

"Blocked Junior Note Interest" means any payment of interest which is due to be paid on any Class of<br />

Junior Interest-Bearing Notes but is not paid by virtue of the existence of a Blockage Period.<br />

"Blockage Period" means a Senior Blockage Period, a Class B Notes Blockage Period, a Class C<br />

Notes Blockage Period or a Class D Notes Blockage Period , as applicable.<br />

"Business Day" means (save to the extent otherwise defined) a day:<br />

(a)<br />

(b)<br />

(c)<br />

on which the TARGET System is open;<br />

on which commercial banks and foreign exchange markets settle payments in London (other<br />

than a Saturday, Sunday or public holiday); and<br />

for the purposes of the definition of Presentation Date, on which commercial banks and foreign<br />

exchange markets settle payments in the place where the Holder presents or is entitled to<br />

present a Note for payment.<br />

"Class" means each or any class of Notes, being the Class A Notes, the Class B Notes, the Class C<br />

Notes, the Class D Notes and the Class E Subordinated Notes whether or not issued pursuant to the<br />

same Trust Instrument and whether or not the same are fungible with other Notes of the same class at<br />

any given time and "Class of Noteholders" and "Class of Notes" shall be construed accordingly.<br />

"Class A Noteholders" means the Holders of any Class A Notes from time to time.<br />

"Class A Notes" means the Initial Issuance Notes and any other Class A Notes issued pursuant to the<br />

Master Trust Deed which are designated as comprising "Senior Indebtedness" for the purposes of the<br />

Security and Intercreditor Deed.<br />

"Class B Noteholders" means the Holders of any Class B Notes from time to time.<br />

"Class B Notes" means the Initial Issuance Class B Notes and any other Notes issued pursuant to the<br />

Master Trust Deed which are designated as “Class B Notes”.<br />

"Class B Notes Blockage Notice" has the meaning given thereto in Condition 3(h)(ii) (Blockage<br />

Periods).<br />

"Class B Notes Blockage Period" means the period commencing on the date of service of a Class B<br />

Notes Blockage Notice and ending on the earliest of (a) 180 days after the date of such service, (b) the<br />

date on which the default referred to in the definition of Class B Notes Blockage Trigger Event shall be<br />

cured or otherwise waived, (c) the date on which the Representative of the Secured Creditors (at the<br />

direction of the Controlling Class) shall otherwise give notice to the Issuer of the termination of the<br />

Class B Notes Blockage Period and (d) the Class B Notes Discharge Date.<br />

"Class B Notes Blockage Trigger Event" means the occurrence of a Trigger Event with respect to any<br />

Class B Notes.<br />

"Class B Notes Discharge Date" means the date on which all Class B Notes been fully discharged and<br />

all commitments of the Class B Noteholders to the Issuer have been terminated or cancelled in<br />

accordance with the Transaction Documents.<br />

"Class B Notes Payment Default" means a Payment Default with respect to any Class B Notes.<br />

"Class C Noteholders" means the Holders of any Class C Notes from time to time.<br />

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