ROCKALL CLO B.V. - Irish Stock Exchange

(d)
6. Interest
(a)
(b)
Shortfall Date and which (in the case of transactions with Committed Unsettled Status
as at the Projection Cure Statement Date) the Issuer or the Collateral Manager on its
behalf reasonably believes will be settled by the Long-Stop Date, (y) Note
redemptions and VF Note prepayments to be completed (in accordance with the
Prepayment Priorities) with the net proceeds, once settled, of such disposals and
acquisitions or other liquidity available to the Issuer and (z) any proposed issuance of
further Class E Subordinated Notes in each case in (x) and (y) and (z) calculated, as
applicable, by reference to the Market Values, Market Value Prices,
Over-Collateralisation Tests and Notes and VF Notes in effect or Outstanding, as the
case may be, as of such Projection Cure Statement Date (the foregoing procedure,
"Projection Cure Methodology" and together with the Prepayment Cure
Methodology, the "Under-Collateralisation Cure Methodologies").
Insufficiency of Projection Cure Methodology
Projection Cure Settlement Default In the event the Issuer (or the Collateral Manager on its
behalf) elects to adopt the Projection Cure Methodology but, notwithstanding the Committed
Unsettled Status of the same, certain acquisitions or disposals of Issuer Investments specified
in the Projection Cure Statement have failed to settle by, or have been subject to an incurable
settlement failure prior to, the Long-Stop Date (a "Projection Cure Settlement Default"), then
the Issuer (or the Collateral Manager on its behalf) shall, no later than the Long-Stop Date,
make (or procure the making of) such Note redemptions (in accordance with the Prepayment
Priorities) as are required to satisfy the Over-Collateralisation Tests, on or prior to the
Long-Stop Date, pursuant to the Prepayment Cure Methodology.
Supervening Shortfall In the event that the Issuer (or the Collateral Manager on its behalf)
elects to adopt the Projection Cure Methodology, and furnishes the Trustee, the VFN Agent (for
furnishing to the VF Noteholders) and the Rating Agencies with a Projection Cure Statement,
but it subsequently becomes evident to the Issuer (or the Collateral Manager on its behalf) that,
notwithstanding the potential absence of a Projection Cure Settlement Default, the Issuer will,
by reason of events which had not existed on compilation and delivery of the relevant
Projection Cure Statement, be unable to comply with the Over-Collateralisation Tests on, or at
any time prior to, the Long-Stop Date (the relevant shortfall over and above the
Collateralisation Shortfall Amount, the "Supervening Shortfall"), then the Issuer (or the
Collateral Manager on its behalf) shall continue with employing the Projection Cure
Methodology in the manner set out in the relevant Projection Cure Statement and, not later
than the Long-Stop Date, in addition cure the Supervening Shortfall by employing the
Prepayment Cure Methodology.
Accrual of Interest
Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Subordinated Notes
bear interest at the relevant Rate of Interest on their Principal Amount Outstanding from (and
including) the Closing Date for the same, payable in respect of each Interest Period quarterly in
arrear on each Payment Date.
Any Additional Interest and deferred interest payable in respect of Class E Subordinated Notes
will cease to be payable in respect of each Class E Subordinated Note upon the date that all of
the Collateral has been realised and no interest or principal remain available for distribution in
accordance with Condition 3(d) (Restricted Payments) and Condition 3(c) (Payment of
Amounts).
Post Redemption Default Interest
Each Interest-Bearing Note will cease to bear interest from the due date for final redemption of
the Notes unless, upon due presentation, payment of principal is improperly withheld or
refused, in which case the unpaid amount will bear interest in accordance with this Condition 6
(Interest) until whichever is the earlier of (a) the day on which all sums due in respect of such
Note up to that day are received by or on behalf of the relevant Noteholder and (b) the day
which is seven days after the Trustee has notified the Noteholders that it has received all sums
due in respect of the Notes up to such seventh day (except to the extent that there is any
subsequent default in payment). Accrued interest payable under this Condition 6(b) shall be
payable on each date (each a "Post Redemption Default Payment Date") on which it remains
unpaid and which is an integral multiple of three months after the due date for payment. (Each
period beginning on (and including) the date on which the relevant payment is improperly
withheld or refused or any Post Redemption Default Payment Date and ending on (but
excluding) the next Post Redemption Default Payment Date or the date of payment (as the
case may be) is herein called a "Post Redemption Default Due Period"). The amount of
- 69 -