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VALLAURIS II CLO PLC - Irish Stock Exchange

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(b)<br />

(c)<br />

(d)<br />

at any time in repayment of any Collateral Manager Advance (and interest<br />

accrued thereon outstanding);<br />

at any time at the discretion of the Collateral Manager, acting on behalf<br />

of the Issuer, in transfer to the Interest Account or the Principal Account;<br />

and<br />

on the Business Day prior to the Maturity Date or any Payment Date on<br />

which the Subordinated Notes are to be redeemed in full, in payment into<br />

the Payment Account for distribution on such Payment Date as Interest<br />

Proceeds in accordance with Condition 3(c)(i) (Application of Interest<br />

Proceeds).<br />

Amounts may not be paid out of the Collateral Enhancement Account in any other<br />

circumstances save for interest accrued on the Balance thereof from time to time<br />

which shall be transferred to the Interest Account.<br />

(F)<br />

(G)<br />

Payment Account<br />

The Issuer will procure that on the Business Day prior to each Payment Date the<br />

Balance standing to the credit of each of the Interest Account and the Principal<br />

Account, together with all Scheduled Interest Rate Hedge Payments due and payable<br />

to the Issuer on such date and, to the extent applicable, the Balance standing to the<br />

credit of the Expense Reserve Account and, if applicable, the Additional Collateral<br />

Account, the Retained Portion Account, the Currency Accounts, and the Collateral<br />

Enhancement Account which are required to be transferred to the Payment Account<br />

pursuant to paragraphs (A) to (E) (inclusive) and (H) (I) and (J) of this Condition<br />

3(i) (Accounts) are so transferred and, on such Payment Date, the Collateral<br />

Administrator, acting on behalf of the Issuer, shall disburse such amounts in<br />

accordance with the Priorities of Payment. No amounts shall be transferred to or<br />

withdrawn from the Payment Account at any other time or in any other<br />

circumstances, save that all interest accrued on the Payment Account shall be credited<br />

to the Interest Account and save for the discretionary payments from the Collateral<br />

Enhancement Account.<br />

Synthetic Collateral Account<br />

The Issuer shall procure that sums and/or securities posted by the Issuer as Synthetic<br />

Collateral to secure the Issuer’s obligations under a Synthetic Security pursuant to the<br />

terms of such Synthetic Security are paid into separate segregated sub accounts (each<br />

relating to individual Synthetic Counterparties) within the Synthetic Collateral<br />

Account.<br />

The Issuer shall procure payment of the following amounts (and shall ensure that<br />

payment of no other amount is made) out of the Synthetic Collateral Account:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

all principal payments received in respect of any Synthetic Collateral to the<br />

extent no longer subject to the security interest of the applicable Synthetic<br />

Counterparty to the Principal Account;<br />

all payments in the nature of interest received by the Issuer in respect of any<br />

Synthetic Collateral to the extent no longer subject to the security interest of the<br />

applicable Synthetic Counterparty to the Interest Account;<br />

in payment of any amounts due and payable by the Issuer under any Synthetic<br />

Security;<br />

for the purpose of investment in Eligible Investments to the extent permitted by,<br />

and in accordance with, the Collateral Management Agreement; and<br />

all interest accrued on the Synthetic Collateral Account to the Interest Account.<br />

102

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