VALLAURIS II CLO PLC - Irish Stock Exchange

interest is terminated or released by the Collateral Manager (on behalf of the Issuer) or sold or
assigned, in each case pursuant to the Collateral Management Agreement, and (b) in the case of any
Currency Swap Obligation, all amounts in Euro (or other currencies, if applicable) payable to the
Issuer by the applicable Currency Swap Counterparty in exchange for payment by the Issuer of the
sale proceeds of any Collateral Debt Obligation as described in paragraph (a) above, under the
related Currency Swap Transaction, in each case net of any amounts expended by or payable by the
Collateral Manager or the Collateral Administrator (in each case, on behalf of the Issuer) in
connection with such sale or other disposition.
‘‘Scheduled Interest Rate Hedge Counterparty Payments’’ means with respect to any Interest Rate
Hedge Transaction, the amount scheduled to be paid to the Issuer by the applicable Interest Rate
Hedge Counterparty pursuant to the terms of such Interest Rate Hedge Transaction, excluding any
termination payments payable upon termination in whole or in part of the Interest Rate Hedge
Agreement.
‘‘Scheduled Interest Rate Issuer Payments’’ means with respect to any Interest Rate Hedge
Transaction, the amount scheduled to be paid by the Issuer to the applicable Interest Rate Hedge
Counterparty pursuant to the terms of such Interest Rate Hedge Transaction, excluding any
termination payments payable upon termination in whole or in part of the Interest Rate Hedge
Agreement.
‘‘Scheduled Principal Proceeds’’ means:
(a) in the case of any Collateral Debt Obligation save for any Currency Swap Obligation,
scheduled principal repayments received by the Issuer (including scheduled amortisation,
instalment or sinking fund payments); and
(b) in the case of any Currency Swap Obligation, scheduled final and interim payments in the
nature of principal payable to the Issuer by the applicable Currency Swap Counterparty
under the related Currency Swap Transaction.
‘‘Second Lien Loan’’ means:
(a) a loan (or other comparable debt obligation (including any such obligation which is
evidenced by an issue of notes)) which would be a Senior Secured Loan except that it is
subordinated to another obligation of the Obligor which has a higher priority security
interest in the fixed assets or stock on which the loan is secured as determined by the
Collateral Manager, or a Participation therein; or
(b) a Synthetic Security, the Reference Obligation applicable to which is an obligation of the
type described in (a).
‘‘Section 110 Asset’’ means a financial asset for the purposes of section 110 of the Irish Taxes
Consolidation Act 1997, as amended, being:
(a) shares, bonds and other securities;
(b) futures, options, swaps, derivatives and similar instruments;
(c) invoices and all types of receivables;
(d) obligations evidencing debt (including loans and deposits);
(e) leases and loan and lease portfolios;
(f) hire purchase contracts;
(g) acceptance credits and all other documents of title relating to movement of goods; and
(h) bills of exchange, commercial paper, promissory notes and all other kinds of negotiable or
transferable instruments.
‘‘Secured Party’’ means each of the Class I Senior Noteholders, the Class II Senior Noteholder,
the Class III Mezzanine Noteholders, the Class IV Mezzanine Note, the Subordinated Noteholders,
the Structured Combination Noteholders, the Collateral Managers, the Collateral Administrator, the
Trustee, the Agents, the Depositary, each Interest Rate Hedge Counterparty and each Currency Swap
Counterparty.
79