VALLAURIS II CLO PLC - Irish Stock Exchange

(P)
to the payment of that element of the principal amount outstanding of the
Class IV Mezzanine Notes which represents Deferred Interest on the Class IV
Mezzanine Notes, which has been capitalised pursuant to Condition 6(c)
(Deferral of Interest);
(Q) on the Payment Date (and each subsequent Payment Date to the extent
required) following each of the Initial Effective Date and the Final Effective
Date, in the event of the occurrence of an Effective Date Rating Event which is
continuing on the first Business Day prior to such Payment Date, to redeem the
Class I Senior Notes, in whole or in part, and following redemption in full
thereof, to redeem the Class II Senior Notes, in whole or in part, and, following
redemption in full thereof, to redeem the Class III Mezzanine Notes, in whole
or in part, and, following redemption in full thereof, to redeem the Class IV
Mezzanine Notes, in whole or in part until redeemed in full or, if earlier, until
an Effective Date Rating Event is no longer continuing;
(R)
(S)
(T)
(U)
(V)
to the payment of Trustee Fees and Expenses (if any), including any value
added tax thereon, to the extent not paid pursuant to paragraph (B) above:
to the payment of Administrative Expenses (if any) to the extent not paid
pursuant to paragraph (C) above;
in the event that the Interest Reinvestment Test is not satisfied on the related
Determination Date as calculated by the Collateral Administrator and confirmed
by the Collateral Manager after giving effect to all payments made pursuant to
paragraphs (A) to (S) (inclusive) above, an amount not exceeding 25 per cent.
of all remaining Interest Proceeds shall be (i) used to purchase Substitute
Collateral Debt Obligations or (ii) deposited in the Principal Account pending
reinvestment in Substitute Collateral Debt Obligations, in each case to the
extent necessary to cause the Interest Reinvestment Test to be met if
recalculated following such purchase or deposit;
to the payment to the Collateral Manager of the Subordinated Collateral
Management Fee due and payable on such Payment Date and to the payment
of any value added tax due and payable in respect thereof, provided that the
Collateral Manager in its discretion may designate for reinvestment any amount
of Subordinated Collateral Management Fee otherwise payable pursuant to this
paragraph (U) on any Payment Date in which case such amount shall be (i)
used to purchase Substitute Collateral Debt Obligations or (ii) deposited in the
Principal Account pending reinvestment in Substitute Collateral Debt
Obligations;
to the payment of any accrued and unpaid Senior Collateral Management Fee
or Subordinated Collateral Management Fee (including for the avoidance of
doubt, any amount designated for reinvestment in paragraph (U) above in
respect of a previous Payment Date and not subsequently paid to the Collateral
Manager) due and payable but not paid on any prior Payment Dates and any
other amounts payable to the Collateral Manager (other than the Incentive
Collateral Management Fee and other than any Collateral Manager Advances)
under the Collateral Management Agreement and to the payment of any value
added tax due and payable in respect of any Collateral Management Fee or
other such amount;
(W) in payment of any amounts payable to any applicable Interest Rate Hedge
Counterparty or Currency Swap Counterparty upon termination of an Interest
Rate Hedge Agreement or a Currency Swap Agreement, as applicable, other
than as a result of a Priority Termination Event and to the extent not paid out
of, respectively, Interest Rate Hedge Termination Receipts and Currency Swap
Termination Receipts;
89