VALLAURIS II CLO PLC - Irish Stock Exchange

III Mezzanine Notes, in whole or in part, and, following redemption in full
thereof, to redeem the Class IV Mezzanine Notes until redeemed in full, or if
earlier, until an Effective Date Rating Event is no longer continuing;
(K) (1) during the Non-Call Period all remaining Principal Proceeds to the
purchase of Substitute Collateral Debt Obligations or, to the Principal
Account to be designated for reinvestment in Substitute Collateral Debt
Obligations at a later date;
(2) after the Non-Call Period but during the remainder of the Reinvestment
Period all remaining Principal Proceeds, at the discretion of the Collateral
Manager, acting on behalf of the Issuer, either, (x) to the purchase of
Substitute Collateral Debt Obligations or to the Principal Account to be
designated for reinvestment in Substitute Collateral Debt Obligations at a
later date or (y) 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, and, following redemption in full
thereof, to redeem the Class IV Mezzanine Notes, in whole or in part,
until redeemed in full;
(3) after expiry of the Reinvestment Period:
(i) in the case of Unscheduled Principal Proceeds and Sales Proceeds of
Credit Risk Obligations and Credit Improved Obligations, at the
discretion of the Collateral Manager, acting on behalf of the Issuer,
either, (x) to the purchase of Substitute Collateral Debt Obligations
or to the Principal Account to be designated for reinvestment in
Substitute Collateral Debt Obligations at a later date or (y) 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, until redeemed in full; or
(ii) in the case of Scheduled Principal Proceeds and Sale Proceeds other
than Sale Proceeds of Credit Risk Obligations and Credit Improved
Obligations, 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, until redeemed in full;
(L) to the payment of Trustee Fees and Expenses (if any), including any applicable
value added tax due and payable thereon, to the extent not paid in full
pursuant to paragraphs (B) and (R) of Condition 3(c)(i) (Application of Interest
Proceeds);
(M) to the payment of Administrative Expenses (if any) to the extent not paid in
full pursuant to paragraphs (C) and (S) of Condition 3(c)(i) (Application of
Interest Proceeds);
(N) to payment of any accrued and unpaid Collateral Management Fee and any
other amounts payable to the Collateral Manager under the Collateral
Management Agreement (other than the Incentive Collateral Management Fee
and other than any Collateral Manager Advances) and to the payment of any
value added tax due and payable in respect thereof, but only to the extent not
paid in full pursuant to paragraphs (E), (U), and (V) of Condition 3(c)(i)
(Application of Interest Proceeds);
92