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Pangaea Prospectus - Irish Stock Exchange

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eing so purchased will receive payment from the Issuer in priority to the holders of Notes of the same Class or<br />

Classes of Notes who do not have their Notes purchased by the Issuer.<br />

For the purposes of subordination, the Class S1 Combination Notes shall not be treated as a separate Class of<br />

Notes, but rather the Components of the Class S1 Combination Notes will be treated as Notes of the Classes to<br />

which such Components relate and, therefore, the above description of subordination will apply to each such<br />

Component.<br />

2.4 Amount and Timing of Payments<br />

Investment in the Notes of any Class involves a degree of risk arising from fluctuations in the amount and<br />

timing of receipt of the principal and interest on the Portfolio Collateral by or on behalf of the Issuer and the<br />

amounts of the claims of creditors of the Issuer ranking in priority to the holders of each Class of the Notes. In<br />

particular, prospective purchasers of such Notes should be aware that the amount and timing of payments of the<br />

principal and interest on the Portfolio Collateral will depend upon the detailed terms of the documentation<br />

relating to each of the items of Portfolio Collateral and, in the case of a Synthetic Security, on whether or not<br />

any Reference Entity thereunder defaults in its obligations.<br />

There can be no assurance that the distributions on the Portfolio and other Collateral charged and assigned by<br />

the Issuer to secure the Notes will be sufficient to enable the Issuer to make payments of interest and principal<br />

on the Class B Notes, the Class C Notes, the Class D Notes, the Class E Notes, the Class F Notes and the<br />

Subordinated Notes after making payments which rank senior to such payments pursuant to the Priorities of<br />

Payment, including payments in respect of the Class A Notes (in the case of the Class B Notes, the Class C<br />

Notes, the Class D Notes, the Class E Notes, the Class F Notes and the Subordinated Notes), payments in<br />

respect of the Class B Notes (in the case of the Class C Notes, the Class D Notes, the Class E Notes, the Class F<br />

Notes and the Subordinated Notes), payments in respect of the Class C Notes (in the case of the Class D Notes,<br />

the Class E Notes, the Class F Notes and the Subordinated Notes), payments in respect of the Class D Notes (in<br />

the case of the Class E Notes, the Class F Notes and the Subordinated Notes), payments in respect of the Class E<br />

Notes (in the case of the Class F Notes and the Subordinated Notes) and payments in respect of the Class F<br />

Notes (in the case of the Subordinated Notes). The Issuer’s ability to make payments of interest and principal in<br />

respect of the Class B Notes will be constrained by the terms of the Class A Notes and, in the case of the Class<br />

C Notes, by the terms of the Class A Notes and the Class B Notes and, in the case of the Class D Notes, by the<br />

terms of the Class A Notes, the Class B Notes and the Class C Notes and, in the case of the Class E Notes, by<br />

the terms of the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes and, in the case of<br />

the Class F Notes, by the terms of the Class A Notes, the Class B Notes, the Class C Notes, the Class D Notes<br />

and the Class E Notes and, in the case of the Subordinated Notes, by the terms of the Senior Notes, by the level<br />

of distributions received in respect of the Portfolio Collateral and, in certain circumstances, by any interest rate<br />

mismatch.<br />

2.5 Prepayment upon Mandatory Redemption<br />

If the Class C Coverage Test, the Class D Coverage Test and/or Interest Coverage Test is not satisfied on any<br />

Measurement Date then, on the Payment Date following such Measurement Date, Interest Proceeds, and<br />

thereafter Principal Proceeds, will be used, subject to the Priorities of Payment, to the extent necessary and<br />

available, to redeem the Class A Notes and, following redemption in full thereof, the Class B Notes, and,<br />

following redemption in full thereof, the Class C Notes, and (in the case of the Class D Coverage Test),<br />

following redemption in full thereof, the Class D Notes in each case on a pro rata basis until the Class C<br />

Coverage Test, the Class D Coverage Test and Interest Coverage Test are each satisfied if recalculated<br />

following such redemption. If the Class E Coverage Test is not satisfied on any Measurement Date then, on the<br />

Payment Date following such Measurement Date, Interest Proceeds, and thereafter Principal Proceeds, will be<br />

used, subject to the Priorities of Payment, to the extent necessary and available, to redeem the Class A Notes<br />

and, following redemption in full thereof, the Class B Notes and, following redemption in full thereof, the Class<br />

C Notes and, following redemption in full thereof, the Class D Notes and, following redemption in full thereof,<br />

the Class E Notes, in each case on a pro rata basis until the Class E Coverage Test is met. If the Class F<br />

Coverage Test is not satisfied on any Measurement Date then, on the Payment Date following such<br />

Measurement Date, Interest Proceeds, and thereafter Principal Proceeds, will be used, subject to the Priorities of<br />

Payment, to the extent necessary and available, to redeem the Class A Notes and, following redemption in full<br />

thereof, the Class B Notes and, following redemption in full thereof, the Class C Notes and, following<br />

redemption in full thereof, the Class D Notes and, following redemption in full thereof, the Class E Notes and,<br />

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