Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

THE STRUCTURE OF THE ACCOUNTS
The Libra Tranching Account
Payments in respect of accrued interest, principal, fees and payments to the Swap Provider under the Credit
Agreement will be made from the account established by the Security Agent with the Operating Bank pursuant
to the Senior Intercreditor Deed (the “Libra Tranching Account”) by the Servicer or the Special Servicer, as
applicable, in accordance with the priority of payments set forth in the Credit Agreement and the Senior
Intercreditor Deed.
The Issuer’s Accounts
Pursuant to a Cash Management Agreement to be dated on or about the Closing Date among, inter alios, the
Issuer, the Note Trustee, the Cash Manager and the Operating Bank (the “Cash Management Agreement”), the
Operating Bank will open and maintain an account (the “Collection Account”) in the name of the Issuer into
which the Cash Manager or the Servicer, as applicable, will cause to be deposited, inter alia, all amounts
collected on the Libra Loan and all Advances made by the Advance Provider or, as the case may be, the Backup
Advance Provider under the Servicing Agreement.
The Operating Bank will also open and maintain the following accounts (which may be sub-accounts of the
Collection Account): (i) the “Class V Account”, into which will be deposited (a) £50,000 with respect to the
Class V Notes on the Closing Date and (b) all amounts allocated to the Class V Account, as described in
paragraph (a) below; and (ii) the “Class X Account” into which the Issuer will deposit £50,000 with respect to
the Class X Notes on the Closing Date. The Collection Account, the Class V Account and the Class X Account
are collectively referred to herein as, the “Issuer Accounts”.
Certain Calculations: The Cash Manager will operate the Issuer Accounts in accordance with the terms of
the Cash Management Agreement, using information given to it by the Servicer or the Special Servicer pursuant
to the Servicing Agreement.
Prior to making any distributions on the Notes on any Payment Date, the Cash Manager will allocate all
funds received with respect to the Libra Loan, any interest on or other net income earned from investments of
funds held in the Issuer Accounts and certain amounts received from the Subordinate Lenders (representing cure
payments or amounts owed to, inter alios, the Servicer and Special Servicer, in respect of fees and expenses), to
the Class V Account and the Collection Account as follows:
(a) To the Class V Account,
(i) all Prepayment Charges and Yield Maintenance Premia with respect to the Libra Loan received
during the Collection Period immediately preceding such Payment Date; and
(ii) any interest earned on amounts deposited in the Collection Account, the Class V Account and the
Class X Account or net income earned from Permitted Investments of such amounts during the
Collection Period immediately preceding such Payment Date (in each case other than interest or
net income earned in respect of prepayments or liquidation proceeds deposited into the Collection
Account during such Collection Period).
(b) To the Collection Account,
(i) the “Principal Distribution Amount” for any Payment Date, which will be equal to the sum,
without duplication, of the principal component of:
(A) all payments, repayments (including any voluntary or mandatory principal prepayments or
Balloon Payments) and amortisation due or deemed due in respect of the Libra Loan
(including any payments in connection with the acceleration of the Libra Loan) and actually
received during the Collection Period immediately preceding such Payment Date;
(B) P&I Advances made by the Advance Provider or the Backup Advance Provider, as applicable,
with respect to such Payment Date;
106