Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
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“Sequential Prepayment Trigger” means, on any Determination Date, the existence of any of the<br />
following:<br />
(a) a Material Loan Event of Default under the Credit Agreement relating to the Libra Loan; or<br />
(b) NAI Amounts have been allocated to any class of Notes since the Closing Date due to realised losses<br />
on the Libra Loan, or there has been a failure to pay interest when due on any Note; or<br />
(c) the aggregate Principal Amount Outstanding of the Notes (other than the Class X Notes and the Class<br />
V Notes) is less than or equal to 50 per cent. of the aggregate Principal Amount Outstanding of the<br />
Notes (other than the Class X Notes and the Class V Notes) as at the Closing Date; or<br />
(d) a Note Event of Default has been declared and is outstanding.<br />
“Material Loan Event of Default” means any Loan Event of Default deemed by the Servicer or, with<br />
respect to a Specially Serviced Loan, the Special Servicer to be material on the basis of the Credit Agreement,<br />
which Loan Events of Default shall include, but not be limited to, any monetary event of default, insolvency (of<br />
a member of the Borrower Group or of the Principal Tenant), cross-default with other indebtedness, or certain<br />
breaches of representation. Upon the occurrence of a Material Loan Event of Default, the Servicer or the<br />
Special Servicer, as applicable, will be required to promptly notify the Cash Manager.<br />
Payment of Expenses: After allocating the amounts described above to the Issuer Accounts, the Cash<br />
Manager shall instruct the Operating Bank to make the following payments from amounts allocated to the<br />
Collection Account (as provided above) in priority to all other payments required to be made by the Issuer and<br />
on any day such payments are due:<br />
(a) any amounts of expenses due and payable by the Issuer in the ordinary course of its business properly<br />
payable to third parties (and not payable to a Periodic Fee Party or the Special Servicer) including its<br />
liability, if any, to corporation tax and/or value added tax;<br />
(b) any amounts on account of interest that accrued prior to the assignment of the Libra Loan to the Issuer<br />
and that are payable to the Loan Seller pursuant to the Loan Sale Agreement;<br />
(c) on any date that such amounts are due, and to the extent not paid by: (i) the Issuer, any amounts or<br />
expenses due and payable to the Swap Provider as periodic payments or Swap Termination Payments<br />
on the Basis Swap Agreement; and (ii) the Borrower, any amounts or expenses due and payable to the<br />
Swap Provider as periodic payments or Swap Termination Payments on the Swap Agreement, but<br />
excluding any Forward Swap Subordinated Amounts;<br />
(d) to the Advance Provider or the Backup Advance Provider, in the event that there is an outstanding<br />
Advance (other than any Nonrecoverable Advance) in relation to the Libra Whole Loan, Property or<br />
MIP Property, the lesser of:<br />
(i) any Late Collections received or recovered in respect of the Libra Whole Loan, Property or MIP<br />
Property for which an Advance had been made; and<br />
(ii) the amount of the Advance made with respect to the Libra Whole Loan (together with all accrued<br />
interest thereon at the Reimbursement Rate and all Additional Interest),<br />
each of such amounts described in paragraphs (a), (b), (c) or (d) above being, a “Revenue Priority<br />
Amount”.<br />
“Additional Interest” means, with respect to any Advance, the amount (if any) of Late Collections in<br />
respect of such Advance which represent default interest to the extent the same is not applied toward the<br />
recovery of Advances pursuant to the Servicing Agreement.<br />
“Reimbursement Rate” means the rate per annum applicable to the accrual of interest on Servicing<br />
Advances and P&I Advances in accordance with the terms of the Servicing Agreement which rate per annum<br />
will equal the sum of the base lending rate, from time to time, of SONIA and 1.25 per cent. per annum.<br />
“SONIA” or “Sterling Overnight Interbank Average” is the effective overnight reference rate for<br />
Sterling as calculated by the Wholesale Markets Brokers’ Association set forth for that day on<br />
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