07.03.2014 Views

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

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

“Borrower” means the borrower under the Libra Whole Loan, a limited liability a company incorporated in<br />

the Cayman Islands.<br />

“Borrower Group” means, together:<br />

(a) the Borrower, one direct subsidiary of the Borrower, two indirect subsidiaries of the Borrower (each of<br />

which are Guarantors) and three indirect subsidiaries of the Borrower (each of which are Property<br />

Owners), each incorporated in the Cayman Islands;<br />

(b) four indirect subsidiaries of the Borrower (each of which is a Property Owner) and two indirect<br />

subsidiaries of the Borrower (each of which is a Guarantor), incorporated in Jersey; and<br />

(c) eight indirect subsidiaries of the Borrower (each of which is a Property Owner) and 17 indirect<br />

subsidiaries of the Borrower (each of which is a Guarantor), incorporated in England and/or tax<br />

resident in the United Kingdom, and<br />

as indicated in the Borrower Group Structure Chart below.<br />

“Borrower Rent Collection Account” means each rent collection account owned and/or maintained by the<br />

relevant Obligor into which Rental Income is paid.<br />

“Break Costs” means, in respect of any prepayment of the Libra Whole Loan, amounts representing the<br />

shortfall in the full amount of interest that would otherwise have been received on the Libra Whole Loan at the<br />

end of the applicable Loan Interest Accrual Period, to the extent that such shortfall will not be recovered by<br />

placing an amount equal to that of the prepayment on deposit with a leading bank in the appropriate interbank<br />

market for a period commencing on the Loan Business Day following receipt of the prepayment and ending on<br />

the last day of the applicable Loan Interest Accrual Period.<br />

“Care Contract” means the contracts entered into from time to time by one or all of the Obligors with local<br />

authorities, local health authorities, the Department of Social Security or with private residents (or a<br />

combination of them) for the provision of residential and nursing care services to the residents of a care home.<br />

“Cash Reserve” means, at any time, the balance standing to the credit of the Cash Reserve Account at that<br />

time. As at 26 April <strong>2007</strong>, the balance of the Cash Reserve Account was £17,476,993.61.<br />

“Certificates of Title” means Initial Certificates of Title together with Subsequent Certificates of Title.<br />

“Credit Agreement” means the £1,172,000,000 term loan facility agreement, dated 15 January <strong>2007</strong>,<br />

among, inter alios, the Borrower, the Guarantors, CS Funding 1 <strong>Limited</strong>, as original lender, and Credit Suisse,<br />

London Branch, as security agent, pursuant to which the Libra Whole Loan was made.<br />

“Cut-Off Date” means 15 April <strong>2007</strong>.<br />

“Cut-Off Date Allocated Loan Amount” means for each Property the Allocated Loan Amount of such<br />

Property as of the Cut-Off Date.<br />

“Cut-Off Date Secured Subordinate Debt Principal Balance” means with respect to the Libra Whole<br />

Loan, the principal balance of the Subordinate Debt as at the Cut-Off Date.<br />

“Cut-Off Date Securitised Loan LTV” means the Cut-Off Date Securitised Loan Principal Balance<br />

divided by the aggregate Value of the Properties securing the Libra Loan as set forth in the Valuation Report.<br />

“Cut-Off Date Securitised Loan Principal Balance” means the outstanding principal balance of the Libra<br />

Loan as of the Cut-Off Date.<br />

“Cut-Off Date Whole Loan LTV” means the Cut-Off Date Whole Loan Principal Balance divided by the<br />

aggregate Value of the Properties securing the Libra Whole Loan as set forth in the Valuation Report.<br />

“Cut-Off Date Whole Loan Principal Balance” means the outstanding principal balance of the Libra<br />

Whole Loan as of the Cut-Off Date.<br />

“Dangerous Substance” means any radioactive emissions and any natural or artificial substance (whether<br />

in the form of a solid, liquid, gas or vapour) the generation, transportation, storage, treatment, use or disposal of<br />

74

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!