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

Care Standards Act 2000 (for Properties in England and Wales), the Regulation of Care (Scotland) Act 2001
(for Properties in Scotland) and the Registered Homes (Northern Ireland) Order 1992 (for Properties in Northern
Ireland), as applicable.
“Related Security” means any Security Agreements, Mortgages of Shares, Guarantee and Subordination
Deed and other security agreements securing the Libra Whole Loan.
“Rental Income” means all amounts (howsoever described, including contributions required to be made by
the tenant in connection with upkeep and insurance) payable pursuant to the Occupational Leases in respect of
any Property.
“Report on Title” means any Overview Report or Certificate of Title supplied to the Lenders, as a
condition precedent or subsequent (as the case may be) under the Credit Agreement, on or before the first
Utilisation Date.
“Requisite Rating” means a person with long or short term (as appropriate) unsecured debt instruments in
issue which are neither subordinated nor guaranteed and which meet the following requirements:
(a) in relation to a bank at which an Account is held or the Managing Agent’s trust account into which net
rental income is to be paid, a long term unsecured debt instrument rating of “AA” (or better) by S&P
and Fitch and “Aa2” (or better) by Moody’s and a minimum short term unsecured debt instrument
rating of at least “A-1+” by S&P, “P-1” by Moody’s and “F1” by Fitch;
(b) in relation to the Swap Provider or a person guaranteeing the obligations of the Swap Provider, a long
term unsecured debt instrument rating of “A+” (or better) by S&P and Fitch and “A1” (or better) by
Moody’s and a minimum short term unsecured debt instrument rating of at least “A-1+” by S&P, “F1”
by Fitch and “P-1” by Moody’s; and
(c) in relation to an insurance company or underwriter, a long term unsecured debt instrument rating of
“A” (or better) by S&P and Fitch and “A2” (or better) by Moody’s.
“Security” means a mortgage, charge, standard security, assignation, agreement, pledge, lien or other
security interest securing any obligation of any person or any other agreement or arrangement having a similar
effect.
“Security Agreement” means any security agreement (howsoever described) pursuant to which the
Obligors have created, inter alia, Mortgages over the relevant Properties, and/or Mortgages or security interests
over any shares in the property owning companies, assignations of rents and floating charges in favour of the
Lender and/or the Security Agent to secure their respective obligations under the Libra Whole Loan.
“Shareholder” means the limited liability company incorporated in the Cayman Islands which owns 100
per cent. of the issued share capital of the Borrower.
“Shareholder Loan” means a loan made by the Shareholder to the Borrower.
“Subordinated Loan” means a loan made by an Obligor to another Obligor or a Shareholder Loan, in each
case which is subordinated to the Libra Loan pursuant to the Guarantee and Subordination Deed.
“Subsequent Certificates of Title” means the 10 certificates of title in relation to 9 Properties located in
England and Wales, and 1 Property located in Scotland which were prepared as a condition subsequent to the
origination of the Libra Whole Loan.
“Subsidiary” means an entity of which a person has direct or indirect control or owns directly or indirectly
more than 50 per cent. of the voting capital or similar right of ownership and control for this purpose means the
power to direct the management and the policies of the entity whether through the ownership of voting capital,
by contract or otherwise.
“Tenant” means the occupier from time to time of any part of any Property pursuant to any Occupational
Lease thereof.
“U/W DSCR” means the underwritten debt service coverage ratio.
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