PROMISE-A-2000-1 plc - KfW

"Cumulative Settlement Amounts" means, in respect of a Payment Date, the aggregate amount
of Accrued Settlement Amounts with respect to Impaired Reference Obligations from the Issue
Date to the immediately preceding Interest Payment Date (or in the case of the first Payment
Date, the Closing Date).
"Cut-off Date" means 12 December 2000.
"Dedicated Collateral" means, in respect of a Reference Entity such collateral as is held against
that Reference Obligation in respect of which the Final Value is to be determined. Dedicated
Collateral shall (to the extent permitted by the terms on which it is held and law) shall be applied
in priority to that Reference Obligation.
"Determination Period" means the period commencing on the date on which a Reference
Obligation becomes an Impaired Reference Obligation and ends on (in the case of an Impaired
Reference Obligation which is not an Adjusted Impaired Reference Obligation) the date on
which the Servicer irrevocably determines that it is no longer commercially viable to pursue and
further recoveries in respect of that Impaired Reference Obligation or (in the case of an Adjusted
Impaired Reference Obligation), at the election of the Servicer, either the date on which the
Servicer irrevocably determines that it is no longer commercially viable to pursue and further
recoveries in respect of that Impaired Reference Obligation or the date on which the relevant
Dimunition became unconditional.
"Diminution Amount" means, in respect of an Adjusted Impaired Reference Obligation, the
lower of (a) the amount by which the Reference Obligation Notional Amount is reduced as a
result of the relevant Diminution, expressed as a percentage of the Reference Obligation
Notional Amount of that Adjusted Impaired Reference Obligation as at the date on which it
became an Impaired Reference Obligation and (b) an amount (expressed as a percentage) that is
equal to the proportion that the Reference Obligation Notional Amount of that Adjusted
Impaired Reference Obligation (determined before the deduction of the Diminution Amount)
bears to the of the aggregate of the outstanding principal balances of Other Obligations, the
Reference Obligation Notional Amounts of Reference Obligations which are not Impaired
Reference Obligations and the Reference Obligation Notional Amounts of Impaired Reference
Obligations of the relevant Reference Entity
"Eligible Obligation" means an Obligation or part thereof that meets the Eligibility Criteria.
"Eligibility Criteria" means, in respect of an Obligation, the following criteria applied to such
Obligation as at the Cut-off Date or any date of Replacement or Addition: (a) which has been
incurred under the Programmes, (b) which is legally valid and enforceable, (c) which constitutes
an unsubordinated, unconditional obligation on the part of the Reference Entity to pay the
amount of principal and interest under the terms of such Obligation, (d) in respect of which no
Failure to Pay (as defined in "TERMS AND CONDITIONS OF THE NOTES") has occurred
and is continuing, (e) in respect of which no Bankruptcy (as defined in "TERMS AND
CONDITIONS OF THE NOTES") of the Reference Entity has occurred, (f) in respect of which
no litigation is pending, (g) which is denominated in euro or Deutsche Mark, (h) which has as its
final maturity date on or before the Scheduled Maturity Date, (i) in respect of which the
Reference Entity is not an "XS company" under the Procedures, (j) in respect of which the
Reference Entity falls within the rating class of 6 or better in the HVB Internal Rating System
(as defined in "REFERENCE PORTFOLIO SERVICING") and (k) in respect of which the
Reference Entity is organised or incorporated under the laws of the Federal Republic of
Germany.
41