iesy Repository GmbH - Irish Stock Exchange

the security agent for the Senior Credit Facilities; and (b) neither the Holders nor the Trustee may give any instruction to the
Security Trustee to take any enforcement action prohibited by clause (a) above. See “Risk Factors—Risks Relating to the
Notes, the Subsidiary Guarantees and the Security—You may not be able to enforce, or recover any amounts under, the
Subsidiary Guarantees or the Security due to subordination provisions, restrictions on enforcement and releases.”
If the Trustee or any Holder receives proceeds of any enforcement of the Security Interest while the obligations under
the Senior Credit Facilities are outstanding, the Trustee or such Holder, as applicable, will, subject to certain exceptions, turn
over such amounts to the Security Trustee to be applied in the order described under “Description of Other Indebtedness—
Intercreditor Agreement—Turnover.”
Similar provisions may be included in any Additional Intercreditor Agreement entered into in compliance with “—
Certain Covenants—Additional Intercreditor Agreements.”
The Indenture will also provide that each Holder, by accepting a Note, shall be deemed to have agreed to and accepted
the terms and conditions of the Intercreditor Agreement and any Additional Intercreditor Agreement (whether then entered
into or entered into in the future pursuant to the provisions described herein).
Optional Redemption
Except as described below and under “—Redemption for Taxation Reasons”, the Notes are not redeemable until
February 15, 2010. On and after February 15, 2010, the Issuer may redeem all or, from time to time, a part of the Notes of
any series upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage
of principal amount) plus accrued and unpaid interest to the applicable redemption date (subject to the right of Holders of
record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the
twelve-month period beginning on February 15 of the years indicated below:
Year Euro Notes Dollar Notes
2010 105.063% 105.188%
2011 103.375% 103.458%
2012 101.688% 101.729%
2013 and thereafter 100.000% 100.00%
Prior to February 15, 2008, the Issuer may on any one or more occasions redeem up to 35% of the original principal
amount of the Notes of any series (including the principal amount of any Additional Notes) with funds in an aggregate
amount (the “Redemption Amount”) not exceeding the Net Cash Proceeds of one or more Equity Offerings at a redemption
price of 110.125% of the principal amount thereof for the Euro Notes and 110.375% of the principal amount thereof for the
Dollar Notes, plus accrued and unpaid interest to the applicable redemption date (subject to the right of Holders of record on
the relevant record date to receive interest due on the relevant interest payment date); provided that:
(1) at least 65% of the aggregate principal amount of the Notes of such series being redeemed issued under the
Indenture (including the principal amount of any Additional Notes) remains outstanding immediately after the occurrence
of such redemption (excluding Notes held by the Issuer and its Subsidiaries); and
(2) the redemption occurs within 90 days of the closing of such Equity Offering.
Any redemption notice given in respect of such redemption may be given prior to completion of the related Equity
Offering, and any such redemption or notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more
conditions precedent, including but not limited to the completion of the related Equity Offering.
In addition, prior to February 15, 2010, the Issuer may redeem all or, from time to time, a part of the Notes of any
series being redeemed upon not less than 30 nor more than 60 days’ notice at a redemption price equal to 100% of the
principal amount thereof plus the Applicable Premium and accrued and unpaid interest to the applicable redemption date
(subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment
date). Any such redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions
precedent.
“Applicable Premium” means the greater of (A) 1% of the principal amount of such Note and (B) with respect to any
Euro Note on any redemption date, the excess (to the extent positive) of:
(1) the present value at such redemption date of (i) the redemption price of such Euro Note at February 15, 2010 (such
redemption price (expressed as a percentage of the principal amount) being set forth in the table above under the first
paragraph of this section (excluding accrued and unpaid interest)), plus (ii) all required interest payments due on such
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