Epstein Secrets

cated in accordance with the Subordinated Securities Allocation). and (B) 20% of the remaining proceeds to the Investment Manager in respect of the Investment Manager Incentive Fee Amount (b) On each Distribution Date (other than as provided in clause (c) below), Principal Proceeds will be distributed in

ve Date Ratings Confirmation Failure has occurred and is continuing on the first Distribution Date, to the purchase of Collateral Obligations, until Rating Agency Confirmation is obtained and (B) such Effective Date Ratings Confirmation Failure is continuing on any Distribution Date thereafter (any failure de

th the consent of a Majority of the Subordinated Securities and the Investment Manager and without Rating Agency Confirmation in order to modify the Investment Manager Incentive Fee Amount; (c) with the consent of the Controlling Party (only so long as the Class A-1 Notes are Outstanding) and the Investme

ting Agency (excluding any changes to a Coverage Test or definitions related thereto); (d) without the consent of any holder of Securities but with Rating Agency Confirmation from (x) Moody's. in order to modify the Moody's Rating Schedule or related definitions, or (y) S&P. in order to modify the S&P Rating

o hold in a Tax Subsidiary (and may instead hold directly) a security that ceases to be considered an Equity Workout Security, as determined by the Investment Manager based on written advice of nationally recognized counsel to the effect that the Issuer can hold such security directly without causing the

use the actions in the preceding sentence to violate Section 10.10(f). The Investment Manager will, on behalf of the Issuer, provide notice to each Rating Agency and the Trustee prior to formation of a Tax Subsidiary, which notice will indicate whether such Tax Subsidiary's organizational documents are subst