Epstein Secrets

accordance with the Subordinated Securities Allocation) and (y) 20% of the remaining Principal Proceeds to the Investment Manager in respect of the Investment Manager Incentive Fee Amount. (v) (A) During the Reinvestment Period any remaining Principal Proceeds or (B) after the Reinvestment Period at the

ment Sequence; then (B) the items described under clauses (xvi) through (xviii) under the Priority of Interest Proceeds to the extent not paid from Interest Proceeds on such Distribution Date; then (C) until the Target Return has been achieved, any remaining Principal Proceeds to the Subordinated Securities (all

llocated in accordance with the Subordinated Securities Allocation) and (B) 20% of the remaining amount to the Investment Manager in respect of the Investment Manager Incentive Fee Amount. (d) On each Redemption Date on which a Refinancing occurs, proceeds from the issuance of the Replacement Notes will

rovided that no Event of Default has occurred and is continuing, the Investment Manager, on behalf of the Issuer, may direct the Trustee to disburse Interest Proceeds in the Collection Account or the Expense Reserve Account, from time to time on dates other than Distribution Dates for payment of the items describ

accordance with the Subordinated Securities Allocation) and (y) 20% of the remaining Principal Proceeds to the Investment Manager in respect of the Investment Manager Incentive Fee Amount. (v) (A) During the Reinvestment Period any remaining Principal Proceeds or (B) after the Reinvestment Period at the

cipal Payment Sequence: then (B) the items described under clauses (xvi) through under the Priority of Interest Proceeds to the extent not paid from Interest Proceeds on such Distribution Date: then (C) until the Target Return has been achieved, any remaining Principal Proceeds to the Subordinated Securities (all

bution Dates on which funds are available therefor according to the Priority of Payments. The Investment Manager will also be entitled to receive an Investment Manager Incentive Fee Amount, subject to receipt by holders of the Subordinated Securities of certain returns, as described in the next paragraph.

distribution in excess of (x) the amounts payable pursuant to clauses (aXi) through (a)(v) (without regard to clause (aXiv)(B)) of the Priority of Interest Proceeds plus (y) the current interest payments on the Class A Notes or if no Class A Notes are Outstanding, the Controlling Class. Any Deferred Subordinated

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

such amount, "Designated Proceeds"). (xxi) Until the Target Return has been achieved, to the Subordinated Securities, the payment of any remaining Interest Proceeds, allocated in accordance with the Subordinated Securities Allocation. (xxii) If the Target Return has been achieved (on or prior to such Distributio

accordance with the Subordinated Securities Allocation) and (y) 20% of the remaining Principal Proceeds to the Investment Manager in respect of the Investment Manager Incentive Fee Amount. (v) (A) During the Reinvestment Period any remaining Principal Proceeds or (B) after the Reinvestment Period at the

cipal Payment Sequence: then (B) the items described under clauses (xvi) through under the Priority of Interest Proceeds to the extent not paid from Interest Proceeds on such Distribution Date: then (C) until the Target Return has been achieved, any remaining Principal Proceeds to the Subordinated Securities (all

bution Dates on which funds are available therefor according to the Priority of Payments. The Investment Manager will also be entitled to receive an Investment Manager Incentive Fee Amount, subject to receipt by holders of the Subordinated Securities of certain returns, as described in the next paragraph.

distribution in excess of (x) the amounts payable pursuant to clauses (aXi) through (a)(v) (without regard to clause (aXiv)(B)) of the Priority of Interest Proceeds plus (y) the current interest payments on the Class A Notes or if no Class A Notes are Outstanding, the Controlling Class. Any Deferred Subordinated

by the Investment Manager as Interest Proceeds with respect to such Distribution Date. "Internal Rate of Return": For purposes of the definition of Investment Manager Incentive Fee Amount, the rate of return on the Subordinated Securities that would result in a net present value of zero, assuming (i) an or

of Credit Reserve Account as Interest Proceeds: and any proceeds of an Additional Equity Issuance that are designated by the Investment Manager as Interest Proceeds with respect to such Distribution Date. "Internal Rate of Return": For purposes of the definition of Investment Manager Incentive Fee Amount, the ra

accordance with the Subordinated Securities Allocation) and (y) 20% of the remaining Principal Proceeds to the Investment Manager in respect of the Investment Manager Incentive Fee Amount. (v) (A) During the Reinvestment Period any remaining Principal Proceeds or (B) after the Reinvestment Period at the

ment Sequence; then (B) the items described under clauses (xvi) through (xviii) under the Priority of Interest Proceeds to the extent not paid from Interest Proceeds on such Distribution Date; then (C) until the Target Return has been achieved, any remaining Principal Proceeds to the Subordinated Securities (all

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

rkout Security or Collateral Obligation held by a Tax Subsidiary rather than its interest in that Tax Subsidiary. For purposes of the definition of Interest Proceeds, each Equity Workout Security will be treated as a Defaulted Obligation until the aggregate amounts received by the Issuer in connection with such