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scription of the Notes." Return Considerations. The return to each Holder of the Income Notes will be a function of the purchase price paid by such Holder for the Income Notes and the timing and amount of distributions made in respect of its Income Notes during the term of the transaction. Each prospec
otes will be payable solely from and to the extent of the available proceeds from the Collateral pursuant to the Priority of Payments. Consequently. the Holders of the Income Notes must rely solely upon the net payments received by the Issuer under the Collateral Obligations and Eligible Investments and available amounts on de
ority of Payments. Payments with respect to any Class of Notes will be made to all Holders of Notes of such Class on a pro rata basis based on each Holder's holding of such Notes. ARTICLE 12 SALE OF COLLATERAL OBLIGATIONS; PURCHASE OF ADDITIONAL COLLATERAL OBLIGATIONS Section 12.1 Sales of Collatera
Expenses referred to in clause (R) of the Interest Priority of Payments, but in each case only to the extent not paid in full thereunder; (H) to the Holders of the Income Notes until the Incentive Management Fee IRR Threshold has been met; (I) to the payment to the Collateral Manager of 20% of the remaining Principal Pro
scription of the Notes." Return Considerations. The return to each Holder of the Income Notes will be a function of the purchase price paid by such Holder for the Income Notes and the timing and amount of distributions made in respect of its Income Notes during the term of the transaction. Each prospec
otes will be payable solely from and to the extent of the available proceeds from the Collateral pursuant to the Priority of Payments. Consequently. the Holders of the Income Notes must rely solely upon the net payments received by the Issuer under the Collateral Obligations and Eligible Investments and available amounts on de
ority of Payments. Payments with respect to any Class of Notes will be made to all Holders of Notes of such Class on a pro rota basis based on each Holder's holding of such Notes. No Principal Proceeds will be used to pay a subordinated Class on a Payment Date if. after giving effect to such payment, a
ive Expenses referred to in clause 18 of the Interest Priority of Payments. but in each case only to the extent not paid in full thereunder. 8. to the Holders of the Income Notes until the Incentive Management Fee IRR Threshold has been met: 9. to the payment to the Collateral Manager of 20% of the remaining Principal Proce
Entities connected to both Eric Holder and the Holders of the Income Notes

United States
LOCATIONRating Agency
ORGANIZATION
Moody's
ORGANIZATIONInterest Proceeds
ORGANIZATIONthe Requisite Noteholders
ORGANIZATIONIncentive Management Fee
ORGANIZATIONthe Investment Criteria
ORGANIZATIONNotes Outstanding
PERSONThe Co-Issuers
ORGANIZATIONthe Interest Priority of Payments on any Payment Date
ORGANIZATIONthe Collateral Obligations
ORGANIZATIONRegulation S.
LOCATIONthe Eligible Investments
ORGANIZATIONthe Eligible Investments and Collateral Obligations
ORGANIZATION