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 Proceeds as an Incentive Management Fee: and 10. th

anagement Fee") and (iii) 20% of the remaining Interest Proceeds and Principal Proceeds at the applicable level of the Priority of Payments, after the Incentive Management Fee IRR Threshold is satisfied, as an 54 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0055958 CONFIDENTIAL SONY GM_00202142 EFTA01365271

anagement Fee") and (iii) 20% of the remaining Interest Proceeds and Principal Proceeds at the applicable level of the Priority of Payments, after the Incentive Management Fee IRR Threshold is satisfied, as an 54 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0071953 CONFIDENTIAL SDNY_GM_00218137 EFTA01376097