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FCC Proudreed Properties 2005 HSBC SG CORPORATE ...

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unless such day falls in the next month, in which case it shall be the preceding Business Day, on<br />

which interest will be paid in respect of the Notes;<br />

‘‘Interest Period’’ means each period from (and including) an Interest Payment Date and ending on<br />

(but excluding) the next Interest Payment Date provided that the first Interest Period shall be the<br />

period from (and including) the Closing Date and ending on (but excluding) the Interest Payment<br />

Date falling in February 2006 and the last Interest Period shall be the period from (and including)<br />

the Interest Payment Date falling in May 2017 and ending on (but excluding) the Final Maturity<br />

Date;<br />

‘‘Investor Report’’ means the report to be prepared quarterly by the Management Company on<br />

behalf of the Issuer;<br />

‘‘Irish Paying Agent’’ means <strong>HSBC</strong> Institutional Trust Services (Ireland) Limited acting through its<br />

office at <strong>HSBC</strong> House, Harcourt Centre, Harcourt Street, Dublin 2, Ireland;<br />

‘‘Irish Stock Exchange’’ means the Irish Stock Exchange Limited;<br />

‘‘Issuer’’ means the debt mutual funds (fonds commun de créances) named <strong>FCC</strong> <strong>Proudreed</strong><br />

<strong>Properties</strong> <strong>2005</strong>, created at the joint initiative of the Management Company and the Custodian,<br />

acting as founders of the Issuer, and governed by the Issuer Regulations, Articles L.214-43 to<br />

L.214-49, Article L.231-7 and Articles R.214-92 to R.214-115 of the French Monetary and Financial<br />

Code and by any law whatsoever applicable to fonds communs de créances;<br />

‘‘Issuer Account Bank’’ means, as at the Closing Date, CCF;<br />

‘‘Issuer Account Bank and Cash Management Agreement’’ means the agreement dated<br />

21 October <strong>2005</strong> between, inter alios, the Management Company (representing the Issuer), the<br />

Custodian, the Cash Manager and the Issuer Account Bank;<br />

‘‘Issuer Accounts’’ means the Issuer Transaction Account, the Mortgage Reserve Account and the<br />

Liquidity Facility Standby Account;<br />

‘‘Issuer Debt Service Required Amount’’ means, in respect of any Interest Payment Date, the<br />

amount required to pay the Issuer’s outstanding obligations under items (i) to (viii) of the Issuer<br />

Pre-Enforcement Priority of Payments on such Interest Payment Date;<br />

‘‘Issuer Post-Enforcement Priority of Payments’’ means the order of the Issuer’s priority of payment<br />

post enforcement of the Notes as set out in Condition 3(i) (Status and Priority – Priority of Payments<br />

Following Enforcement);<br />

‘‘Issuer Pre-Enforcement Priority of Payments’’ means the order of the Issuer’s priority of payment<br />

prior to enforcement of the Notes as set out in Condition 3(h) (Status and Priority – Priority of<br />

Payments Prior to Enforcement);<br />

‘‘Issuer Priority of Payments’’ means the Issuer Pre-Enforcement Priority of Payments and the<br />

Issuer Post-Enforcement Priority of Payments;<br />

‘‘Issuer Transaction Account’’ means the general transaction account held in the name of the Issuer<br />

with the Issuer Account Bank;<br />

‘‘Issuer Transaction Documents’’ means:<br />

(a) the Issuer Regulations;<br />

(b) the Paying Agency Agreement;<br />

(c) the Issuer Account Bank and Cash Management Agreement;<br />

(d) the Units Subscription Agreement;<br />

(e) the Notes Subscription Agreement;<br />

(f) the Receivables Transfer and Servicing Agreement;<br />

(g) each Issuer Transfer Document;<br />

(h) the Hedging Agreements;<br />

(i) the Property Manager Duty of Care Agreement;<br />

(j) the Liquidity Facility Agreement;<br />

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