FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
FCC Proudreed Properties 2005 HSBC SG CORPORATE ...
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Interest Period means each period from (and including) an Interest Payment Date and ending on (but<br />
excluding) the next Interest Payment Date provided that the first Interest Period shall be the period from<br />
(and including) the Closing Date and ending on (but excluding) the Interest Payment Date falling in<br />
February 2006 and the last Interest Period shall be the period from (and including) the Interest Payment<br />
Date falling in May 2017 and ending on (but excluding) the Final Maturity Date;<br />
Investment Value means the Market Value of the applicable property subject to the terms of the relevant<br />
Occupational Lease (assumed to exist when valuing an Incoming Property);<br />
Investor Presentation Materials means all materials, including slides, prepared by the Joint Lead Managers<br />
in connection with the marketing of the Notes and the credit rating thereof;<br />
Investor Report means the report substantially in the form and content scheduled to be prepared quarterly<br />
by the Management Company on behalf of the Issuer;<br />
Irish Paying Agent means <strong>HSBC</strong> Institutional Trust Services (Ireland) Limited acting through its office at<br />
<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> <strong>Properties</strong> <strong>2005</strong>,<br />
created at the joint initiative of the Management Company and the Custodian, acting as founders of the<br />
Issuer, and governed by the Issuer Regulations, Articles L.214-43 to L.214-49, and Article L.231-7 and<br />
Articles R.214-92 to R.214-115 of the French Monetary and Financial Code and by any law whatsoever<br />
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 21 October <strong>2005</strong><br />
between, inter alios, the Management Company (representing the Issuer), the Custodian, the Cash<br />
Manager and the Issuer Account Bank;<br />
Issuer Accounts means the Issuer Transaction Account, the Mortgage Reserve Account and the Liquidity<br />
Facility Standby Account;<br />
Issuer Cost of Funds means, in relation to a Commercial Mortgage Loan, the rate determined by the<br />
Management Company as being equal to the sum of the relevant Base Rate and the Relevant Margin,<br />
where the Base Rate is equal to the weighted average of (i) a fixed rate applied to that proportion of the<br />
principal amount outstanding of the Commercial Mortgage Loans corresponding to the notional amount<br />
of the fixed/floating interest rate swap transactions entered into by the Issuer under the Hedging<br />
Agreements and (ii) the lesser of EURIBOR and a fixed cap applied to that proportion of the principal<br />
amount outstanding of the Commercial Mortgage Loans corresponding to the notional amount of an<br />
interest rate cap transaction entered into by the Issuer under the Hedging Agreements, and the Margin<br />
is an adjustable fixed rate reflecting the weighted average of the Relevant Margins on the Principal<br />
Amount Outstanding of the Notes;<br />
Issuer Creditors means the Noteholders, each Noteholder Representative, the Issuer Account Bank and<br />
Cash Manager, the Paying Agents, the Management Company, the Custodian, the Hedging Provider(s),<br />
the Liquidity Facility Provider, the statutory auditor of the Issuer, the Rating Agencies and the <strong>FCC</strong><br />
Servicers;<br />
Issuer Debt Service Required Amount means, in respect of any Interest Payment Date, the amount<br />
required to pay the Issuer’s outstanding obligations under items (a) to (h) of the Issuer Pre-Enforcement<br />
Priority of Payments on such Interest Payment Date;<br />
Issuer Facility Fees means the Initial Facility Fee together with the On-going Facility Fee;<br />
Issuer Liquidation Date means the date upon which the liquidation procedure of the assets of the Issuer<br />
is completed in accordance with the Issuer Regulation;<br />
Issuer Post-Enforcement Priority of Payments means the order of the Issuer’s priority of payment post<br />
enforcement of the Notes as set out in Condition 3(i) (Status and Priority – Priority of Payments Following<br />
Enforcement);<br />
Issuer Pre-Enforcement Priority of Payments means the order of the Issuer’s priority of payment prior to<br />
enforcement of the Notes as set out in Condition 3(h) (Status and Priority – Priority of Payments Prior<br />
to Enforcement);<br />
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