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EFTA01365297

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GLOSSARY OF CERTAIN DEFINED TERMS Set forth below are definitions of certain defined terms used in this Offering Circular. "Accredited Investors": "Accredited investors- as defined in Rule 501(a) under the Securities Act. "Administration Agreement": The Administration Agreement, dated as of the Closing Date, between the Administrator and the Issuer in respect of certain corporate and administrative services provided to the Issuer by the Administrator. "Administrative Expenses": Amounts due from or accrued for the account of the Issuer or the Co-Issuer to, in the following order of priority, (i) any Person in respect of any governmental fee, charge or tax imposed on or applicable to the Issuer (including all filing. registration and annual return fees payable to the Cayman Islands' government and registered office fees); (ii) the Trustee for any amount owed to the Trustee under the Indenture (other than indemnification owed under the Indenture): (iii) the Collateral Administrator for the Collateral Administrator Fee and Collateral Administrator Expenses; (iv) ordinary fees and ordinary expenses of the Rating Agencies in connection with the rating of the Securities, including fees for any credit estimates and ongoing surveillance fees. and the ordinary fees and ordinary expenses of the Independent Accountants appointed under the Indenture; (v) the Trustee for indemnification amounts owed to the Trustee under the Indenture; (vi) the Administrator as provided in the Administration Agreement; and (vii) any other Person in respect of any other expenses permitted under the Indenture and the documents delivered pursuant to or in connection with the Indenture. the Collateral Administration Agmement and the Securities and any other expenses and indemnification obligations of the Co-Issuers including, without limitation expenses and indemnification obligations (but not fees) owed to the Collateral Manager. provided, however, that Administrative Expenses shal

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