EFTA01365263.pdf

that the Aggregate Principal Balance of the Collateral Obligations of Obligors in each of three Moody's Industry Classification Group may be up to 12% of the Collateral Principal Amount: (xi) The Aggregate Principal Balance of the Collateral Obligations that are DIP Loans may not exceed 7.5% of the Collateral Principal Amount; (xii) The Aggregate Principal Balance of the Collateral Obligations that are Current Pay Obligations may not exceed 5% of the Collateral Principal Amount: (xiii) The Aggregate Principal Balance of the Collateral Obligations that are Structured Finance Obligations may not exceed 5% of the Collateral Principal Amount; (xiv) The Aggregate Principal Balance of the Collateral Obligations that are PIK Obligations (other than Partial PIK Obligations) may not exceed 5% of the Collateral Principal Amount. and the Aggregate Principal Balance of Collateral Obligations that are Partial PIK Obligations may not exceed 5% of the Collateral Principal Amount: (xv) The Aggregate Principal Balance of Collateral Obligations that arc Loans that are part of a syndicated loan facility that provides for a commitment by the lenders in the aggregate of less than 5100 million may not exceed 10% of the Collateral Principal Amount: (xvi) The Aggregate Principal Balance of Collateral Obligations with a final maturity date after the Maturity Date may not exceed 2% of the Collateral Principal Amount: (xvii) The Aggregate Principal Balance of Collateral Obligations that arc Deep Discount Collateral Obligations may not exceed 5% of the Collateral Principal Amount: and (xviii) Except as provided herein, the Aggregate Principal Balance of Synthetic Securities or participation interests with a particular Synthetic Security Counterparty. or selling institution, as the case may be, may not exceed the respective percentage of the Collateral Principal Amount specified below under "Single Counterparty Limit" for the applicable long-term senior unsecured rating by Moody's or S&P Rating of such Synthetic Security Counterparty or selling institution (using the limit for the lower of such ratings, if different), and the Aggregate Principal Balance of all Synthetic Securities or participation interests with all Synthetic Security Countemarties or selling institutions, as the case may be, with a long-term senior unsecured rating by Moody's or S&P Rating at or below a level specified in the table below (using the lower of such ratings for a Synthetic Security Counterparty or selling institution, if different) shall not exceed the percentage of the Collateral Principal Amount specified below under "Aggregate Counterparty Limit" for such rating: Moody's S&P Single Aggregate Rating Rating Counterparty Limit Counterpart). Limit Ma AAA 15% 20% Aal AA+ 10% 10% Aa2 AA 10% 10% Aa3 AA- 10% 10% AI 5% 5% .A2 A 3% 3% Except as otherwise described herein, measurement of the degree of compliance with the Collateral Quality Test and Portfolio Profile Test will be required (i) upon a sale or purchase of Collateral Obligations. (ii) on any Determination Date, (iii) with respect to the date as of which the information in any monthly report prepared under the Indenture is calculated, (iv) with reasonable prior notice, any Business Day requested by any Rating Agency and (v) on the Ramp-Up End Date. Defaulted Obligations will be excluded for all purposes of calculating the Portfolio Profile Test (except as provided in the definition of Collateral Principal Amount). 45 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0055949 CONFIDENTIAL SONY GM_00202133 EFTA01365263