EFTA Document EFTA01365405

"Temporary Global Security": Any Security sold outside the United States to non-"U.S. persons" (as defined in Regulation S) in reliance on Regulation S and issued in the form of a temporary global security as specified in Section 2.2(g) in definitive, fully registered form without interest coupons. "Transaction Documents": Each of the Indenture, the Investment Management Agreement, the Fiscal Agency Agreement, the Collateral Administration Agreement, the Account Agreement, the Administration Agreement, the Registered Office Agreement, the Purchase Agreement and any Initial Hedge Agreements. "Transaction Party": Each of the Issuer, the Co-Issuer, the Initial Purchaser, the Collateral Administrator, the Trustee, the Fiscal Agent, the Indenture Registrar, the Share Trustee, the Share Registrar, the Administrator and the Investment Manager. "Transfer Agent": The Person or Persons, which may be the Issuer, authorized by the Issuer to exchange or register the transfer of Securities. "Transfer Certificate": A duly executed certificate substantially in the form of Exhibit B-I through B-4 (provided that such certificate may be substantially in the form of the subscription agreement furnished by the transferee in connection with its purchase on the Closing Date). "Trust Officer": Any officer within the Corporate Trust Office (or any successor group) of the Trustee or the Bank, respectively, authorized to act for or on behalf of the Trustee or the Bank with respect to administration of this Indenture or to whom any matter arising hereunder is referred because of his knowledge of and familiarity with the particular subject. "Trustee": The Bank of New York Mellon Trust Company, National Association, a limited purpose national banking association with trust powers organized under the laws of the United State, in its capacity as trustee for the Secured Parties, unless a successor Person shall have become the Trustee pursuant to the applicable provisions of this Indenture, and thereafter "Trustee" shall mean such successor Person. "UCC": The Uniform Commercial Code, as in effect from time to time in the State of New York. "Uncertificated Security": The meaning specified in Article 8 of the UCC. "Underlying Instrument": The terms and conditions, indenture or other agreement in which the terms and conditions of an obligation are set out, and each other agreement that governs the terms of or secures the obligations represented by such obligation or of which the holders of such obligation are the beneficiaries. "Unfunded Amount": With respect to any Credit Facility at any time, the excess, if any, of (a) the Commitment Amount over (b) the Funded Amount thereof. "Uninvested Proceeds": At any time, the funds on deposit in the Uninvested Proceeds Account. 53 ING IM CLO 2011-1 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0056133 CONFIDENTIAL SDNY GM_00202317 EFTA01365405