Alternative Basis. The Grantee understands that the Company may rely on a different basis for the processing or transfer of Data in the future and/or request that the Grantee may provide another data privacy consent. If applicable, the Grantee agrees that upon request of the Company or the Service Recipient, the Grantee will provide an executed acknowledgement or data privacy consent form (or any other agreements or consents) that the Company and/or the Service Recipient may deem necessary to obtain from the Grantee for the purpose of administering his or her participation in the Plan in compliance with the data privacy laws in the Grantee’s country, either now or in the future. The Grantee understands and agrees that the Grantee will not be able to participate in the Plan if the Grantee fails to provide any such consent or agreement requested by the Company and/or the Service Recipient.
Alternative Basis. The Optionee understands that the Company may rely on a different basis for the processing or transfer of Data in the future and/or request that the Optionee may provide another data privacy consent. If applicable, the Optionee agrees that upon request of the Company or the Employer, the Optionee will provide an executed acknowledgement or data privacy consent form (or any other agreements or consents) that the Company and/or the Employer may deem necessary to obtain from the Optionee for the purpose of administering his or her participation in the Plan in compliance with the data privacy laws in the Optionee’s country, either now or in the future. The Optionee understands and agrees that the Optionee will not be able to participate in the Plan if the Optionee fails to provide any such consent or agreement requested by the Company and/or the Employer.
Alternative Basis. If a notification under Clause 12.2 (Market disruption) applies to a Loan which is outstanding, then, for the purpose of calculating the rate of interest on that Loan pursuant to Clause 8.1 (Interest rate):
(a) within five Business Days of receipt of the notification, the Borrower and the Agent shall enter into negotiations for a period of not more than 30 days with a view to agreeing an alternative basis for determining the rate of interest and/or funding applicable to that Loan and/or any other Loans;
(b) any alternative basis agreed under paragraph (a) above, or certified under paragraph (c) below, shall be, with the prior consent of all the Banks, binding on all the Parties and treated as part of this Agreement;
(c) if no alternative basis is agreed, each Bank shall (through the Agent) certify on or before the last day of the Term to which the notification relates an alternative basis for maintaining its participation in that Loan; and
(d) any such alternative basis may include an alternative method of fixing the interest rate, alternative Terms or alternative currencies but it must reflect the cost to the Bank of funding its participation in the Loan from whatever sources it may select plus the Margin plus any applicable Mandatory Cost.
Alternative Basis. (a) Within five (5) days of receipt of a Market Disruption Notice from the Lender, the Borrower shall enter into good faith negotiations with a view to confirming a new applicable rate of interest, and during the negotiation period, the rate of interest on each Loan shall be the relevant rate last applied in accordance with Section 8.1 (Interest Rate).
(b) Any alternative basis agreed pursuant to paragraph (a) above shall, with the prior consent of the Lender and the Borrower, be binding on all the Parties.
(c) For the avoidance of doubt, if no alternative basis is agreed upon between the Borrower and the Lender within a period of thirty (30) days after the commencement of the negotiation, then the Borrower:
(i) may prepay the Loans in full at any time without premium or penalty but together with accrued interest thereon to the date of prepayment; or
(ii) not prepay the Loans in whole, in which event, for so long as the Market Disruption Event is continuing, the rate of interest applicable to such the Loan during such period shall be:
(1) in respect of the interest rate of a USD Loan, the aggregate of (A) the actual and reasonable financing cost incurred by the Lender from obtaining the corresponding interbank loan in the London interbank market, and (B) the Margin; and
(2) in respect of the interest rate of a RMB loan, the relevant rate last applied according to Section 8.1 (Interest rate).
Alternative Basis. If a notification under Clause 14.2 (Market disruption) applies:
(a) in the case of a Loan which has not been made, and unless the relevant Borrower notifies the Agent to the contrary before close of business on the day it received the notification under Clause 14.2 (Market disruption), the Loan shall still be made but it shall be denominated (at the option of the relevant Borrower) in Sterling or U.S. Dollars (or a combination), it shall have an Interest Period of one month and the interest payable on that Loan shall be determined in accordance with this Clause 14.3.
(b) within 5 Business Days of receipt of the notification for a Loan under Clause 14.2 (Market disruption), the Company and the Agent shall enter into negotiations for a period of not more than 30 days with a view to agreeing an alternative basis for determining the rate of interest and/or funding applicable to that Loan;
(c) any alternative basis agreed under paragraph (b) above shall be, with the prior consent of all the Banks, binding on all the Parties;
(d) if no alternative basis is agreed each Bank shall (through the Agent) certify on or before 10.00 a.m. on the last day of the Interest Period (in respect of a Loan in Sterling) or 10.00 a.m. on the second Business Day before the last day of the Interest Period (in respect of a Loan in an Optional Currency) to which the notification relates an alternative basis for maintaining its participation in that Loan;
(e) any alternative basis under paragraph (b) or (d) above may include an alternative method of fixing the interest rate, alternative Interest Periods or optional currencies but it must reflect the cost to each Bank of funding its participation in the Loan from whatever sources it may select plus the applicable Margin plus any applicable Mandatory Cost;
(f) each alternative basis so certified shall be binding on the Obligors and each certifying Bank and treated as part of this Agreement; and
(g) the Agent and the Company shall consult in good faith following any significant change in market conditions with a view to returning to the normal provisions of this Agreement.
Alternative Basis. The Optionee understands that the Company may rely on a different basis for the processing or transfer of Data in the future and/or request that the Optionee may provide another data privacy consent. If applicable, the Optionee agrees that upon request of the Company, the Optionee will provide an executed acknowledgement or data privacy consent form (or any other agreements or consents) that the Company may deem necessary to obtain from the Optionee for the purpose of administering his or her participation in the Plan in compliance with the data privacy laws in the Optionee’s country, either now or in the future. The Optionee understands and agrees that the Optionee will not be able to participate in the Plan if the Optionee fails to provide any such consent or agreement requested by the Company.
Alternative Basis. If a notification under Clause 14.2 (Market disruption) applies:
(a) (i) in the case of a Loan which has not been made, unless the relevant Borrower notifies the Agent to the contrary before close of business on the day it received the notification under Clause 14.2 (Market disruption), the Loan shall still be made but it shall have an Interest Period of one month and the interest payable on that Loan shall be determined in accordance with paragraph (d) below; and
Alternative Basis. (a) Within five (5) days of receipt of a Market Disruption Notice from the Facility Agent, the Borrower and the Finance Parties shall enter into good faith negotiations with a view to confirming a new applicable rate of interest, and during the negotiation period described in paragraph (c) below, the rate of interest on each Loan shall be the relevant rate last applied in accordance with Clause 8.1 (Interest Rate).
(b) Any alternative basis agreed pursuant to paragraph (a) above shall, with the prior consent of all the Lenders and the Borrower, be binding on all the Parties.
(c) For the avoidance of any doubt, if no alternative basis is agreed upon between the Borrower and the Lenders within a period of thirty (30) days after the commencement of the negotiation, then the relevant rate last applied according to Clause 8.1 (Interest rate) shall apply to the relevant Loan(s).
Alternative Basis. If a Market Disruption Event occurs and the Type B Loan Participants or the Borrower so requires, the Type B Loan Participants and the Borrower shall enter into negotiations (for a period of not more than 30 days) with a view to agreeing on a substitute basis for determining the rate of interest payable in respect of Type B Loan Certificates, provided that any alternative basis agreed shall, with the prior consent of each affected Type B Loan Participant and the Borrower, be binding on all parties. If within such 30 day period each of the affected Type B Loan Participants and the Borrower agree upon a substitute basis for determining the rate of interest payable in respect of Type B Loan Certificates, such alternative basis shall be retroactive to and effective from the first day of the applicable Interest Period until and including the last day of such Interest Period. For the avoidance of doubt, during any such period of negotiation, the Borrower shall be required to perform its obligations under the preceding Section 3(j). Upon any Type B Loan Participant affected by a Market Disruption Event confirming to the Security Trustee and the Borrower that the event(s) giving rise to such Market Disruption Event have ceased, the alternative rate of interest applicable to such Type B Loan Participant’s Type B Loans will revert to such rate of interest immediately in effect prior to the occurrence of such Market Disruption Event.
Alternative Basis. (a) After receipt of any notification under this Clause, if the Lender or the Company so requires, the Company and the Lender must enter into negotiations for a period of not more than 30 days with a view to agreeing an alternative basis for determining the rate of interest and/or funding for the Loan.
(b) Any alternative basis agreed will be binding on each Party.
