Alternative Rates. Lender may notify Borrower if the BBA LIBOR Daily Floating Rate is not available for any reason, or if Lender reasonably determines that no adequate basis exists for determining the BBA LIBOR Daily Floating Rate, or that the BBA LIBOR Daily Floating Rate will not adequately and fairly reflect the cost to Lender of funding the Loan, or that any applicable Law or regulation or compliance therewith by Lender prohibits or restricts or makes impossible the charging of interest based on the BBA LIBOR Daily Floating Rate. If Lender so notifies Borrower, then interest shall accrue and be payable on the unpaid principal balance of this Note at a fluctuating rate of interest equal to the Prime Rate of Lender plus one hundred fifty (150) basis points per annum, from the date of such notification by Xxxxxx until Lender notifies Borrower that the circumstances giving rise to such suspension no longer exist, or until the Maturity Date of this Note (whether by acceleration, declaration, extension or otherwise), whichever is earlier to occur. The term “Prime Rate” means, on any day, the rate of interest per annum then most recently established by Lender as its “prime rate.” Any such rate is a general reference rate of interest, may not be related to any other rate, and may not be the lowest or best rate actually charged by Lender to any customer or a favored rate and may not correspond with future increases or decreases in interest rates charged by other lenders or market rates in general, and Lender may make various business or other loans at rates of interest having no relationship to such rate. Any change in the Prime Rate shall take effect at the opening of business on the day specified in the public announcement of a change in Lender’s Prime Rate. If Lender (including any subsequent holder of this Note) ceases to exist or to establish or publish a prime rate from which the Prime Rate is then determined, the applicable variable rate from which the Prime Rate is determined thereafter shall be instead the prime rate reported in The Wall Street Journal (or the average prime rate if a high and a low prime rate are therein reported), and the Prime Rate shall change without notice with each change in such prime rate as of the date such change is reported.
Alternative Rates. If the Agent gives a notice under Clause 11.1 (Market disturbance):
(a) Vodafone and the Lenders whose participations in the relevant Advance would represent 50 per cent. or more of that Advance may (through the Agent) agree that (except in the case of a Rollover Advance) that Advance shall not be borrowed; or
(b) in the absence of such agreement by the Drawdown Date specified in the relevant Request (and in any event in the case of a Rollover Advance):
(i) the Term of the relevant Advance shall be one month;
(ii) the Advance shall be made in the currency requested or, in the case of Clause 11.1(b)(i) (Market disturbance), in U.S. Dollars (or, if the currency requested for the relevant Advance is U.S. Dollars, euro); and
(iii) during the Term of the relevant Advance the rate of interest applicable to such Advance shall be the Margin plus applicable Reserve Asset Costs plus the rate per annum notified by each Lender concerned to the Agent before the last day of such Term to be that which expresses as a percentage rate per annum the cost to such Lender of funding its participation in such Advance from whatever sources it may reasonably select.
Alternative Rates. If the Agent gives a notice under Clause 13.2 (Market disturbance):
(a) the Parent and the Banks may (through the Agent) agree that, if not already drawn, the Advances concerned shall not be borrowed or Bills should not be drawn; or
(b) in the absence of such agreement:
(i) the Term or Interest Period of the Advances concerned shall be one month; -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
(ii) in the case of Clause 13.2(c) (Market disturbance), the Advances shall be made in euros, in an amount equal to the Original Euro Amount of the Advance concerned;
(iii) in the case of Bills where Clauses 13.2(b) and (c)(iii) apply, the relevant Bills shall not be accepted and the relevant Banks will instead make an Advance in Sterling in accordance with Clause 6.6 (Advances as an alternative); and
(iv) during the Term or Interest Period of each Advance concerned (other than an Advance under (b)(iii) above unless Clause 13.2(a) or (c) (Market Disturbance) applies to that Advance) the rate of interest applicable to the participation of each Bank in such Advance shall be the Margin plus, if applicable, MLA Cost plus the rate per annum notified by the Bank concerned to the Agent before the last day of such Term or Interest Period to be that which expresses as a percentage rate per annum the cost to such Bank of funding its participation in such Advance from whatever sources it may reasonably select with a view to providing funding at the lowest reasonably practicable rate.
Alternative Rates. If the Agent gives a notice under Clause 12.1 (Market disturbance):
(a) the Company and the Banks may (through the Agent) agree that in the case of a Loan which has not been borrowed, that Loan shall not be borrowed; or
(b) in the absence of agreement, a Loan (if it has not been borrowed) shall still be made: and
(i) the Term of the Loans concerned shall be one month; and
(ii) during the Term of each Loan the rate of interest applicable to that Loan shall be the applicable Margin plus the Mandatory Cost plus the rate per annum which is expressed as a percentage rate per annum of the cost to the Bank concerned of funding that Loan from whatever sources it may reasonably select, which rate shall be notified by the Bank concerned to the Agent before that last date of such Term.
Alternative Rates. If the Agent gives a notice under Clause 11.1 (Market disturbance):
11.2.1 the Parent and the Banks may (through the Agent) agree that (in the case of Revolving Facility Advances) the Advances concerned shall not be borrowed; or
11.2.2 in the absence of such agreement:
(A) the Term of the Advances concerned shall be one month;
(B) in the case of Clause 11.1.2, the Advance shall be denominated in Sterling in an amount equal to the Original Sterling Amount of the Advance concerned; and
(C) during the Term of each Advance the rate of interest applicable to such Advance shall be the applicable Margin plus the rate per annum notified by each Bank concerned to the Agent before the last day of such Term to be that which expresses as a percentage rate per annum the cost to such Bank of funding such Advances from whatever sources it may reasonably select.
Alternative Rates. 42 11. TAXES..............................................................43 12.
Alternative Rates. 10.1 Lack of communication of a rate by a Reference Bank If EURIBOR must be calculated with reference to the Reference Bank, but the Reference Bank fails to communicate a rate by 12:00 noon (Milan time) in a Rate- Fixing Day, the applicable EURIBOR will be calculated based on the indications below, based on the rates of the other Reference Banks.
Alternative Rates. Lender may notify Borrower if the BBA LIBOR Daily Floating Rate is not available for any reason, or if Lender reasonably determines that no adequate basis exists for determining the BBA LIBOR Daily Floating Rate, or that the BBA LIBOR Daily Floating Rate will not adequately and fairly reflect the cost to Lender of
Alternative Rates. If the Interest Rate has to be established with reference to the interbank rates quoted by the Reference Banks and no Reference Bank or just one of them supplies such quotation within 3:30 p.m. of the Determination Date, the Agent Bank shall immediately inform the Beneficiary that the provisions of this article are operating; and if the competent monetary authority has fixed the applicable reference rate replacing EURIBOR peremptorily, such reference rate shall be applied. In case such determination by competent monetary authority is missing, the Agent Bank shall communicate this together with the report under the previous paragraph of this article, and:
(1) in the following 5 (five) Working Days, the Beneficiary and the Agent Bank shall start negotiations for a period not exceeding 30 (thirty) days, in order to agree on a temporary reference rate alternative to the Interest Rate;
(2) until reaching an agreement pursuant to the previous paragraph, the Interest Rate will be determined by the Agent Bank on the basis of the real cost of the fund raising to be confirmed and notified in writing by the Agent Bank to the Beneficiary;
(3) in all the cases dealt with in this article, the alternative Interest Rate shall be increased by the Margin pursuant to article 6.1, without application of any penalty.
Alternative Rates. If the Agent gives a notice under Clause 11.1 (Market disturbance):
(a) the Parent and the Banks may (through the Agent) agree that the Advances concerned shall not be borrowed; or
(b) in the absence of such agreement:
(i) the Term of the Advances concerned shall be one month;
(ii) in the case of Clause 11.1(b) (Market disturbance), the Advances shall be made in Sterling in an amount equal to the Original Sterling Amount of the Advance concerned; and
(iii) during the Term of each Advance the rate of interest applicable to the participation of each Bank in such Advance shall be the applicable Margin plus applicable Reserve Asset Costs plus the rate per annum notified by the Bank concerned to the Agent before the last day of such Term to be that which expresses as a percentage rate per annum the cost to such Bank of funding its participation in such Advance from whatever sources it may reasonably select.
