Common use of Amounts, Advances and Rate Selection Clause in Contracts

Amounts, Advances and Rate Selection. (i) The principal amount outstanding on any US Facility Loan shall be recorded in the US Facility Agent's records in US Dollars, based on the amount of any US Facility Advance as reduced from time to time by the amount of any principal payments with respect to such US Facility Loan. In the event a US Facility Loan is Continued or Converted pursuant to Section 2.08, such election shall be treated as a US Facility Advance for purposes of this Section 2.01. There shall be no more than ten (10) Eurodollar Rate Loans outstanding at any one time under the US Facility. (ii) Each US Facility Loan and each Continuation and Conversion under Section 2.08 shall be (A) in the case of Eurodollar Rate Loans, in an amount not less than US $10,000,000 and if greater in integral multiples of US $1,000,000, and (B) in the case of US Facility Base Rate Loans in an amount not less than US $5,000,000, and, if greater, an integral multiple of US $1,000,000. (iii) For each US Facility Advance an Authorized Representative shall give the US Facility Agent (A) at least three (3) Business Days' irrevocable telefacsimile notice prior to 10:00 A.M. (New York, New York time) of each Eurodollar Rate Loan representing a borrowing or Continuation or Conversion hereunder and (B) irrevocable telefacsimile notice of each US Facility Base Rate Loan representing a borrowing or Continuation or Conversion hereunder prior to 10:00 A.M. (New York, New York time) on the day of such proposed US Facility Base Rate Loan. Each such notice shall be in the form of a Borrowing Notice in the form attached hereto as Exhibit D-1, which shall be effective upon receipt by the US Facility Agent, and shall specify the Type of Loan, amount of the US Facility Advance to be made, the date of borrowing and the Interest Period (if a Eurodollar Rate Loan) to be used in the computation of interest. Neither the US Facility Agent nor any US Facility Lender shall incur any liability to the US Facility Borrower in acting upon any notice referred to above which the US Facility Agent believes in good faith to have been given by an Authorized Representative of the US Facility Borrower or for otherwise acting in good faith, and upon funding of US Facility Loans by any US Facility Lender in accordance with this Agreement pursuant to any such notice, the US Facility Borrower shall have effected US Facility Loans hereunder. A Borrowing Notice for a Eurodollar Rate Loan shall be irrevocable, and the US Facility Borrower shall be bound to make a borrowing in accordance therewith, unless such US Facility Borrower pays to the US Facility Lenders such amounts as may be due under Section 6.05 for failure of a borrowing of a Eurodollar Rate Loan to occur on the date specified therefor in the related Borrowing Notice. The duration of the initial Interest Period for each US Facility Loan shall be as specified in the initial Borrowing Notice. The US Facility Borrower shall have the option to elect the duration of any subsequent Interest Periods and to Continue or Convert the US Facility Loans in accordance with Section 2.

Amounts, Advances and Rate Selection. (i) The principal amount outstanding on any US Facility Loan shall be recorded in the US Facility Agent's records in US Dollars, based on the amount of any US Facility Advance as reduced from time to time by the amount of any principal payments with respect to such US Facility Loan. In the event a US Facility Loan is Continued or Converted pursuant to Section 2.08, such election shall be treated as a US Facility Advance for purposes of this Section 2.01. There shall be no more than ten fifteen (1015) Eurodollar Rate Loans outstanding at any one time under the US Facility. (ii) Each Other than US Facility Base Rate Refunding Loans, each US Facility Loan and each Continuation and Conversion under Section 2.08 shall be (A) in the case of Eurodollar Rate Loans, in an amount not less than US $10,000,000 1,000,000.00 and if greater in integral multiples of US $1,000,000500,000.00, and (B) in the case of US Facility Base Rate Loans in an amount not less than US $5,000,0001,000,000.00, and, if greater, an integral multiple of US $1,000,000500,000.00. (iii) For each US Facility Advance an (other than US Facility Base Rate Refunding Loans) at least two (2) Authorized Representative Representatives shall give the US Facility Agent (A) at least three (3) Business Days' irrevocable telefacsimile notice prior to 10:00 11:00 A.M. (New York, New York time) of each Eurodollar Rate Loan representing a borrowing or Continuation or Conversion hereunder and (B) irrevocable telefacsimile notice of each US Facility Base Rate Loan representing a borrowing or Continuation or Conversion hereunder prior to 10:00 11:00 A.M. (New York, New York time) on the day of such proposed US Facility Base Rate Loan. Each such notice shall be in the form of a Borrowing Notice in the form attached hereto as Exhibit D-1, which shall be effective upon receipt by the US Facility Agent, and shall specify the Type of Loan, amount of the US Facility Advance to be made, the date of borrowing and the Interest Period (if a Eurodollar Rate Loan) to be used in the computation of interest. Neither the US Facility Agent nor any US Facility Revolving Credit Lender shall incur any liability to the any US Facility Borrower in acting upon any notice referred to above which the US Facility Agent believes in good faith to have been given by an at least two (2) Authorized Representative Representatives of the any US Facility Borrower or for otherwise acting in good faith, and upon funding of US Facility Loans by any US Facility Revolving Credit Lender in accordance with this Agreement pursuant to any such notice, the US Facility Borrower Borrowers shall have effected US Facility Loans hereunder. A Borrowing Notice for a Eurodollar Rate Loan shall be irrevocable, and the US Facility Borrower shall be bound to make a borrowing in accordance therewith, unless such US Facility Borrower pays to the US Facility Revolving Credit Lenders such amounts as may be due under Section 6.05 5.05 hereof for failure of a borrowing of a Eurodollar Rate Loan to occur on the date specified therefor in the related Borrowing Notice. The duration of the initial Interest Period for each US Facility Loan shall be as specified in the initial Borrowing Notice. The US Facility Borrower Borrowers shall have the option to elect the duration of any subsequent Interest Periods and to Continue or Convert the US Facility Loans in accordance with Section 22.08 hereof. If the Agent does not receive a notice of election of the duration of an Interest Period or of the Conversion of a Loan by the time prescribed hereby and by Section 2.08 hereof, the US Facility Borrowers shall be deemed to have elected to Convert such Loan to or Continue such Loan as a US Facility Base Rate Loan until the US Facility Borrowers notify the Agent in accordance with Section 2.08 hereof. (iv) Notice of receipt of each Borrowing Notice in respect of US Facility Loans, together with the amount of each Revolving Credit Lender's portion of an Advance requested thereunder and the applicable interest rate, shall be provided by the Agent to each Revolving Credit Lender by telefacsimile with reasonable promptness, but (provided the Agent shall have received such notice by 11:00 A.M. (New York, New York time), not later than 12:00 noon (New York, New York time) on the same day as the Agent's receipt of such notice from the US Facility Borrowers. (v) Each Revolving Credit Lender shall, pursuant to the terms and subject to the conditions of this Agreement, not later than 1:00 P.M. (New York, New York time) on the date specified for such US Facility Advance, make the amount of the US Facility Advance or Advances to be made by it on such day available to the applicable US Facility Borrower by depositing or transferring the proceeds thereof in US Dollars and in Same Day Funds to the Agent at its Principal Office. The amount so received by the Agent shall, subject to the terms of this Agreement, be made available to the applicable US Facility Borrower by deposit of the proceeds to an account of such US Facility Borrower maintained at the Principal Office or otherwise as shall be directed in the applicable Borrowing Notice. (vi) Notwithstanding the foregoing, if a drawing is made under any Letter of Credit, such drawing is honored by the Issuing Bank, and neither Applicant shall immediately fully reimburse the Issuing Bank on the same Business Day in respect of such drawing from other funds available to the Applicants, (A) provided that the conditions to making a US Facility Loan as herein provided shall then be satisfied, the US Dollar Equivalent Amount of the Reimbursement Obligation arising from such drawing shall be paid to the Issuing Bank by the Agent without the requirement of notice to or from either Applicant from immediately available funds which shall be advanced as a US Facility Base Rate Refunding Loan in US Dollars to the Agent at its Principal Office by each Revolving Credit Lender in a US Dollar Equivalent Amount equal to such Revolving Credit Lender's Applicable Commitment Percentage of such Reimbursement Obligation, and (B) if the conditions to making a US Facility Loan as herein provided shall not then be satisfied, each of the Revolving Credit Lenders shall fund by payment to the Agent (for the benefit of the Issuing Bank) at its Principal Office in immediately available funds in US Dollars the purchase from the Issuing Bank of its respective Participation in the related Reimbursement Obligation based on its respective Applicable Commitment Percentage of the Total Letter of Credit Commitment. If a drawing is presented under any Letter of Credit in accordance with the terms thereof and neither Applicant shall immediately reimburse the Issuing Bank in respect thereof on the same Business Day, then notice of such drawing or payment shall be provided promptly by the Issuing Bank to the Agent and the Agent shall provide notice to each Revolving Credit Lender by telephone or telefacsimile transmission. If notice to the Revolving Credit Lenders of a drawing under any Letter of Credit is given by the Agent at or before 12:00 noon (New York, New York time) on any Business Day, each Revolving Credit Lender shall either make a US Facility Base Rate Refunding Loan or fund the purchase of its Participation as specified above in the US Dollar Equivalent Amount of such Revolving Credit Lender's Applicable Commitment Percentage of such drawing or payment and shall pay such amount to the Agent for the account of the Issuing Bank at the Principal Office in US Dollars and in immediately available funds before 4:00 P.M. (New York, New York time) on the same Business Day. If such notice to the Revolving Credit Lenders is given by the Agent after 12:00 noon (New York, New York time) on any Business Day, each Revolving Credit Lender shall either make such US Facility Base Rate Refunding Loan or fund such purchase before 12:00 noon (New York, New York time) on the next following Business Day.

Amounts, Advances and Rate Selection. (i) The principal amount outstanding on any US Facility Loan shall be recorded in the US Facility Agent's records in US Dollars, based on the amount of any US Facility Advance as reduced from time to time by the amount of any principal payments with respect to such US Facility Loan. In the event a US Facility Loan is Continued or Converted pursuant to Section 2.08, such election shall be treated as a US Facility Advance for purposes of this Section 2.01. There shall be no more than ten fifteen (1015) Eurodollar Rate Loans outstanding at any one time under the US Facility. (ii) Each Other than US Facility Base Rate Refunding Loans, each US Facility Loan and each Continuation and Conversion under Section 2.08 shall be (A) in the case of Eurodollar Rate Loans, in an amount not less than US $10,000,000 1,000,000 and if greater in integral multiples of US $1,000,000500,000, and (B) in the case of US Facility Base Rate Loans in an amount not less than US $5,000,0001,000,000, and, if greater, an integral multiple of US $1,000,000500,000. (iii) For each US Facility Advance (other than US Facility Base Rate Refunding Loans) an Authorized Representative shall give the US Facility Agent (A) at least three (3) Business Days' irrevocable telefacsimile notice prior to 10:00 11:00 A.M. (New York, New York time) of each Eurodollar Rate Loan representing a borrowing or Continuation or Conversion hereunder and (B) irrevocable telefacsimile notice of each US Facility Base Rate Loan representing a borrowing or Continuation or Conversion hereunder prior to 10:00 11:00 A.M. (New York, New York time) on the day of such proposed US Facility Base Rate Loan. Each such notice shall be in the form of a Borrowing Notice in the form attached hereto as Exhibit D-1, which shall be effective upon receipt by the US Facility Agent, and shall specify the Type of Loan, amount of the US Facility Advance to be made, the date of borrowing and the Interest Period (if a Eurodollar Rate Loan) to be used in the computation of interest. Neither the US Facility Agent nor any US Facility Lender shall incur any liability to the any US Facility Borrower in acting upon any notice referred to above which the US Facility Agent believes in good faith to have been given by an Authorized Representative of the any US Facility Borrower or for otherwise acting in good faith, and upon funding of US Facility Loans by any US Facility Lender in accordance with this Agreement pursuant to any such notice, the US Facility Borrower Borrowers shall have effected US Facility Loans hereunder. A Borrowing Notice for a Eurodollar Rate Loan shall be irrevocable, and the US Facility Borrower shall be bound to make a borrowing in accordance therewith, unless such US Facility Borrower pays to the US Facility Lenders such amounts as may be due under Section 6.05 5.05 for failure of a borrowing of a Eurodollar Rate Loan to occur on the date specified therefor in the related Borrowing Notice. The duration of the initial Interest Period for each US Facility Loan shall be as specified in the initial Borrowing Notice. The US Facility Borrower Borrowers shall have the option to elect the duration of any subsequent Interest Periods and to Continue or Convert the US Facility Loans in accordance with Section 2.

Amounts, Advances and Rate Selection. (i) The principal amount outstanding on any US Facility Loan shall be recorded in the US Facility Agent's records in US Dollars, based on the amount of any US Facility Advance as reduced from time to time by the amount of any principal payments with respect to such US Facility Loan. In the event a US Facility Loan is Continued or Converted pursuant to Section 2.08, such election shall be treated as a US Facility Advance for purposes of this Section 2.01. There shall be no more than ten (10) Eurodollar Rate Loans outstanding at any one time under the US Facility.. 45 52 (ii) Each US Facility Loan and each Continuation and Conversion under Section 2.08 shall be (A) in the case of Eurodollar Rate Loans, in an amount not less than US $10,000,000 and if greater in integral multiples of US $1,000,000, and (B) in the case of US Facility Base Rate Loans in an amount not less than US $5,000,000, and, if greater, an integral multiple of US $1,000,000. (iii) For each US Facility Advance an Authorized Representative shall give the US Facility Agent (A) at least three (3) Business Days' irrevocable telefacsimile notice prior to 10:00 A.M. (New York, New York time) of each Eurodollar Rate Loan representing a borrowing or Continuation or Conversion hereunder and (B) irrevocable telefacsimile notice of each US Facility Base Rate Loan representing a borrowing or Continuation or Conversion hereunder prior to 10:00 A.M. (New York, New York time) on the day of such proposed US Facility Base Rate Loan. Each such notice shall be in the form of a Borrowing Notice in the form attached hereto as Exhibit D-1, which shall be effective upon receipt by the US Facility Agent, and shall specify the Type of Loan, amount of the US Facility Advance to be made, the date of borrowing and the Interest Period (if a Eurodollar Rate Loan) to be used in the computation of interest. Neither the US Facility Agent nor any US Facility Lender shall incur any liability to the US Facility Borrower in acting upon any notice referred to above which the US Facility Agent believes in good faith to have been given by an Authorized Representative of the US Facility Borrower or for otherwise acting in good faith, and upon funding of US Facility Loans by any US Facility Lender in accordance with this Agreement pursuant to any such notice, the US Facility Borrower shall have effected US Facility Loans hereunder. A Borrowing Notice for a Eurodollar Rate Loan shall be irrevocable, and the US Facility Borrower shall be bound to make a borrowing in accordance therewith, unless such US Facility Borrower pays to the US Facility Lenders such amounts as may be due under Section 6.05 for failure of a borrowing of a Eurodollar Rate Loan to occur on the date specified therefor in the related Borrowing Notice. The duration of the initial Interest Period for each US Facility Loan shall be as specified in the initial Borrowing Notice. The US Facility Borrower shall have the option to elect the duration of any subsequent Interest Periods and to Continue or Convert the US Facility Loans in accordance with Section 2.