Drawdown Details. Each Drawdown Request delivered to the Agent pursuant to Clause 3.1 (Delivery of Drawdown Request) is irrevocable and will not be regarded as having been duly completed unless it specifies:
3.2.1 the proposed Drawdown Date which must be a Business Day within the Availability Period and in the case of the first Advance hereunder no later than the date falling three months after the date hereof;
3.2.2 the term of the initial Interest Period;
3.2.3 the amount of any Advance requested which, if it is not for the whole undrawn amount of the relevant Tranche or Sub-Tranche, must be
(a) with respect to Tranche A a minimum amount of EUR 5 million or any larger amount which is an integral multiple of EUR 1 million unless it is in respect of Post-Acceptance Costs; and
(b) with respect to Tranches B, D1 and D2 a minimum amount of EUR 2 million or any larger amount which is an integral multiple of EUR 1 million unless it is in respect of Post-Acceptance Costs; and
3.2.4 the specific purposes for which the Advance will be used by the Borrower and which Tranche it forms part of; Advances made under Tranche B (other than in respect of Working Capital Costs which will be allocated to Sub-Tranche B4) will be allocated first to Sub-Tranche B1, then to Sub-Tranche B2 and lastly to Sub-Tranche B3.
Drawdown Details. Each Drawdown Request delivered to the Agent pursuant to Clause 3.1 (Delivery of Drawdown Request) is irrevocable and will not be regarded as having been duly completed unless it specifies:
3.2.1 the proposed Drawdown Date which must be a Business Day within the Availability Period;
3.2.2 the term of the initial Interest Period;
3.2.3 the amount of any Advance requested which, if it is not for the whole undrawn amount, must be a minimum amount of EUR 1 million or any larger amount which is an integral multiple of EUR 500,000; and
3.2.4 the specific purposes for which the Advance will be used by the Borrower.
Drawdown Details. Each Notice of Utilisation delivered to the Agent pursuant to Clause 6.1 (Delivery of Notice of Utilisation) will not be regarded as having been duly completed unless:
(a) it specifies that it is for a Bank Guarantee;
(b) it identifies the beneficiary and purpose of the Bank Guarantee (and such beneficiary must have been approved by all Lenders provided that if such beneficiary is the government of an OECD Jurisdiction or an agency of such a government or any other person controlled by such a government or agency then such government, agency or person shall be deemed to be approved for the purposes of this Agreement);
(c) it identifies the Issuing Bank which has agreed to issue the Bank Guarantee;
(d) it identifies the member of the Group whose obligations are to be covered by the Bank Guarantee;
(e) it attaches to it the form of the Bank Guarantee and such form of Bank Guarantee is in form and substance satisfactory to the Agent, provided that if such form is required by (or regularly used by) a beneficiary as described in the proviso to paragraph (b) above, then such form shall be deemed to be approved for the purposes of this Agreement;
(f) it specifies the proposed date for the issuing of the Bank Guarantee requested, which shall be a Business Day falling one month or more before the Final Maturity Date;
(g) it specifies the amount and currency of denomination of the Bank Guarantee requested (and such amount and currency shall comply with Clause 6.3 (Currency and Amount));
(h) it specifies the proposed Expiry Date of the Bank Guarantee (and such proposed Expiry Date falls on or before the Final Maturity Date); and
(i) the delivery instructions for the Bank Guarantee are specified.
Drawdown Details. Each Notice of Drawdown delivered to the Bank pursuant to Clause 3.1 shall be irrevocable and shall specify:
a) the proposed date for the making of the Advance requested,
b) the currency of denomination of the Advance requested, which shall be in HUF or USD (subject to the limit on USD Advances set out in clause 2.1.1),
c) the amount of the Advance requested, which shall be an amount of the integral multiple of HUF 10,000,000 (or, if the Advance is to be denominated in USD, such comparable and convenient amount thereof) and the amount of which shall not exceed the Available Facility adjusted to take account of the amounts in USD of any Advances which are scheduled to be made or repaid on or before the date of drawdown of the proposed Advance; and
d) the account to which the proceeds of the proposed drawdown is to be paid.
Drawdown Details. Each Notice of Utilisation delivered to the Agent pursuant to Clause 5.1 (Delivery of Notice of Utilisation) will not be regarded as having been duly completed unless:
(a) it identifies the Facility to be utilised;
(b) it specifies the proposed date for the making of the Advance requested, which shall be a Business Day falling within the Availability Period applicable to that Facility;
(c) it specifies the currency of denomination of the Advance requested, which shall be euro or an Optional Currency, provided that, if a Borrower selects an Optional Currency, such Borrower may also select euro to apply if its first selection becomes ineffective pursuant to Clause 5.3 (Conditions for Utilisation in an Optional Currency);
(d) the proposed Interest Period complies with Clause 9 (Interest Periods);
(e) the amount of the Advance requested is (a) (if less than the Available Facility) if the Advance is to be denominated in euro, an amount of at least EUR 10,000,000 (in integral multiples of EUR 1,000,000) or, if the Advance is to be denominated in an Optional Currency, the equivalent in that Optional Currency of EUR 10,000,000 (in integral multiples of the equivalent in that Optional Currency of EUR 1,000,000) or (b) equal to the amount of the Available Facility;
(f) it identifies the account to which the proceeds of the proposed Advance are to be paid (which shall be the Exchange Agent Account where the proceeds of such Advance are to be applied in satisfaction of the consideration for the Target Shares); and
(g) in the case of a Revolving Advance, it identifies the purpose for which the Advance is requested (with no two Advances being requested in a single Notice of Utilisation where such Advances are being requested for different purposes).
Drawdown Details. Each Notice of Drawdown delivered to the Facility Agent pursuant to Clause 3.1 (DELIVERY OF NOTICE OF DRAWDOWN) shall specify:
3.2.1 the proposed Drawdown Date in respect of the Advance requested, which shall be a Business Day falling before the Final Maturity Date;
3.2.2 the amount of the Advance requested, which shall be (a) (if less than the Available Facility) an amount of EUR 3,000,000 (until such time as there is more than one Bank in which case EUR 10,000,000) and an integral multiple of EUR 1,000,000 or (b) equal to the amount of the Available Facility;
3.2.3 the proposed Term of the Advance requested, which shall be a period of one, two or three months or such other period as may be agreed by the Facility Agent (acting reasonably) ending on or before the Final Maturity Date; and
3.2.4 the account to which the proceeds of the proposed Advance are to be paid.
Drawdown Details. Each Notice of Drawdown delivered to the Administrative Agent pursuant to Clause 3.1 (Delivery of Notice of Drawdown) shall specify:
3.2.1 the proposed date for the making of the Advance requested, which shall be a Business Day falling one month or more before the Final Maturity Date and which shall be at least five Business Days after the date upon which the previous Advance (if any) was made;
3.2.2 the currency of denomination of the Advance requested, which shall be dollars or an Optional Currency, provided that, if the Borrower selects an Optional Currency, the Borrower may also select dollars to apply if its first selection becomes ineffective pursuant to Clause 3.3 (Conditions for Drawing in an Optional Currency);
3.2.3 the amount of the Advance requested, which shall be:
(i) in respect of any Tranche 1 Advance, which shall be (a) (if less than the Available Tranche 1 Facility) an amount of not less than $2,500,000 (or if the Tranche 1 Advance is to be denominated in an Optional Currency, such comparable and convenient amount thereof as the Administrative Agent may from time to time specify) or (b) equal to the amount of the Available Tranche 1 Facility;
(ii) in respect of any Tranche 2A Advance, (a) (if less than the Available Tranche 2A Facility) an amount of not less than $2,500,000 (or, if the Tranche 2A Advance is to be denominated in an Optional Currency, such comparable and convenient amount thereof as the Administrative Agent may from time to time specify) or (b) equal to the amount of the Available Tranche 2A Facility;
(iii) in respect of any Tranche 2B Advance, (a) (if less than the Available Tranche 2B Facility) an amount of not less than $2,500,000 (or, if the Tranche 2B is to be denominated in an Optional Currency, such comparable and convenient amount thereof as the Administrative Agent may from time to time specify) or (b) equal to the amount of the Available Tranche 2B Facility;
3.2.4 the proposed Term of the Advance requested, which shall be a period of one, three, six months or such longer period as may be agreed by the Banks ending on or before the Final Maturity Date; and
3.2.5 the account to which the proceeds of the proposed drawdown are to be paid.
Drawdown Details. Each Notice of Drawdown delivered to the Agent pursuant to Clause 4.1 (Delivery of Notice of Drawdown) shall be irrevocable and shall specify:
4.2.1 the proposed date for the making of the Advance requested, which shall be a business day falling one business day or more before the Final Maturity Date and which shall be at least one business day after the date upon which the previous Advance (if any) was made hereunder Provided that more than one Advance may be made on the same business day if each such Advance is to be denominated in a different currency;
4.2.2 the currency of denomination of the Advance requested, which shall be dollars or euros;
4.2.3 the amount of the Advance requested, which shall be a minimum amount of $10,000,000 and an integral multiple of $10,000,000 (or, if the Advance is to be denominated in euros, Euros 10,000,000) and the Original Dollar Amount of which shall not exceed (in the case of a Target Acquisition Advance) the Available Facility or (in the case of a Non-Target Acquisition Advance) the Available Sub-limit adjusted, in any such case, to take account of:
(a) any reduction, if any, requested by a Borrower pursuant to Clause 8.1 (Cancellation) or 8.4 (Repayment of a Bank's Share of the Loan) or otherwise in accordance with Clause, 8.5 (Mandatory Prepayment from Disposals) , 8.6 (Mandatory Prepayment from Proceeds of Share Issues), 8.7 (Mandatory Prepayment from Issue of Debt), 11.3 (Illegality) or 16.18 (Acceleration and Cancellation) in the Commitment of a Bank scheduled to be made prior to the proposed date for the making of the proposed Advance; and
(b) the Dollar Amounts of any Advances which are scheduled to be made or repaid on or before the date of drawdown of the proposed Advance;
4.2.4 the proposed Term of the Advance requested, which shall be a period of one, two, three or six months ending on or before the Final Maturity Date or, prior to the Syndication Date, a period of 7, 14 or 21 days or 1 month (or such longer period as the Agent may permit) provided that if the Syndication Date has been notified by the Arranger to the Guarantor the Term of any Advance which would otherwise end in 20 24 the 7 days preceding or would otherwise extend beyond the Syndication Date, shall be of such duration that it shall end on the Syndication Date;
4.2.5 whether the Advance requested is a Target Acquisition Advance or a Non-Target Acquisition Advance; and
4.2.6 the account to which the proceeds of the proposed drawdown are to b...
Drawdown Details. Each Notice of Drawdown delivered to the Agent pursuant to Clause 3.1 (Delivery of Notice of Drawdown) shall specify:
3.2.1 the proposed date for the making of the Advance requested, which shall be a Business Day falling one month or more before the Final Maturity Date;
3.2.2 the amount of the Advance requested, which shall be (a) (if less than the Available Facility) a minimum amount of 3,000,000 and an integral multiple of 1,000,000 or (b) equal to the amount of the Available Facility;
3.2.3 the proposed Term of the Advance requested, which shall be a period of one, two, three or six months or such other period as the Banks may agree ending on or before the Final Maturity Date; and
3.2.4 the account to which the proceeds of the proposed drawdown are to be paid.
Drawdown Details. Each Notice of Drawdown delivered to the Lender pursuant to Clause 3.1 (Delivery of Notice of Drawdown) shall specify:
3.2.1 the proposed date for the making of the Advance requested, which shall be a Business Day falling one month or more before the Final Maturity Date and which shall be at least five Business Days after the date upon which the previous Advance (if any) was made;
3.2.2 the amount of the Advance requested, which shall be (a) (if less than the Available Facility) an amount or integral multiple of ITL8,000,000,000 or (b) equal to the amount of the Available Facility;
3.2.3 the proposed Term of the Advance requested, which shall be a period of one, two or three months or such other period as the Lender may agree ending on or before the Final Maturity Date or, if earlier, the date on which the Lender has required all amounts outstanding under the Facility to be repaid pursuant to Clause 6.2; and
3.2.4 the account to which the proceeds of the proposed drawdown are to be paid.
