Common use of Market disruption; non-availability Clause in Contracts

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive): (a) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders any of the Banks that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Market Bank(s) in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period Period or, where applicable, that the quotation for LIBOR (ctogether with (where applicable) the normal spread being paid by any such Bank in respect of Dollar borrowings) does not accurately reflect the cost to such Bank(s) of obtaining such deposit; the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment Commitments of all the Banks shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Substitute Basis”) for maintaining its Contribution. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent each Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the its ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) ; the Agent must Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers by the Agent.Bank; 3.6.2 Within ten (10) days of any upon a Determination Notice being given by given, the Agent under clause 3.6.1Borrower and the Bank shall discuss the same in order to agree an alternative basis for maintaining the Loan, each Lender must but if they are unable to agree an alternative basis within 30 days of the date of the Determination Notice, then 40 days after the Determination Notice being given, the Bank shall certify an alternative basis (such basis, or if agreed, the basis agreed by the Bank and the Borrower, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lenderthe Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Each Substitute Basis”) and certify the same Basis certified to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to apply. If the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that Borrower does not agree with any loss suffered Substitute Basis certified by the Borrowers as a result Bank if there is no agreement between the parties, then the Borrower may prepay the Loan or the relevant part thereof, and the terms of the circumstances referred Clause 4.5 and 4.6 shall apply to above are kept to a minimum.any such prepayment

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the its ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) ; the Agent must Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent.Bank; 3.6.2 Within ten (10) days of any upon a Determination Notice being given by given, the Agent under clause 3.6.1Borrower and the Bank shall discuss the same in order to agree an alternative basis for maintaining the Loan, each Lender must but if they are unable to agree an alternative basis within 30 days of the date of the Determination Notice, then 40 after the Determination Notice being given, the Bank shall certify an alternative (such basis, or if agreed, the basis (agreed by the Bank and the Borrower, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon to the Borrowers, and Borrower or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to apply. If the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that Borrower does not agree with any loss suffered Substitute Basis certified by the Borrowers as a result Bank if there is no agreement between the parties, then the Borrower may prepay the Loan or the relevant part thereof, and the terms of the circumstances referred Clause 4.5 and 4.6 shall apply to above are kept to a minimum.any such prepayment

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Payment Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Payment Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Payment Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Payment Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Payment Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a an Applicable Margin above the cost of funds to such Lender. The Payment Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Payment Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers Borrower as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the making of a Revolving Credit Advance or the Conversion Advance or the commencement of any an Interest Period: (ai) (at a time when Reference Bank quotations are required having regard to the definition of "LIBOR" in clause 1.2) the Agent shall have determined determined, after consultation with the Reference Banks (which determination shall, in the absence of manifest error, be conclusive), that adequate and fair means do not exist for ascertaining LIBOR during such Revolving Credit Term or Interest Period; or (bii) none or only one of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR (where such a quotation is required having regard to the definition of "LIBOR" in clause 1.2); or (iii) the Agent shall have received notification from a Lender Banks with Contributions aggregating not less than one-third of the total of the relevant Revolving Credit Advance or Lenders the Conversion Advance (or, prior to the First Drawdown Date, Commitments aggregating not less than one-third of the Total Commitments) that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to such Revolving Credit Advance or the Loan for Conversion Advance or that LIBOR does not accurately reflect the cost to such Interest Period (c) Banks of obtaining such deposits; the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers Parent and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10b) During the period of 10 days of after any Determination Notice being has been given by the Agent under clause 3.6.15.8(a), each Lender must Bank shall certify an alternative basis (the “Alternative "Substitute Basis”") for making available or, as the case may be, maintaining its Contribution. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Bank (the “Substitute Basis”including Additional Cost, if any) and certify the same equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, relevant Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 5.8 (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply andapply. (c) If, subject and whenever at any time prior to the other provisions making of this Agreementa Swingline Advance, the Commitment may again Swingline Bank gives notice to the Swingline Borrower and the Agent that deposits in Dollars are not available in the ordinary course of businesses in sufficient amounts to fund such Swingline Advance, Swingline Advances shall not be borrowed. Provided that made until the Banks shall try Swingline Bank gives notice to ensure that any loss suffered by the Borrowers as a result of contrary to the circumstances referred to above are kept to a minimumParent and the Agent.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) none or only one of the Banks supplies the Agent with a quotation for the purposes of calculating LIBOR (where such a quotation is required having regard to paragraph (b) of the definition of “LIBOR” in clause 1.2); or (c) the Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating not less than one-third (1/3) of the Loan (or, prior to the Drawdown Date of the first Advance to be drawn down from Banks with Commitments aggregating not less than one-third (1/3) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or part thereof or their Contributions to the Loan for such Interest Period (c) , the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Providers. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the its ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) ; the Agent must Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers by the Agent.Bank; 3.6.2 Within ten (10) days of any upon a Determination Notice being given by given, the Agent under clause 3.6.1Borrower and the Bank shall discuss the same in order to agree an alternative basis for maintaining the Loan, each Lender must but if they are unable to agree an alternative basis within 30 days of the date of the Determination Notice, then 40 after the Determination Notice being given, the Bank shall certify an alternative (such basis, or if agreed, the basis (agreed by the Bank and the Borrower, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lenderthe Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Each Substitute Basis”) and certify the same Basis certified to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to apply. If the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that Borrower does not agree with any loss suffered Substitute Basis certified by the Borrowers as a result Bank if there is no agreement between the parties, then the Borrower may prepay the Loan or the relevant part thereof, and the terms of the circumstances referred Clause 4.5 and 4.6 shall apply to above are kept to a minimum.any such prepayment

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) where applicable, none of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR; or (c) the Agent shall have received notification from a Lender or Lenders Banks whose aggregate Contributions are not less than one-third (1/3rd) of the Loan (or, prior to the first Drawdown Date, whose aggregate Commitments are not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Commitments or their Contributions to the Loan for such Interest Period (c) , or that LIBOR does not accurately reflect the cost to such Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for funding its Commitment or for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, (A) If at any time prior to the commencement of an Interest Period in respect of any Interest Period:Advance:- (ai) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; (ii) where applicable, none of the Reference Banks supplies the Facility Agent with a quotation for the purpose of calculating LIBOR; or (biii) the Facility Agent shall have received notification from a any Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Interbank Eurocurrency Market in the ordinary course of business in sufficient amounts to fund their Contributions its Contribution to the Loan for such Advance during such Interest Period (c) Period or, where applicable, that the arithmetic mean of the quotations for LIBOR supplied by the Reference Banks does not accurately reflect the cost to such Lender of obtaining such deposits during such Interest Period the Facility Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the LendersLenders and, if such Determination Notice is given in respect of an Advance prior to its drawdown hereunder, such Advance shall not be made. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. . (B) After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not Notice no further Advances may be borrowed until notice to the contrary is given to the Borrowers Borrower by the Facility Agent. 3.6.2 Within ten (10C) During the period of twenty (20) days following the giving of any Determination Notice being given by Notice, the Borrower, the Facility Agent under clause 3.6.1, and the Lenders shall negotiate in good faith in order to arrive at a mutually acceptable substitute basis for each Lender must certify to continue its Contribution to the Advance and, if within such twenty (20) day period the Borrower, the Facility Agent and the Lenders shall agree in writing upon such an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) the Substitute Basis shall be retroactive to and certify effective from the same first day of the relevant Interest Period. (D) If the Borrower, the Facility Agent and the Lenders fail to agree on a Substitute Basis within such twenty (20) day period, the Borrower shall pay interest on the Advance to each Lender at the rate certified by each such Lender and notified through the Facility Agent to the Borrowers and Borrower as being a reasonable interest rate reflecting the Lenders. The Substitute Basis so certified shall be binding upon cost to such Lender of funding its Contribution to such Advance during the Borrowers, and shall take effect in accordance with its terms period from the date specified of the relevant Determination Notice, plus the Applicable Margin, and such rate plus the Applicable Margin shall be the Substitute Basis. (E) So long as any Substitute Basis is in force, the Determination Notice until Facility Agent shall from time to time (but at least monthly) and in consultation with the Lenders review whether or not the circumstances are such time that such Substitute Basis is no longer necessary and, if the Facility Agent so determines it shall notify the Borrower and the Lenders that the Substitute Basis shall cease to be effective from such date as the Facility Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumreasonably specify.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) none or only one of the Banks supplies the Agent with a quotation for the purposes of calculating LIBOR (where such a quotation is required having regard to paragraph (b) of the definition of “LIBOR” in clause 1.2); or (c) the Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating not less than one-third (1/3rd) of the Loan (or, prior to the Drawdown Date of the first Advance to be drawn down from Banks with Commitments aggregating not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or part thereof or their Contributions to the Loan for such Interest Period (c) , the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Providers. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Payment Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Payment Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan or the Revolving Facility for such Interest Period (c) the Payment Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Payment Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Payment Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a an Applicable Margin above the cost of funds to such Lender. The Payment Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Payment Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers Borrower as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) where applicable none or only one of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR (being unable on reasonable grounds and not just unwilling to do so); or (c) the Agent shall have received notification from a Lender or Lenders with Contributions aggregating not less than one third (1/3rd) of the Loan or, prior to the first drawdown, from Lenders with Commitments aggregating not less than one-third (1/3rd) of the Total Commitment, that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or their Contributions to the Loan for such Interest Period (c) , the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers and to each of the LendersLenders and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must certify shall negotiate in good faith with the Borrowers (but without incurring any legal obligations) with a view to arriving at an alternative basis (the “Alternative "Substitute Basis”") for maintaining its Contributionthe Loan, failing which the Borrowers shall promptly, on first demand or within the time limit determined by the Agent, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrowers or any of them under the Security Documents. The Alternative In such a case the Borrowers shall pay to each Lender such amount as may be determined by each Lender to be necessary to compensate that Lender for the increased cost (if any) of maintaining the Loan during the period of negotiation referred to in this clause 3.6 until such prepayment. 3.6.3 Each Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Lender equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 3.5.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent Agent, acting on the instructions of the Lenders, shall have determined that adequate and fair means do not exist for ascertaining the applicable one of Cost of Funds and LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Interbank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 3.5.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever5.5.1 If and whenever, at any time prior to the commencement of any Interest Period, the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during for such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or the Lenders in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to the Lenders of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) 5.5.2 During the period of 15 days of after any Determination Notice being has been given by the Agent Lender under clause 3.6.15.5.1, each Lender must certify the Borrower shall enter into negotiations with a view to agreeing an alternative basis (the “Alternative Substitute Basis”) for making available or, as the case may be, maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same reasonably available to the Borrowers and Lenders equivalent to the LendersMargin. The Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 5.5.1 continues to exist (which the Agent shall do promptly upon any determination by the Agent that none of such circumstances continues to exist) whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject apply. 5.5.3 In the event that the Borrower and the Agent are unable to agree upon the Substitute Basis pursuant to the other provisions of this Agreementprocedure set out in clause 5.5.2, the Commitment may again Substitute Basis shall be borrowed. Provided that such alternative basis as the Banks Agent shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumcertify, acting reasonably.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Payment Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Payment Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Payment Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Payment Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Payment Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Payment Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Payment Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining the applicable one of Cost of Funds and LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. , Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period due to circumstances affecting the London interbank market generally (and provided always that if the screen rate referred to in paragraph (a) of the definition of LIBOR in clause 1.2 is available at any relevant time, no person may argue under this paragraph (a) that adequate and fair means did not exist for ascertaining LIBOR during the relevant Interest Period); or (b) where applicable the Reference Bank does not supply the Agent with a quotation for the purpose of calculating LIBOR; or (c) the Agent shall have received notification from a Lender or Lenders Banks whose aggregate Contributions are not less than fifty per cent (50%) of the Loan or, prior to the first drawdown, from Banks whose aggregate Commitments are not less than fifty per cent (50%) of the Total Commitment, that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Commitments or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed borrowed, until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten During the period of thirty (1030) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, the Borrowers and the Banks shall negotiate in good faith with a view to arriving at a mutually acceptable alternative basis for each Lender must Bank to maintain its Contribution. If, within such 30 day period, no such mutually acceptable alternative basis is reached for all the Banks, each Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds (including Mandatory Cost, if any) to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreementapply. For so long as any Substitute Basis is in force, the Commitment may again be borrowed. Provided Agent shall from time to time (but at least on a monthly basis) and in consultation with the Banks, review whether or not the circumstances that have caused the application of the Substitute Basis have ceased to exist, and if the Majority Banks and the Agent conclude that they have so ceased to exist and that such Substitute Basis shall no longer apply, the Agent shall notify the Borrowers and the Banks that the Banks Substitute Basis shall try case to ensure that any loss suffered by be effective from such date as the Borrowers as a result of the circumstances referred to above are kept to a minimumAgent shall reasonably specify.

Market disruption; non-availability. 3.6.1 Whenever, 3.4.1 If at any time prior to the commencement of any Interest Period: : (a) the Agent shall have determined Lender for any reason is unable to obtain Dollars in the London Interbank Market in order to fund the Loan (or any part of it) during that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or or (b) the Agent shall have received notification from a Lender or Lenders considers that deposits in USD are LIBOR would not available accurately reflect the cost to such Lender or Lenders in the London InterBank Market in the ordinary course it of business to fund their Contributions to funding the Loan for such (or any part of them) during that Interest Period (c) , then the Agent Lender must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the no Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentLender. 3.6.2 3.4.2 Within ten (10) days Banking Days of any Determination Notice being given by the Agent Lender under clause 3.6.13.4.1, each the Lender must certify an alternative basis in place of LIBOR (the “Alternative Basis”) for maintaining its Contributionthe Loan. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a the relevant Margin above the cost of funds to such the Lender. The Agent shall calculate the arithmetic mean of Once the Alternative Bases provided Basis has been received by the relevant Lenders Borrower, the Borrower and the Lender shall negotiate in good faith for a period of thirty (30) Banking Days in order to arrive at a mutually acceptable substitute basis for the Lender to continue to make available the Loan and, if within such thirty (30) Banking Day period the Borrower and the Lender shall agree in writing upon such an alternative basis (the “Substitute Basis”) the Substitute Basis should be retroactive to and certify effective from the same to first day of the Borrowers and the LendersInterest Period. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Lender notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3.4.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided If the Borrower does not agree the Substitute Basis, then the Borrower shall have the right to repay the Loan without any premium or penalty on the next Interest Payment Date after receiving notice of the Substitute Basis, together with accrued interest thereon payable to the Lender at the rate certified by the Lender and notified to the Borrower as being a reasonable interest reflecting the cost to the Lender of funding the Loan during the period ending on the date of such prepayment, plus the Margin. So long as any Substitute Basis is in force, the Lender shall from time to time (but at least monthly) review whether or not the circumstances are such that such Substitute Basis is no longer necessary and, if the Lender so determines it shall notify the Borrower that the Banks Substitute Basis shall try cease to ensure that any loss suffered by be effective from such date as the Borrowers as a result of the circumstances referred to above are kept to a minimumLender shall reasonably specify.

Market disruption; non-availability. 3.6.1 Whenever3.5.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive), that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender the Lenders with Contributions aggregating not less than fifty per cent. (50%) of the Contributions of all the Lenders (or Lenders prior to the first Drawdown Date, with Commitments aggregating not less than fifty per cent. (50%) of the Commitments of all the Commercial Lenders) that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Lenders of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice (and until the Agent notifies the Borrower that none of any other provision the circumstances specified in this clause 3.5.1 continues to exist) the undrawn amount of this Agreement, the Commitment Commitments of the Lenders shall not only be borrowed until notice (and the Advance may only be requested) if a New Lender Basis has been agreed pursuant to the contrary is given to the Borrowers by the Agentclause 3.5.2. 3.6.2 Within 3.5.2 During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.13.5.1, each Lender must that has notified the Agent thereunder, shall certify to the Agent an alternative basis (the “Alternative Basis”) for making available or, as the case may be, maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderLender equivalent to the Margin for the relevant Interest Period. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (rounded upwards, if not already such a multiple, to the “Substitute nearest whole multiple of one-sixteenth of one per cent.) (New Lender Basis”) and certify the same to the Borrowers Borrower and each of the Lenders. The Substitute New Lender Basis so certified shall be binding upon the Borrowers, Borrower and the affected Lenders and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3.5.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement for the Loan shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) where applicable, none of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR; or (c) the Agent shall have received notification from a Lender or Lenders Banks whose aggregate Contributions are not less than one-third (1/3rd) of the Loan (or, prior to the first Drawdown Date, whose aggregate Commitments are not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Commitments or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for funding its Commitment or for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever8.7.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) none or only one of the Reference Banks supply the Facility Agent with a quotation for the purposes of calculating LIBOR (where such a quotation is required having regard to the definition of LIBOR in clause 1.1 (Definitions)); or (c) the Facility Agent shall have received notification from a Lender or Lenders with Contributions aggregating not less than one-third (1/3rd) of the Loan that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Market interbank market in the ordinary course of business in sufficient amounts to fund the relevant Ship Loan or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Lenders of obtaining such deposits, the Facility Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, Notice the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Facility Agent. 3.6.2 Within 8.7.2 During the period of ten (10) days of after any Determination Notice being has been given by the Facility Agent under clause 3.6.18.7.1, each Lender must shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderLender equivalent to the Margin. The Facility Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Facility Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 8.7.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever3.7.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be prima facie evidence) that adequate and fair means do not exist for ascertaining LIBOR during such Interest PeriodPeriod in accordance with the definition of LIBOR in clause 1.2; or (b) where applicable, none of the Reference Banks supplies the Facility Agent with a quotation for the purpose of calculating LIBOR; or (c) the Facility Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating more than one third of the Loan (or, prior to the Drawdown Date, Commitments aggregating not less than one third of the Total Commitments) that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) Period or, where applicable in accordance with the definition of LIBOR in clause 1.2, that the arithmetic mean of the quotations for LIBOR supplied by the Reference Xxxxx does not accurately reflect the cost to such Banks of obtaining such deposits, the Facility Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers Borrower and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. . 3.7.2 After the giving of any Determination Notice, regardless the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Facility Agent. 3.6.2 Within 3.7.3 During the period of ten (10) days of after any Determination Notice being has been given by the Facility Agent under clause 3.6.1, 3.7.1 each Lender must affected Bank shall certify an alternative basis (the “Alternative "Substitute Basis”") for maintaining its Contribution. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds (including Additional Cost if any) to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Facility Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3. 7.1 continues to exist whereupon the normal interest rate fixing provisions of this the Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever7.7.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) none or only one of the Reference Banks supply the Facility Agent with a quotation for the purposes of calculating LIBOR (where such a quotation is required having regard to the definition of LIBOR in clause 1.1 (Definitions)); or (c) the Facility Agent shall have received notification from a Lender or Lenders with Contributions aggregating not less than one-third (1/3rd) of the Loan that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Market interbank market in the ordinary course of business in sufficient amounts to fund the relevant Ship Loan or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Lenders of obtaining such deposits, the Facility Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, Notice the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Facility Agent. 3.6.2 Within ten (10) days of any 7.7.2 After a Determination Notice being has been given by the Facility Agent under clause 3.6.1, 7.7.1: (a) each Lender must shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Lender equivalent to the Margin.; (b) the Facility Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The ; (c) if the any of the Borrowers so require, the Borrowers and the Facility Agent (acting on the instructions of the Lenders) shall enter into negotiations (for a period of not more than thirty (30) days) with a view to agreeing an alternative Substitute Basis for determining the rate of interest (the Revised Substitute Rate); and (d) the Substitute Basis so certified or (if an alternative Substitute Basis has been agreed to between all the Lenders and the Borrowers pursuant to clause 7.7.2(c) above) the Revised Substitute Rate shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Facility Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 7.7.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply. For the avoidance of doubt, the Substitute Basis shall apply and, subject if no Revised Substitute Rate has been agreed to between all the Lenders and the Borrowers prior to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result expiry of the circumstances referred to above are kept to a minimum30 day period described in clause 7.7.2(c) above.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR or (as the case may be) EURIBOR during such Interest Period; or (b) where applicable, the Reference Bank does not supply the Agent with a quotation for the purpose of calculating LIBOR or (as the case may be) EURIBOR; or (c) the Agent shall have received notification from a Lender one or Lenders more Banks, that deposits in USD Dollars are not available to such Lender Bank or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Bank or Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers Borrower, the Issuing Bank and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed and no further L/C shall be issued, until notice to the contrary is given to the Borrowers Borrower and the other Creditors by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “"Alternative Basis”") for funding its Commitment or maintaining its Contribution. The Alternative Basis may at the relevant Lender’s Bank's sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “"Substitute Basis”") and certify the same to the Borrowers Borrower and the LendersBanks. The Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the its ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) ; the Agent must Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers by the Agent.Bank; 3.6.2 Within ten (10) days of any upon a Determination Notice being given by given, the Agent under clause 3.6.1Borrower and the Bank shall discuss the same in order to agree an alternative basis for maintaining the Loan, each Lender must but if they are unable to agree an alternative basis within 30 days of the date of the Determination Notice, then 40 after the Determination Notice being given, the Bank shall certify an alternative (such basis, or if agreed, the basis (agreed by the Bank and the Borrower, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lenderthe Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Each Substitute Basis”) and certify the same Basis certified to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to apply. If the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that Borrower does not agree with any loss suffered Substitute Basis certified by the Borrowers as a result Bank if there is no agreement between the parties, then the Borrower may prepay the Loan or the relevant part thereof, and the terms of the circumstances referred Clause 4.5 and 4.6 shall apply to above are kept to a minimumany such prepayment.

Market disruption; non-availability. 3.6.1 Whenever, 3.5.1 If at any time prior to the commencement of any Interest Period: 19 (a) the Agent shall have determined Lender for any reason is unable to obtain Dollars in the London Interbank Market in order to fund the Loan (or any part of it) during that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or or (b) the Agent shall have received notification from a Lender or Lenders considers that deposits in USD are LIBOR would not available accurately reflect the cost to such Lender or Lenders in the London InterBank Market in the ordinary course it of business to fund their Contributions to funding the Loan for such (or any part of them) during that Interest Period (c) Period then the Agent Lender must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the no Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentLender. 3.6.2 3.5.2 Within ten (10) days Banking Days of any Determination Notice being given by the Agent Lender under clause 3.6.13.5.1, each the Lender must certify an alternative basis in place of LIBOR (the “Alternative Basis”) for maintaining its Contributionthe Loan. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a the relevant Margin above the cost of funds to such the Lender. The Agent shall calculate the arithmetic mean of Once the Alternative Bases provided Basis has been received by the relevant Lenders Borrower, the Borrower and the Lender shall negotiate in good faith for a period of thirty (30) Banking Days in order to arrive at a mutually acceptable substitute basis for the Lender to continue to make available the Loan and, if within such thirty (30) Banking Day period the Borrower and the Lender shall agree in writing upon such an alternative basis (the “Substitute Basis”) the Substitute Basis should be retroactive to and certify effective from the same to first day of the Borrowers and the Lendersrelevant Interest Period. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Lender notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3.5.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided If the Borrower does not agree the Substitute Basis, then the Borrower shall have the right to repay the Loan without any premium or penalty on the next Interest Payment Date after receiving notice of the Substitute Basis, together with accrued interest thereon payable to the Lender at the rate certified by the Lender and notified to the Borrower as being a reasonable interest reflecting the cost to the Lender of funding the Loan during the period ending on the date of such prepayment, plus the Margin. So long as any Substitute Basis is in force, the Lender shall from time to time (but at least monthly) review whether or not the circumstances are such that such Substitute Basis is no longer necessary and, if the Lender so determines it shall notify the Borrower that the Banks Substitute Basis shall try cease to ensure that any loss suffered by be effective from such date as the Borrowers as a result of the circumstances referred to above are kept to a minimumLender shall reasonably specify.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive): (i) that adequate and fair means do not exist for ascertaining LIBOR LIBOR, during such said Interest Period; or , or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally, it is impracticable for the Bank to advance the Commitment or fund or continue to fund their Contributions to the Loan during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within (b) During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify sub-Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving at an acceptable alternative basis (the “Alternative "Substitute Basis”) "), for maintaining its Contributionthe Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrower under the Security Documents and the Commitment shall be reduced to zero. In such case the Borrower shall also reimburse to the Bank such amount as may be determined by the Bank to be necessary to compensate it for the increased cost (if any) of maintaining the Loan during the period of negotiation referred to in this Clause 3.6 until such prepayment. In case the Bank agrees to a Substitute Basis for funding the Loan the Bank shall certify such Substitute Basis to the Borrower. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periodsperiod(s), alternative currencies or alternative rates of interest but shall include a the Margin above the cost of funds to such Lenderthe Bank. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 sub-Clause 3.6 (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) Period the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the any undrawn Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten two (102) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The 19 Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent shall have reasonably determined (which determination shall, in the absence of manifest error, be conclusive): (i) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (bii) where applicable, none or only one of the Reference Lenders supplies the Agent with a quotation for the purpose of calculating LIBOR; or (iii) the Agent shall have received notification from a any Lender or Lenders that deposits in USD Dollars are not available to such Lender or the Lenders in the London InterBank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan its Contribution for such Interest Period; or (civ) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for that Interest Period to all Lenders, the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment Facility shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10b) During the period of 10 days of after any Determination Notice being has been given by the Agent under clause 3.6.1Clause 3.6(a), each Lender must certify the Lenders and the Borrowers shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving to an acceptable alternative basis (the “Alternative "Substitute Basis”") for maintaining its Contributionthe Loan failing which the Borrowers shall promptly, on first demand or within the time limit which may be determined by the Agent, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrowers under the Security Documents and the Total Commitment shall be reduced to zero. In such case the Borrowers shall also reimburse to the Lenders such amount as may be determined by the Agent to be necessary to compensate them for the increased cost (if any) of maintaining the Loan during the period of negotiation referred to in this Clause 3.6 until such prepayment. In case the Lenders agree to a Substitute Basis for funding the Loan, the Agent shall certify such Substitute Basis to the Borrowers. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 Clause 3.6 (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) (i) that adequate and fair means do not exist for ascertaining LIBOR in respect of Dollars during such said Interest Period; or Period or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally it is impracticable for the Bank to advance the Commitment (or any part thereof) or fund or continue to fund their Contributions to the Loan during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the AgentBank. 3.6.2 Within (b) During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify Clause 3.6 (a) the Bank and the Borrowers shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving to an acceptable alternative basis (the “Alternative Substitute Basis”) ), for maintaining its Contributionthe Loan, failing which the Borrowers shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrowers under the Security Documents and the Commitment shall be reduced to zero. In such case the Borrowers shall also reimburse to the Bank such amount as may be determined by the Bank to be necessary to compensate it for the increased cost (if any) of maintaining the Loan during the period of negotiation referred to in this Clause 3.6 until such prepayment. In case the Bank agrees to a Substitute Basis for funding the Loan the Bank shall certify such Substitute Basis to the Borrowers. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periodsperiod(s), alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 3.6(a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever3.5.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining calculating LIBOR during such in relation to that Interest Period; or (b) no offered rate for deposits of the relevant currency is displayed as contemplated in paragraph (a) of the definition of “LIBOR” and none or only one of the Reference Banks quotes a rate to the Facility Agent for the purpose of calculating LIBOR pursuant to paragraph (b) of the definition of “LIBOR”; or (c) the Facility Agent shall have received notification from a Lender one or Lenders more Banks the aggregate of whose Contributions at that time exceeds thirty three point three three per cent (33.33%) of the total of the Credit at that time (the “affected Banks”) that deposits in USD Dollars are not available to such Lender or Lenders that Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to its Contribution for that Interest Period or that the Loan offered rate for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars deposits of the relevant circumstances giving rise to its issue. After currency displayed as contemplated in paragraph (a) of the giving definition of any Determination Notice“LIBOR” or, regardless of any other provision of this Agreementas the case may be, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers rates quoted by the Agent.Reference Banks for the purpose of calculating LIBOR pursuant to paragraph (b) of the definition of “LIBOR” do not accurately reflect the cost to that Bank of obtaining those deposits, 3.6.2 Within 3.5.2 During the period of ten (10) days of after any Determination Notice being has been given by the Facility Agent under pursuant to clause 3.6.13.5.1, each Lender must affected Bank shall certify in good faith an alternative basis (the “Alternative Substitute Basis”) for maintaining its Contribution. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or and/or alternative rates of interest but and shall include a Margin margin above the cost to that affected Bank of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same maintaining its Contribution equivalent to the Borrowers Margin applicable at that time in relation to that affected Bank’s Contribution and the Lendersany Mandatory Cost applicable at that time in relation to that affected Bank’s Contribution. The Each Substitute Basis so certified shall be binding upon each of the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the on which that Determination Notice until such time as is given by the Facility Agent until, in relation to each affected Bank and its Contribution, the date on which that affected Bank notifies the Borrowers Facility Agent and the Bluewater Agent that none of the circumstances specified in clause 3.6.1 3.5.1 continues to exist whereupon or, if later, the normal date on which the then current interest rate fixing provisions of this Agreement shall again apply and, subject period in relation to the other provisions of this AgreementSubstitute Basis expires, the Commitment may whereupon clauses 3.1 and 3.2 shall once again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) (i) that adequate and fair means do not exist for ascertaining LIBOR in respect of Dollars during such said Interest Period; or Period or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting materially the London Interbank Market generally with a result that the Bank has no other alternative but to refuse to advance the Commitment or fund or continue to fund their Contributions the Loan — and for such non availability evidence to be provided during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within (b) During the Period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving to an acceptable alternative basis (the basis(the “Alternative Substitute Basis”) ), for maintaining its Contributionthe Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrower under the Security Documents and the Commitment shall be reduced to zero. In case the Bank agrees to a Substitute Basis for funding the Loan the Bank shall certify such Substitute Basis to the Borrower. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periodsperiod, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the Lendersapplicable Margin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3.6(a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender Banks whose aggregate Contributions are not less than one-third (1/3rd) of the Loan or Lenders (prior to the Drawdown Date whose aggregate Commitments are not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or their Contributions to the Loan for such Interest Period (c) , the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for funding its Commitment and/or for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the LendersBanks. The Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; (b) (if Reference Bank quotations are requested having regard to the definition of “LIBOR” in clause 1.2) that none or only one of the Reference Banks supplies the Agent with a quotation for the purposes of calculating LIBOR; or (bc) the Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating not less than one-third (1/3rd) of the Loan (or, prior to the first drawdown, from Banks with Commitments aggregating not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund an Advance or their Contributions to the Loan for such Interest Period (c) , the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Payment Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Payment Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Payment Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Payment Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Payment Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Payment Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Payment Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) where applicable, none or only one of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR; or (c) the Agent shall have received notification from a Lender or Lenders Banks whose aggregate Contributions are not less than twenty per cent (20%) of the Loan (or, prior to the first Drawdown Date, whose aggregate Commitments are not less than twenty per cent (20%) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Commitments or their Contributions to the Loan for such Interest Period (c) , or that LIBOR does not accurately reflect the cost to such Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “"Alternative Basis”") for funding its Commitment or for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s Bank's sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds (including Mandatory Cost, if any) to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders Banks (the “"Substitute Basis”") and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the its ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period; or (c) that the Agent must rate at which deposits in USD are being offered to the Bank in the Loan Interbank Market would not adequately reflect the cost to the Bank of making, funding the Commitment or the Loan or any part thereof for the duration of that Interest Period. the Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issueissue and providing supporting documentation in respect of any such cost. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers by the Agent.Bank; 3.6.2 Within upon a Determination Notice being given, the Borrowers and the Bank shall discuss the same in order to agree an alternative basis for maintaining the Loan, but if they are unable to agree an alternative basis within five (5 ) days of the date of the Determination Notice, then ten (10) days of any after the Determination Notice being given by given, the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative (such basis, or if agreed, the basis (agreed by the Bank and the Borrowers, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lenderthe Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Each Substitute Basis”) and certify the same Basis certified to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to apply. If the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that Borrowers do not agree with any loss suffered Substitute Basis certified by the Bank if there is no agreement between the parties, then the Borrowers as a result may prepay the Loan or the relevant part thereof, and the terms of the circumstances referred Clause 4.5 and 4.6 shall apply to above are kept to a minimumany such prepayment.

Market disruption; non-availability. 3.6.1 Whenever5.8.1 If and whenever, at any time prior to the commencement making of any Interest Perioda Revolving Credit Advance: (a) (at a time when Reference Bank quotations are required having regard to the definition of "LIBOR" or "EURIBOR" in clause 1.2) the Agent shall have determined determined, after consultation with the Reference Banks (which determination shall, in the absence of manifest error, be conclusive), that adequate and fair means do not exist for ascertaining LIBOR or EURIBOR during such Interest PeriodRevolving Credit Term; or (b) none or only one of the Reference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR or EURIBOR (where such a quotation is required having regard to the definition of "LIBOR" or "EURIBOR" in clause 1.2); or (c) the Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating not less than one-third of the total of the relevant Revolving Credit Advance that deposits in USD Sterling or the relevant Optional Currency (as applicable) are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to such Revolving Credit Advance or that LIBOR or, as relevant, EURIBOR does not accurately reflect the Loan for cost to such Interest Period (c) Banks of obtaining such deposits; the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers Parent and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10) 5.8.2 During the period of 10 days of after any Determination Notice being has been given by the Agent under clause 3.6.15.8.1, each Lender must Bank shall certify an alternative basis (the “Alternative "Substitute Basis”") for making available or, as the case may be, maintaining its Contribution. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Bank (the “Substitute Basis”including Additional Cost, if any) and certify the same equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, relevant Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 5.8.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply andapply. 5.8.3 If, subject and whenever at any time prior to the other provisions making of this Agreementa Swingline Advance, the Commitment may again Swingline Bank gives notice to the Swingline Borrower and the Agent that deposits in Dollars are not available in the ordinary course of businesses in sufficient amounts to fund such Swingline Advance, Swingline Advances shall not be borrowed. Provided that made until the Banks shall try Swingline Bank gives notice to ensure that any loss suffered by the Borrowers as a result of contrary to the circumstances referred to above are kept to a minimumParent and the Agent.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive): (a) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from any of the Banks (a Lender or Lenders copy of which notification shall be provided by the Agent to the Borrower on request) that deposits in USD Dollars are not available to such Lender or Lenders in the London InterBank Market Bank(s) in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period Period or, where applicable, that the quotation for LIBOR (ctogether with (where applicable) the normal spread being paid by any such Bank in respect of Dollar borrowings) does not accurately reflect the cost to such Bank(s) of obtaining such deposit, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment Commitments of all the Banks shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank may certify an alternative basis (the “Alternative Substitute Basis”) for maintaining its Contribution. The Alternative A Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the that Determination Notice until such time as the Agent either each Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to or a further Determination Notice is issued whereupon a new Substitute Basis shall apply in accordance with the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumclause 3.6.2.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period:, the Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive): (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest PeriodPeriod or that LIBOR does not accurately reflect the cost to the Bank of obtaining such deposits; or (b) that by reason of circumstances affecting the Agent shall have received notification from a Lender London Interbank Market generally, it is impracticable for the Bank to draw down, fund or Lenders continue to fund the Commitment, the Loan or any part of it; or (c) that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the Agent must promptly cost to the Bank of obtaining such deposits from whichever source the Lender may select in its sole discretion, the Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must the Bank shall certify an alternative basis (the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same Bank equivalent to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this the Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR or (as the case may be) EURIBOR during such Interest Period; or (b) where applicable, the Reference Bank does not supply the Agent with a quotation for the purpose of calculating LIBOR or (as the case may be) EURIBOR; or (c) the Agent shall have received notification from a Lender one or Lenders more Banks, that deposits in USD Dollars are not available to such Lender Bank or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or their Contributions to the Loan for such Interest Period (c) Period or that LIBOR does not accurately reflect the cost to such Bank or Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers Borrower, the Issuing Bank and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed and no further UC shall be issued, until notice to the contrary is given to the Borrowers Borrower and the other Creditors by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “"Alternative Basis”") for funding its Commitment or maintaining its Contribution. The Alternative Basis may at the relevant Lender’s Bank's sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “"Substitute Basis”") and certify the same to the Borrowers Borrower and the LendersBanks. The Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining the applicable one of Cost of Funds and LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Facility Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Facility Agent shall have received notification from Lenders with Contributions aggregating not less than 27.25% of the Loan (or prior to the first Drawdown Date, with Commitments aggregating not less than 27.25% of the Total Commitments for all Ships) that deposits in Dollars are not available to such Lenders in the London Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions for such Interest Period; or (c) the Facility Agent shall have received notification from a Lender or Lenders that deposits in USD are not available the cost to such Lender or Lenders of obtaining deposits in Dollars in the London InterBank Interbank Market in the ordinary course of business to fund their Contributions to exceeds LIBOR, the Loan for such Interest Period (c) the Facility Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersLenders and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice (and until the Facility Agent notifies the Borrowers that none of any other provision the circumstances specified in clause 3.5.1 continues to exist) the undrawn amount of this Agreement, the Commitment Total Commitments for all the Ships shall not be borrowed until notice to the contrary is given to the Borrowers by the Facility Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Facility Agent under clause 3.6.1, each Lender must shall certify to the Facility Agent an alternative basis (the “Alternative Basis”) for making available or, as the case may be, maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole and unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderLender equivalent to the Commercial Lenders Margin, if such Lender is a Commercial Lender or to the KEXIM Margin, if such Lender is KEXIM. The Facility Agent shall calculate the arithmetic mean of the each Alternative Bases Basis provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Lenders and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Facility Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of for this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) Period the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the any undrawn Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten two (102) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement Clause 3.1 shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive): (i) that adequate and fair means do not exist for ascertaining LIBOR Libor in respect of Optional Currency in which the Loan is at the time denominated, during such said Interest Period; or , or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD relevant Optional Currency in which the Loan is at the time denominated are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally, it is impracticable for the Bank to advance the Commitment or fund or continue to fund their Contributions to the Loan during any Interest Period or (iv) that Libor in respect of the Optional Currency in which the Loan is at the time denominated for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within (b) During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify sub-Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving at an acceptable alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”), for maintaining the Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and certify all other sums payable by the same to Borrower under the Borrowers Security Documents and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 the (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement start of any Interest Period, the Bank determines that: (a) the Agent shall have determined that no LIBOR rate is quoted or available; or (b) adequate and fair means do not exist for ascertaining determining LIBOR during such Interest Period; or (bc) the Agent shall have received notification from a Lender or Lenders that cost to it of obtaining matching deposits in USD are not available to such Lender or Lenders in the London InterBank Interbank Market would be in excess of LIBOR; the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must Bank shall promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrowers. A Determination Notice shall contain particulars give brief details of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice any undrawn amount of any other provision of this Agreement, the Commitment shall may not be borrowed until notice to the contrary is given to the Borrowers by the Agent.Bank; 3.6.2 Within ten (10) days of any upon a Determination Notice being given by given, the Agent under clause 3.6.1Borrowers and the Bank shall discuss the same in good faith in order to agree an alternative basis for maintaining the Loan, each Lender must but if they are unable to agree an alternative basis within 30 days of the date of the Determination Notice, then 40 days after the Determination Notice being given, the Bank shall certify an alternative basis (such basis, or if agreed, the basis agreed by the Bank and the Borrowers, the “Alternative Substitute Basis”) for maintaining its Contributionthe Loan. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies periods or alternative rates of interest but shall must include a Margin margin above the cost of funds to such Lenderthe Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Each Substitute Basis”) and certify the same Basis certified to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and or agreed shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply. If the Borrowers do not agree with any Substitute Basis certified by the Bank if there is no agreement between the parties, then the Borrower may prepay the Loan in full and the rates of interest which shall apply and, subject shall be the rate of interest which applied to the other provisions Interest Period preceding the Determination Notice, and the terms of this Agreement, the Commitment may again be borrowed. Provided that the Banks Clause 4.6 and 4.7 shall try apply to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.such prepayment

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) (i) that adequate and fair means do not exist for ascertaining LIBOR in respect of Dollars during such said Interest Period; or Period or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally it is impracticable for the Bank to advance the Commitment or fund or continue to fund their Contributions to the Loan during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within (b) During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify sub-Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving at an acceptable alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”), for maintaining the Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 all other (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) (i) that adequate and fair means do not exist for ascertaining LIBOR in respect of Dollars during such said Interest Period; or Period or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally it is impracticable for the Bank to advance the Commitment or fund or continue to fund their Contributions to an Advance or the Loan during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall the Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the AgentBank. 3.6.2 Within (a) During the Period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving to an acceptable alternative basis (the “Alternative Substitute Basis”) ), for maintaining its Contributionthe Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and all other sums payable by the Borrower under the Security Documents and the Commitment shall be reduced to zero. In case the Bank agrees to a Substitute Basis for funding the Loan the Bank shall certify such Substitute Basis to the Borrower. The Alternative Substitute Basis may at the relevant Lender’s sole discretion include (without limitation) include alternative interest periodsperiod, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by Bank equivalent to the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the LendersMargin. The Each Substitute Basis so certified shall be binding upon the Borrowers, Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent Bank notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 3.6(a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Reference Bank does not supply the Agent with a quotation for the purposes of calculating LIBOR (where such a quotation is required having regard to paragraph (b) of the definition of "LIBOR" in clause 1.2); or (c) the Agent shall have received notification from a Lender Banks whose aggregate Contributions are not less than one third (1/3rd) of the Loan or Lenders (prior to the first Drawdown Date) whose aggregate Commitments are not less than one third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Commitments or their Contributions to the Loan for such Interest Period (c) , or that LIBOR does not accurately reflect the cost to such Banks of obtaining such deposits, the Agent must promptly shall forthwith give notice (a “"Determination Notice”") thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “"Alternative Basis”") for funding its Commitment and/or for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s Bank's sole and unfettered discretion include (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank (including Mandatory Cost, if any) equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders Banks (the “"Substitute Basis”") and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 Whenever(a) If and whenever, at any time prior to the commencement of any Interest Period: (a) , the Agent Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) (i) that adequate and fair means do not exist for ascertaining LIBOR in respect of Dollars during such said Interest Period; or Period or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD Dollars are not available to such Lender or Lenders the Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts for any Interest Period or (iii) that by reason of circumstances affecting the London Interbank Market generally it is impracticable for the Bank to advance the Facility or fund or continue to fund their Contributions to the Loan during any Interest Period or (iv) that LIBOR for that Interest Period will not adequately reflect the cost of funding of the Loan for such that Interest Period (c) , the Agent must promptly Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBorrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Commitment Facility shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent.Bank 3.6.2 Within (b) During the period of ten (10) days of after any Determination Notice being has been given by the Agent Bank under clause 3.6.1, each Lender must certify sub-Clause 3.6 (a) the Bank and the Borrower shall negotiate in good faith (but without incurring any legal obligations) with a view to arriving at an acceptable alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”), for maintaining the Loan, failing which the Borrower shall promptly, on first demand or within the time limit which may be determined by the Bank, prepay the Loan together with accrued interest thereon to the date of prepayment (calculated at the rate or rates most lately applicable to the Loan) and certify all other sums payable by the same to Borrower under the Borrowers Security Documents and the Lenders. The Substitute Basis so certified Facility shall be binding upon reduced to zero. In such case the Borrowers, and Borrower shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 also reimburse to the (a) continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.apply

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) Period the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the any undrawn Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten two (102) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (ai) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (bii) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan or the Revolving Facility for such Interest Period (c) Period the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Available Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its ContributionContribution to the relevant one of the Loan and/or the relevant Revolving Advances. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a an Applicable Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Available Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 WheneverIf and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders Banks with Contributions aggregating not less than one-third (1/3rd) of the Loan (or, prior to the Drawdown Date of the first Advance to be drawn down, from Banks with Commitments aggregating not less than one-third (1/3rd) of the Total Commitment), that deposits in USD Dollars are not available to such Lender or Lenders Banks in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or part thereof or their Contributions to the Loan for such Interest Period; or (c) that the cost to such Banks of obtaining such deposits exceeds LIBOR, the Agent must promptly shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the LendersBanks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within During the period of ten (10) days of after any Determination Notice being has been given by the Agent under clause 3.6.1, each Lender must Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole and unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the three point seven five per cent (3.75%) per annum. The Agent shall calculate the arithmetic mean of the each Alternative Bases Basis provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrowers, the Banks and the LendersSwap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimumapply.

Market disruption; non-availability. 3.6.1 3.5.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining the applicable one of Cost of Funds and LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 3.5.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining the applicable one of Cost of Funds and LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers and the Lenders. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders any Bank that deposits in USD are not available to such Lender or Lenders Bank in the London InterBank Interbank Market in the ordinary course of business in sufficient amounts to fund their Contributions to the Loan or its Contribution for such Interest Period (c) , the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the LendersBanks. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless Notice the undrawn amount of any other provision of this Agreement, the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender Bank must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant LenderBank’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin margin above the cost of funds to such LenderBank equivalent to the Margin. The Agent shall calculate the arithmetic mean of the Alternative Bases Basis’ provided by the relevant Lenders Banks (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the LendersBanks. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers Borrower as a result of the circumstances referred to above are kept to a minimum.

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from a Lender or Lenders that deposits in USD are not available to such Lender or Lenders in the London InterBank Market in the ordinary course of business to fund their Contributions to the Loan for such Interest Period (c) the Agent must promptly give notice (a “Determination Notice”) thereof to the Borrowers Borrower and to each of the Lenders. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice, regardless of any other provision of this Agreement, the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers Borrower by the Agent. 3.6.2 Within ten (10) days of any Determination Notice being given by the Agent under clause 3.6.1, each Lender must certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Lender’s sole discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a Margin above the cost of funds to such Lender. The Agent shall calculate the arithmetic mean of the Alternative Bases provided by the relevant Lenders (the “Substitute Basis”) and certify the same to the Borrowers Borrower and the Lenders. The Substitute Basis so certified shall be binding upon the BorrowersBorrower, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply and, subject to the other provisions of this Agreement, the Commitment may again be borrowed. Provided that the Banks shall try to ensure that any loss suffered by the Borrowers Borrower as a result of the circumstances referred to above are kept to a minimum.