Common use of Multicurrency Facility Revolving Loans Clause in Contracts

Multicurrency Facility Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Multicurrency Facility Lender severally agrees to make, at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolving Loan Maturity Date, (I) a revolving loan or revolving loans to BFPH (each, a "BFPH Multicurrency Facility Revolving Loan" and, collectively, the "BFPH Multicurrency Facility Revolving Loans") and (II) a revolving loan or revolving loans to the U.K. Borrowers (on a joint and several basis) (each, a "U.K. Borrowers Multicurrency Facility Revolving Loan" and, collectively, the "U.K. Borrowers Multicurrency Facility Revolving Loans" and with the revolving loans made to BFPH or the U.K. Borrowers pursuant to this Section 1.01(c)(ii) being each called a "Multicurrency Facility Revolving Loan" and, collectively, the "Multicurrency Facility Revolving Loans" and, together with the Dollar Facility Revolving Loans, the "Revolving Loans"), which Multicurrency Facility Revolving Loans (v) shall be made and maintained in the respective Available Currency elected by BFPH or the U.K. Borrowers, as the case may be, (w) except as hereafter provided, shall, at the option of BFPH or the U.K. Borrowers, be incurred and maintained as and/or converted into, one or more Borrowings of Base Rate Loans, Eurodollar Loans, Sterling Revolving Loans or Euro Revolving Loans, PROVIDED that, (A) except as otherwise specifically provided in Section 1.10(b), all Multicurrency Facility Revolving Loans made as part of the same Borrowing shall at all times consist of Multicurrency Facility Revolving Loans of the same Type, and (B) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (B) shall no longer be applicable), (1) no more than three Borrowings of Multicurrency Facility Revolving Loans to be maintained as Eurodollar Loans may be incurred prior to the 90th day after the Initial Borrowing Date (or, if later, the last day of the Interest Period applicable to the third Borrowing of Eurodollar Loans referred to below), each of which Borrowings of Eurodollar Loans may only have an Interest Period of one month, and the first of which Borrowings may only be made on the same date as the initial Borrowing of Tranche A Term Loans that are maintained as Eurodollar Loans, the second of which Borrowings may only be made on the last day of the Interest Period of the first such Borrowing and the third of which Borrowings may only be made on the last day of the Interest Period of the second such Borrowing and (2) all Borrowings of Sterling Revolving Loans and Euro Revolving Loans shall have Interest Periods of one week or one month, as selected by BFPH or the U.K. Borrowers, as the case may be, (x) may be repaid and reborrowed in accordance with the provisions hereof, (y) shall not be made (and shall not be required to be made) by any Multicurrency Facility Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Individual Multicurrency Facility Exposure of such Multicurrency Facility Lender to exceed the amount of its Available Multicurrency Facility Revolving Loan Commitment at such time and (z) shall not be made (and shall not be required to be made) by any Multicurrency Facility Lender if the making of same would cause the Aggregate Multicurrency Facility Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed the Total Available Multicurrency Facility Revolving Loan Commitment as then in effect. The proceeds of each U.K. Borrowers Multicurrency Facility Revolving Loan shall be made available to the U.K. Borrowers as directed by any one of them (with the proceeds to be used by one or more of the U.K. Borrowers as they may determine), it being understood and agreed that U.K. Borrowers shall be jointly and severally obligated with respect to each U.K. Borrowers' Multicurrency Facility Revolving Loan for the repayment thereof and all amounts owing with respect thereto. The U.K. Borrowers shall have no liability with respect to any BFPH Multicurrency Facility Revolving Loans which may be extended to, and which shall constitute obligations of, BFPH. Notwithstanding anything to the contrary contained above in this Section 1.01(c)(ii), in no event shall any U.K. Borrower be permitted to incur any U.K. Borrowers Multicurrency Facility Revolving Loan prior to the completion of the actions required to be taken by the U.K. Credit Parties pursuant to Section 13.21(c).

Multicurrency Facility Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Multicurrency Facility RL Lender severally agrees to make, at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolving Loan Maturity Date, (I) a revolving loan or revolving loans to BFPH the U.S. Borrower (each, a "BFPH U.S. Borrower Multicurrency Facility Revolving Loan" and, collectively, the "BFPH U.S. Borrower Multicurrency Facility Revolving Loans") and (II) a revolving loan or revolving loans to the U.K. Borrowers (on a joint and several basis) Bermuda Borrower (each, a "U.K. Borrowers Bermuda Borrower Multicurrency Facility Revolving Loan" and, collectively, the "U.K. Borrowers Bermuda Borrower Multicurrency Facility Revolving Loans" and with the revolving loans made to BFPH the U.S. Borrower or the U.K. Borrowers Bermuda Borrower pursuant to this Section 1.01(c)(ii1.01(c) being each called a "Multicurrency Facility Revolving Loan" and, collectively, the "Multicurrency Facility Revolving Loans" and, together with the Dollar Facility Revolving Loans, the "Revolving Loans"), which Multicurrency Facility Revolving Loans Loans: (vi) shall (subject to Section 1.14) be made and maintained in the respective Available Currency elected by BFPH the U.S. Borrower or the U.K. BorrowersBermuda Borrower, as the case may be, ; (wii) except as hereafter provided, shall, at the option of BFPH the U.S. Borrower or the U.K. BorrowersBermuda Borrower, be incurred and maintained as as, and/or converted into, one or more Borrowings of Base Rate Loans, Eurodollar Loans, Sterling Revolving Loans or Euro Denominated Revolving Loans, PROVIDED that, provided that (A) except as otherwise specifically provided in Section 1.10(b), all Multicurrency Facility Revolving Loans made as part of the same Borrowing shall at all times consist of Multicurrency Facility Revolving Loans of the same Type, and (B) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (B) shall no longer be applicable), (1) no more than three Borrowings of Multicurrency Facility Revolving Loans to be maintained as Eurodollar Loans may be incurred prior to the 90th day after the Initial Borrowing Date (or, if later, the last day of the Interest Period applicable to the third Borrowing of Eurodollar Loans referred to below), each of which Borrowings of Eurodollar Loans may only have an Interest Period of one month, and the first of which Borrowings may only be made on the same date as the initial Borrowing of Tranche A Term Loans that are maintained as Eurodollar Loans, the second of which Borrowings may only be made on the last day of the Interest Period of the first such Borrowing and the third of which Borrowings may only be made on the last day of the Interest Period of the second such Borrowing and (2) all Borrowings of Sterling Revolving Loans and Euro Denominated Revolving Loans shall have Interest Periods of one week or one month, as selected by BFPH or the U.K. Borrowers, as the case may be, week; (xiii) may be repaid and reborrowed in accordance with the provisions hereof, ; (yiv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Individual Multicurrency Facility RL Exposure of such Multicurrency Facility RL Lender to exceed the amount of its Available Multicurrency Facility Revolving Loan Commitment at such time and time; (zv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender if the making of same would cause the Aggregate Multicurrency Facility RL Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed the Total Available Multicurrency Facility Revolving Loan Commitment as then in effect. The ; and (vi) in the case of any Borrowing of U.S. Borrower Multicurrency Facility Revolving Loans, shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender if the making of same would cause the Aggregate U.S. Borrower Multicurrency Facility RL Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed $50,000,000; provided, that each U.K. Borrowers Multicurrency Facility Revolving Loan made to the Bermuda Borrower prior to the First Amendment Effective Date, and outstanding on the First Amendment Effective Date, shall be made available to the U.K. Borrowers as directed by any one of them (with the proceeds deemed to be used by one or more of the U.K. Borrowers as they may determine), it being understood and agreed that U.K. Borrowers shall be jointly and severally obligated with respect to each U.K. Borrowers' a Bermuda Borrower Multicurrency Facility Revolving Loan for all purposes of this Agreement and the repayment thereof and all amounts owing with respect theretoother Credit Documents following the First Amendment Effective Date. The U.K. Borrowers Bermuda Borrower shall have no liability with respect to any BFPH U.S. Borrower Multicurrency Facility Revolving Loans which may be extended to, and which shall constitute obligations of, BFPHthe U.S. Borrower.". 2. Notwithstanding anything to the contrary contained above in this Section 1.01(c)(ii), in no event shall any U.K. Borrower be permitted to incur any U.K. Borrowers Multicurrency Facility Revolving Loan prior to the completion 1.01(e) of the actions required to be taken Credit Agreement is hereby amended by deleting said Section in its entirety and inserting the U.K. Credit Parties pursuant to following new Section 13.21(c).1.01(e) in lieu thereof:

Multicurrency Facility Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Multicurrency Facility RL Lender severally agrees to make, at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolving Loan Maturity Date, (I) a revolving loan or revolving loans to BFPH (each, a "BFPH Multicurrency Facility Revolving Loan" and, collectively, the "BFPH Multicurrency Facility Revolving Loans") and (II) a revolving loan or revolving loans to the U.K. Borrowers (on a joint and several basis) Bermuda Borrower (each, a "U.K. Borrowers Multicurrency Facility Revolving Loan" and, collectively, the "U.K. Borrowers Multicurrency Facility Revolving Loans" and with the revolving loans made to BFPH or the U.K. Borrowers pursuant to this Section 1.01(c)(ii) being each called a "Multicurrency Facility Revolving Loan" and, collectively, the "Multicurrency Facility Revolving Loans" and, together with the Dollar Facility Revolving Loans, the "Revolving Loans"), which Multicurrency Facility Revolving Loans Loans: (vi) shall (subject to Section 1.14) be made and maintained in the respective Available Currency elected by BFPH or the U.K. Borrowers, as the case may be, Bermuda Borrower; (wii) except as hereafter provided, shall, at the option of BFPH or the U.K. BorrowersBermuda Borrower, be incurred and maintained as as, and/or converted into, one or more Borrowings of Base Rate Loans, Eurodollar Loans, Sterling Revolving Loans or Euro Denominated Revolving Loans, PROVIDED that, provided that (A) except as otherwise specifically provided in Section 1.10(b), all Multicurrency Facility Revolving Loans made as part of the same Borrowing shall at all times consist of Multicurrency Facility Revolving Loans of the same Type, and (B) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (B) shall no longer be applicable), (1) no more than three Borrowings of Multicurrency Facility Revolving Loans to be maintained as Eurodollar Loans may be incurred prior to the 90th day after the Initial Borrowing Date (or, if later, the last day of the Interest Period applicable to the third Borrowing of Eurodollar Loans referred to below), each of which Borrowings of Eurodollar Loans may only have an Interest Period of one month, and the first of which Borrowings may only be made on the same date as the initial Borrowing of Tranche A Term Loans that are maintained as Eurodollar Loans, the second of which Borrowings may only be made on the last day of the Interest Period of the first such Borrowing and the third of which Borrowings may only be made on the last day of the Interest Period of the second such Borrowing and (2) all Borrowings of Sterling Revolving Loans and Euro Denominated Revolving Loans shall have Interest Periods of one week or one month, as selected by BFPH or the U.K. Borrowers, as the case may be, week; (xiii) may be repaid and reborrowed in accordance with the provisions hereof, ; (yiv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Individual Multicurrency Facility RL Exposure of such Multicurrency Facility RL Lender to exceed the amount of its Available Multicurrency Facility Revolving Loan Commitment at such time and time; and (zv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender if the making of same would cause the Aggregate Multicurrency Facility RL Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed the Total Available Multicurrency Facility Revolving Loan Commitment as then in effect. The proceeds of each U.K. Borrowers Multicurrency Facility Revolving Loan shall be made available to the U.K. Borrowers as directed by any one of them (with the proceeds to be used by one or more of the U.K. Borrowers as they may determine), it being understood and agreed that U.K. Borrowers shall be jointly and severally obligated with respect to each U.K. Borrowers' Multicurrency Facility Revolving Loan for the repayment thereof and all amounts owing with respect thereto. The U.K. Borrowers shall have no liability with respect to any BFPH Multicurrency Facility Revolving Loans which may be extended to, and which shall constitute obligations of, BFPH. Notwithstanding anything to the contrary contained above in this Section 1.01(c)(ii), in no event shall any U.K. Borrower be permitted to incur any U.K. Borrowers Multicurrency Facility Revolving Loan prior to the completion of the actions required to be taken by the U.K. Credit Parties pursuant to Section 13.21(c).

Multicurrency Facility Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Multicurrency Facility RL Lender severally agrees to make, at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolving Loan Maturity Date, (I) a revolving loan or revolving loans to BFPH the U.S. Borrower (each, a "BFPH U.S. Borrower Multicurrency Facility Revolving Loan" and, collectively, the "BFPH U.S. Borrower Multicurrency Facility Revolving Loans") and (II) a revolving loan or revolving loans to the U.K. Borrowers (on a joint and several basis) European Borrower (each, a "U.K. Borrowers European Borrower Multicurrency Facility Revolving Loan" and, collectively, the "U.K. Borrowers European Borrower Multicurrency Facility Revolving Loans" and with the revolving loans made to BFPH the U.S. Borrower or the U.K. Borrowers European Borrower pursuant to this Section 1.01(c)(ii1.01(d) being each called a "Multicurrency Facility Revolving Loan" and, collectively, the "Multicurrency Facility Revolving Loans" and, together with the Dollar Facility Revolving Loans, the "Revolving Loans"), which Multicurrency Facility Revolving Loans Loans: (vi) shall (subject to Section 1.14) be made and maintained in the respective Available Currency elected by BFPH the U.S. Borrower or the U.K. BorrowersEuropean Borrower, as the case may be, ; (wii) except as hereafter provided, shall, at the option of BFPH the U.S. Borrower or the U.K. BorrowersEuropean Borrower, be incurred and maintained as as, and/or converted into, one or more Borrowings of Base Rate LoansLoans or, Eurodollar Loans, Sterling Revolving Loans (if the Available Currency elected is Dollars) or Euro Denominated Revolving Loans, PROVIDED that(if the Available Currency elected is Euros), provided that (A) except as otherwise specifically provided in Section 1.10(b), all Multicurrency Facility Revolving Loans made as part of the same Borrowing shall at all times consist of Multicurrency Facility Revolving Loans of the same Type, and (B) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (B) shall no longer be applicable), (1) no more than three Borrowings of Multicurrency Facility Revolving Loans to be maintained as Eurodollar Loans shall be restricted to one month Interest Periods (or such shorter periods as may be incurred prior required by the Administrative Agent) at all times with the first such Interest Period for such Eurodollar Loans to the 90th day begin not sooner than 7 Business Days after the Initial Borrowing Date (or, if later, the last day of the and with any subsequent Interest Period Periods applicable to the third Borrowing of Eurodollar Loans referred of such Tranche to below), each of which Borrowings of Eurodollar Loans may only have an Interest Period of one month, and the first of which Borrowings may only be made on the same date as the initial Borrowing of Tranche A Term Loans that are maintained as Eurodollar Loans, the second of which Borrowings may only be made begin on the last day of the prior Interest Period theretofore in effect for Eurodollar Loans of the first such Borrowing and the third of which Borrowings may only be made on the last day of the Interest Period of the second such Borrowing Tranche and (2) all Borrowings of Sterling Revolving Loans and Euro Denominated Revolving Loans shall have Interest Periods of one week month (or one month, such shorter periods as selected may be required by BFPH or the U.K. Borrowers, as the case may be, Administrative Agent); (xiii) may be repaid and reborrowed in accordance with the provisions hereof, ; (yiv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Individual Multicurrency Facility RL Exposure of such Multicurrency Facility RL Lender to exceed the amount of its Available Multicurrency Facility Revolving Loan Commitment at such time and time; and (zv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender if the making of same would cause the Aggregate Multicurrency Facility RL Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed the Total Available Multicurrency Facility Revolving Loan Commitment as then in effect. The proceeds of each U.K. Borrowers Multicurrency Facility Revolving Loan shall be made available ; provided that (subject to any requirement to provide a Subsidiaries Guaranty pursuant to Section 8.12) the U.K. Borrowers as directed by any one of them (with the proceeds to be used by one or more of the U.K. Borrowers as they may determine), it being understood and agreed that U.K. Borrowers shall be jointly and severally obligated with respect to each U.K. Borrowers' Multicurrency Facility Revolving Loan for the repayment thereof and all amounts owing with respect thereto. The U.K. Borrowers European Borrower shall have no liability under this Agreement with respect to any BFPH U.S. Borrower Multicurrency Facility Revolving Loans which may be extended to, and which shall constitute obligations of, BFPH. Notwithstanding anything to the contrary contained above in this Section 1.01(c)(ii), in no event shall any U.K. Borrower be permitted to incur any U.K. Borrowers Multicurrency Facility Revolving Loan prior to the completion of the actions required to be taken by the U.K. Credit Parties pursuant to Section 13.21(c)U.S. Borrower.

Multicurrency Facility Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Multicurrency Facility RL Lender severally agrees to make, at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolving Loan Maturity Date, (I) a revolving loan or revolving loans to BFPH (each, a "BFPH Multicurrency Facility Revolving Loan" and, collectively, the "BFPH Multicurrency Facility Revolving Loans") and (II) a revolving loan or revolving loans to the U.K. Borrowers (on a joint and several basis) Canadian Borrower (each, a "U.K. Borrowers Multicurrency Facility Revolving Loan" and, collectively, the "U.K. Borrowers Multicurrency Facility Revolving Loans" and with the revolving loans made to BFPH or the U.K. Borrowers pursuant to this Section 1.01(c)(ii) being each called a "Multicurrency Facility Revolving Loan" and, collectively, the "Multicurrency Facility Revolving Loans" and, together with the Dollar Facility Revolving Loans, the "Revolving Loans"), which Multicurrency Facility Revolving Loans Loans: (vi) shall (subject to Section 2.14) be made and maintained in the respective Available Currency elected by BFPH or the U.K. Borrowers, as the case may be, Canadian Borrower; (wii) except as hereafter provided, shall, at the option of BFPH or the U.K. BorrowersCanadian Borrower, be incurred and maintained as as, and/or converted into, one or more Borrowings of (w) Base Rate Loans, (x) Eurodollar Loans, Sterling Revolving (y) Canadian Prime Rate Loans in Canadian Dollars, or Euro Revolving Loans(z) (i) in the case of a B/A Lender, PROVIDED thatthe creation of Bankers' Acceptances in Canadian Dollars on the terms and conditions provided for herein and in Schedule III hereto or (ii) in a case of a Non-B/A Lender, (A) the creation and purchase of completed Drafts in Canadian Dollars and the exchange of such Drafts for B/A Equivalent Notes, in each case on the terms and conditions provided for herein and in Schedule III hereto, provided that except as otherwise specifically provided in Section 1.10(b2.10(b), all Multicurrency Facility Revolving Loans denominated in U.S. Dollars made as part of the same Borrowing shall at all times consist of Multicurrency Facility Revolving Loans of the same Type, and ; (B) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (B) shall no longer be applicable), (1) no more than three Borrowings of Multicurrency Facility Revolving Loans to be maintained as Eurodollar Loans may be incurred prior to the 90th day after the Initial Borrowing Date (or, if later, the last day of the Interest Period applicable to the third Borrowing of Eurodollar Loans referred to below), each of which Borrowings of Eurodollar Loans may only have an Interest Period of one month, and the first of which Borrowings may only be made on the same date as the initial Borrowing of Tranche A Term Loans that are maintained as Eurodollar Loans, the second of which Borrowings may only be made on the last day of the Interest Period of the first such Borrowing and the third of which Borrowings may only be made on the last day of the Interest Period of the second such Borrowing and (2) all Borrowings of Sterling Revolving Loans and Euro Revolving Loans shall have Interest Periods of one week or one month, as selected by BFPH or the U.K. Borrowers, as the case may be, (xiii) may be repaid and reborrowed in accordance with the provisions hereof, ; (yiv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) would cause the Individual Multicurrency Facility RL Exposure of such Multicurrency Facility RL Lender to exceed the amount of its Available Multicurrency Facility Revolving Loan Commitment at such time and time; and (zv) shall not be made (and shall not be required to be made) by any Multicurrency Facility RL Lender if the making of same would cause the Aggregate Multicurrency Facility RL Exposure (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to repay any amounts theretofore outstanding pursuant to this Agreement) to exceed the Total Available Multicurrency Facility Revolving Loan Commitment as then in effect. The proceeds of each U.K. Borrowers Multicurrency Facility Revolving Loan shall be made available to the U.K. Borrowers as directed by any one of them (with the proceeds to be used by one or more of the U.K. Borrowers as they may determine), it being understood and agreed that U.K. Borrowers shall be jointly and severally obligated with respect to each U.K. Borrowers' Multicurrency Facility Revolving Loan for the repayment thereof and all amounts owing with respect thereto. The U.K. Borrowers shall have no liability with respect to any BFPH Multicurrency Facility Revolving Loans which may be extended to, and which shall constitute obligations of, BFPH. Notwithstanding anything to the contrary contained above in this Section 1.01(c)(ii), in no event shall any U.K. Borrower be permitted to incur any U.K. Borrowers Multicurrency Facility Revolving Loan prior to the completion of the actions required to be taken by the U.K. Credit Parties pursuant to Section 13.21(c).