Quoting Bank. 2. Person to contact at Quoting Bank:
Quoting Bank. 2. Person to contact at Quoting Bank: ----------------------------- 3. Date of Borrowing: * --------------------- 4. Currency of Borrowing: ** --------------------- 5. We hereby offer to make Money Market Loan(s) in the following principal amounts, for the following Interest Periods and at the following rates: Principal Interest Money Market Amount*** Period**** [Margin*****] [Absolute Rate******] --------- ---------- ------------- --------------------- $ $ [Provided, that the aggregate principal amount of Money Market Loans for which the above offers may be accepted shall not exceed $ .]** ---------- * As specified in the related Invitation. ** Currency must be U.S. Dollars or Canadian Dollars. *** Principal amount bid for each Interest Period may not exceed principal amount requested. Specify aggregate (notes continued on following page) We understand and agree that the offer(s) set forth above, subject to the satisfaction of the applicable conditions set forth in the 364 Day Credit Agreement dated as of April 12, 2000 among Nortel Networks Corporation, the Banks and Co-Syndication Agents parties thereto and yourselves, as Administrative Agent, as amended from time to time, irrevocably obligates us to make the Money Market Loan(s) for which any offer(s) are accepted, in whole or in part. Very truly yours, [NAME OF BANK] Dated: By: --------------- --------------------------- Authorized Officer ---------- limitation if the sum of the individual offers exceeds the amount the Bank is willing to lend. Bids must be made for $5,000,000 or C$5,000,000 or a larger multiple of $1,000,000 or C$1,000,000. **** Not less than one month or not less 14 days, as specified in the related Invitation. No more than five bids are permitted for each Interest Period. ***** Margin over or under the London Interbank Offered Rate determined for the applicable Interest Period. Specify percentage (to the nearest 1/10,000 of 1%) and specify whether "PLUS" or "MINUS". ****** Specify rate of interest per annum (to the nearest 1/10,000th of 1%). EXHIBIT E - Opinion of Counsel for the Company OPINION OF COUNSEL FOR THE COMPANY , 2000 ---------------- To the Banks and the Administrative Agent Referred to Below c/o J.P. Xxxxxx Xxnada, as Administrative Agent [Royal Bank Plaza, South Tower, 22nd Floor Toronto, Ontario M5J 2J2] Dear Sirs: I am Chief Legal Officer of Nortel Networks Corporation (the "Corporation") and give this opinion pursuant to Section 3.01(b) of the 364 Day Credit Agreeme...
Quoting Bank. 2. Name, address, phone number and facsimile number of person to contact at Quoting Bank:
Quoting Bank. 2. Person to contact at quoting Bank: -------------------------------------------- 3. Date of borrowing: ____________________________* 4. We hereby offer to make Bid Rate Loan(s) in the following principal amounts, for the following Interest Periods and at the following rates: Principal Interest LIBOR Bid Amount** Period*** Margin**** $ $ [Provided, that the aggregate principal amount of Bid Rate Loans for which the above offers may be accepted shall not exceed $____________.]
Quoting Bank. 2. Person to contact at Quoting Bank: __________________________________________________________________
Quoting Bank. 2. Person to contact at Quoting Bank: ----------------------------- 3. Date of Borrowing: ____________________* 4. We hereby offer to make Money Market Loan(s) in the following principal amounts, for the following Interest Periods and at the following rates: Principal Interest Money Market Amount** Period*** [Margin****] [Absolute Rate*****] --------- --------- ------------ -------------------- $ $ [Provided, that the aggregate principal amount of Money Market Loans for which the above offers may be accepted shall not exceed $____________.]** We understand and agree that the offer(s) set forth above, subject to the satisfaction of the applicable conditions set forth in the Credit Agreement dated as of July 15, 1998 among Meditrust Corporation, the Banks parties thereto and yourselves, as Administrative Agent, irrevocably obligates us to make the Money Market Loan(s) for which any offer(s) are accepted, in whole or in part. Very truly yours, [NAME OF BANK] Dated:_______________ By: ________________________________________ Authorized Officer EXHIBIT G FORM OF DESIGNATION AGREEMENT ----------------------------- Dated _____________, 199___ Reference is made to that certain Credit Agreement dated as of July 17, 1998 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among MEDITRUST CORPORATION, BANKERS TRUST COMPANY, as Syndication Agent, BANKBOSTON, N.A., as Co-Documentation Agent, FLEET NATIONAL BANK, as Co-Documentation Agent, and XXXXXX GUARANTY TRUST COMPANY OF NEW YORK (the "Administrative Agent"), as Administrative Agent. Terms defined in the Credit Agreement are used herein with the same meaning. [NAME OF DESIGNOR] (the "Designor"), [NAME OF DESIGNEE] (the "Designee"), the Administrative Agent and Borrower agree as follows:
Quoting Bank. 2. Person to contact at Quoting Bank and telephone number: Name:________________________________________________ Telephone Number:____________________________________ 3. Borrowing date of proposed Competitive Advance: _____________________________________________________ 4. We hereby offer to make Competitive Advances in the following principal amounts, for the following durations and at the following rates [insert only one applicable rate on each line below]: Duration of Foreign Principal Competitive Absolute Eurodollar Currency Amount Advance Rate Bid Margin Bid Margin Bid $__________ ___________ __________% ___________% ___________% $__________ ___________ __________% ___________% ___________% $__________ ___________ __________% ___________% ___________% provided that the aggregate Maximum Competitive Advance for which this offer may be accepted shall not exceed $________________. If a Foreign Currency Margin Bid, type of foreign currency provided: __________________________. We understand and agree that the offer(s) set forth above, subject to the satisfaction of the applicable conditions set forth in the Agreement, irrevocably obligate(s) us to make the Competitive Advance(s) for which any offer(s) is (are) accepted, in whole or in part. Very truly yours, ____________________________ [Name of Bank] Date:__________________ By__________________________ Name:_______________________ Title:______________________ [Exhibit F to Loan Agreement] COMPLIANCE CERTIFICATE To: BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, as Administrative Agent This Compliance Certificate is delivered with reference to that certain Loan Agreement dated as of January 29, 1996, among Circus Circus Enterprises, Inc., a Nevada corporation ("Borrower"), the Banks therein named, The Long-Term Credit Bank of Japan, Ltd., Los Angeles Agency, First Interstate Bank of Nevada, N.A., Societe Generale, Credit Lyonnais Los Angeles Branch, Credit Lyonnais Cayman Island Branch and Canadian Imperial Bank of Commerce, as Co-Agents, and Bank of America National Trust and Savings Association, as Administrative Agent (the "Loan Agreement"). Terms defined in the Loan Agreement and not otherwise defined in this Compliance Certificate ("Certificate") shall have the meanings defined for them in the Loan Agreement. This Certificate is delivered in accordance with Section 7.2 of the Loan Agreement. This Compliance Certificate is delivered with respect to the Fiscal Quarter ended _____________, ___...
Quoting Bank. 2. Class of Quoting Bank1:
Quoting Bank. 2. Person to contact at Quoting Bank: _________________________________________________ 3. Date of Borrowing:_______________________________* 4. We hereby offer to make Money Market Loan(s) in the following principal amounts, for the following Interest Periods and at the following rates: Principal Interest Money Market Amount** Period*** [Margin****] [Absolute Rate*****] --------- --------- ------------ -------------------- $ $ [Provided, that the aggregate principal amount of Money Market Loans for which the above offers may be accepted shall not exeed $___________.]** ____________ * As specified in the related Invitation. ** Principal amount bid for each Interest Period may not exceed principal amount requested. Specify aggregate limitation if the sum of the individual offers exceeds the amount the Bank is willing to lend. Bids must be made for $5,000,000 or a larger multiple of $1,000,000. (notes continued on following page)
Quoting Bank. 2. Person to contact at Quoting Bank: ----------------------------- 3. Date of Borrowing: ____________________(3) 4. We hereby offer to make Money Market Loan(s) in the following principal amounts, for the following Interest Periods and at the following rates: Principal Interest Money Market Amount(4) Period(5) [Margin(6)] [Absolute Rate(7)] $ $ [Provided, that the aggregate principal amount of Money Market Loans for which the above offers may be accepted shall not exceed $____________.]** We understand and agree that the offer(s) set forth above, subject to the satisfaction of the applicable conditions set forth in the 364-Day Credit and Reimbursement Agreement dated as of December 18, 1997 among the Borrower, the Banks listed on the signature pages thereof, yourselves, as Administrative Agent, and Deutsche Bank AG, New York Branch, as Documentation Agent, irrevocably obligates us to make the Money Market Loan(s) for which any offer(s) are accepted, in whole or in part. Very truly yours, [NAME OF BANK] Dated:_______________ By:__________________________ Authorized Officer __________ (3) As specified in the related Invitation.
