Common use of Repayment and Interest Clause in Contracts

Repayment and Interest. 6.1 The Lender may in its sole discretion: (a) during the Term, on the date falling on each anniversary of the First Disbursement Date; or (b) upon the occurrence of a Liquidity Event, elect to redeem, by way of delivery of a written notice to the Borrower substantially in the form set out in Schedule 2 (“Redemption Notice”) the full sum or part of the Convertible Loan, or any part thereof that remains outstanding as at the date of the Redemption Notice, together with all interest accrued thereon, owing to the Lender (“Redemption”). Upon receipt of the Redemption Notice by the Borrower, the Borrower shall repay such amount of the Convertible Loan (together with all interest accured thereon) specified in the Redemption Notice to the Lender within three (3) months from the date of the Redemption Notice. 6.2 Subject to the terms of the Agreement, the Borrower shall not have the right to voluntarily prepay all or any portion of the Convertible Loan, together with all accrued and unpaid interest, until the expiry of the Term. 6.3 Interest shall accrue on the outstanding principal amount of the Convertible Loan (“Interest”) at an interest rate of [*****] per annum (“Interest Rate”), commencing from: (a) the First Disbursement Date, in respect of the First Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive); and (b) the Second Disbursement Date, in respect of the Second Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive), and shall be payable by the Borrower to the Lender as follows: (i) Interest accrued in respect of the First Drawing for the period commencing from the First Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest I”) shall be deducted directly from the First Drawing to be disbursed by the Lender on the First Disbursement Date; (ii) Interest accured in respect of the Second Drawing for the period commencing from the Second Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest II”) shall be deducted directly from the Second Drawing to be disbursed by the Lender on the Second Disbursement Date; and (iii) Interest accrued in respect of the First Drawing and/or the Second Drawing for any subsequent period(s) commencing immediately after the first (1st) anniversary of the First Disbursement Date (i.e. other than those set out in Clause 6.3(i) and (ii) above), shall be paid by the Borrower to the Lender: (A) quarterly in advance and in any event within one (1) week of the receipt of an invoice by the Borrower from the Lender; or (B) on the date of full repayment of the Convertible Loan (whichever occurs earlier). 6.4 Interest shall be calculated on a 365-day basis with daily rest, accruing day to day and based on the actual number of days elapsed, rounded if necessary down to two (2) decimal places. 6.5 In the event that the Interest or any part thereof is not paid by the respective due dates (“Overdue Interest”) by the Borrower to the Lender in accordance with this Agreement, an admininistrative fee of [*****] shall be chargeable in respect of each instance of such delay and shall be payable by the Borrower in addition to the Overdue Interest within fourteen (14) Business Days from the Lender notifying the Borrower of such delay. 6.6 The Borrower hereby covenants and undertakes to notify the Lender (“Borrower’s Notice of Default”) within seven (7) Business Days of the occurrence of any of the following events (each an “Event of Default”): (a) if the Borrower fails to pay or otherwise fail to discharge on the due date any amount payable by it under this Agreement, whether principal, interest, fees or otherwise, in the manner provided herein; (b) if the Borrower is in material default or breach of any condition, obligation or undertaking (including the undertakings in Clause 8 herein) on its part to be performed and observed hereunder (other than the payment of any sum due as aforesaid) which in the reasonable opinion of the Lender may affect the continued operations, business or financial condition of the Borrower; (c) if CCK and/or ML is in default or breach of any condition, obligation or undertaking on its part to be performed and observed under the Personal Guarantee and Corporate Guarantee respectively; (d) Glorious Finance Limited (BVI Company Registration No. 395433), a company incorporated in the British Virgin Islands, ceases to be the legal and beneficial owner of at least fifty-one per cent (51%) of the total issued and paid up share capital of the Borrower; (e) if (i) the Borrower or the Listed Shell fails to obtain the Relevant Approval (as the case may be); or (ii) an Unconditional Trade Sale does not occur, by the Liquidity Event Long-Stop Date; (f) any introduction or prospective introduction of or any change or prospective change in any legislation, regulation, order, policy, rule, guideline or directive (whether or not having the force of law and including, without limitation, any directive, notice or request issued by any relevant authority) in Singapore, Malaysia or elsewhere or in the interpretation or application thereof by any court, government body, regulatory authority or other competent authority in Singapore, Malaysia or elsewhere (whether or not having the force of law) which may affect the continued operations, business or financial condition of the Borrower; (g) if any representation or warranty made in or in pursuance of this Agreement or delivered in connection with the execution and delivery hereof or any certificate, statement or other document delivered pursuant to this Agreement shall be or become incorrect; (h) the ASTAR Licences being terminated for whatever reason; (i) if a receiver, manager (including a judicial manager), trustee or other similar officer is appointed of the whole of the undertaking or assets or any part thereof of the Borrower, CCK or ML; (j) if the Borrower, CCK or ML becomes bankrupt or insolvent or is unable or deemed unable to pay its debts or admits in writing its inability to pay its or his debts as they mature, or enters into composition or arrangement with its creditors or makes a general assignment for the benefit of its creditors or declares a general moratorium on the payment of debts; (k) if (i) any petition or other application is presented in any court of competent jurisdiction, (ii) any order is made, (iii) any resolution passed, or (iv) any other steps whatsoever are taken for the dissolution, liquidation, winding up, termination of existence or bankruptcy of, or the appointment of a judicial manager in relation to, the Borrower, CCK or ML; or (l) if anything analogous to or having a substantially similar effect to any of the events specified in the aforementioned paragraphs (i), (j) or (k) occurs under the laws of any applicable jurisdiction, and in any of such Events of Default, the Lender may, within the earlier of (i) ten (10) Business Days from the dispatch of the Borrower Notice of Default or (ii) upon the Lender becoming aware of the occurrence of any of such Events of Default, by notice in writing to the Borrower declare that an Event of Default has occurred (“Lxxxxx’s Notice of Default”). 6.7 Notwithstanding any provision in this Agreement, in the event the Lender issues a Lender’s Notice of Default, all amounts for the time being outstanding and unpaid (including all accrued interest on the Convertible Loan thereon calculated at the Interest Rate from the First Disbursement Date or the Second Disbursement Date, as the case may be, to the date of full repayment of the Convertible Loan (both dates inclusive)) under this Agreement by the Borrower to the Lender shall become immediately due and payable. 6.8 All payments to be made by the Borrower to the Lender under this Agreement shall be made by the Borrower, in favour of the Lender by telegraphic or online banking transfers made in favour of such bank account as may be designated by the Lender by the due date.

Repayment and Interest. 6.1 The Lender may in its sole discretion: (a) during the Term, on the date falling on each anniversary of the First Disbursement Date; or (b) upon the occurrence of a Liquidity Event, elect to redeem, by way of delivery of a written notice to the Borrower substantially in the form set out in Schedule 2 (“Redemption Notice”) the full sum or part of the Convertible Loan, or any part thereof that remains outstanding as at the date of the Redemption Notice, together with all interest accrued thereon, owing to the Lender (“Redemption”). Upon receipt of the Redemption Notice by the Borrower, the Borrower shall repay such amount of the Convertible Loan (together with all interest accured thereon) specified in the Redemption Notice to the Lender within three (3) months from the date of the Redemption Notice. 6.2 Subject to the terms of the Agreement, the Borrower shall not have the right to voluntarily prepay all or any portion of the Convertible Loan, together with all accrued and unpaid interest, until the expiry of the Term. 6.3 Interest shall accrue on the outstanding principal amount of the Convertible Loan (“Interest”) at an interest rate of [*****] per annum (“Interest Rate”), commencing from: (a) the First Disbursement Date, in respect of the First Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive); and (b) the Second Disbursement Date, in respect of the Second Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive), and shall be payable by the Borrower to the Lender as follows: (i) Interest accrued in respect of the First Drawing for the period commencing from the First Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest I”) shall be deducted directly from the First Drawing to be disbursed by the Lender on the First Disbursement Date; (ii) Interest accured in respect of the Second Drawing for the period commencing from the Second Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest II”) shall be deducted directly from the Second Drawing to be disbursed by the Lender on the Second Disbursement Date; and (iii) Interest accrued in respect of the First Drawing and/or the Second Drawing for any subsequent period(s) commencing immediately after the first (1st) anniversary of the First Disbursement Date (i.e. other than those set out in Clause 6.3(i) and (ii) above), shall be paid by the Borrower to the Lender: (A) quarterly in advance and in any event within one (1) week of the receipt of an invoice by the Borrower from the Lender; or (B) on the date of full repayment of the Convertible Loan (whichever occurs earlier). 6.4 Interest shall be calculated on a 365-day basis with daily rest, accruing day to day and based on the actual number of days elapsed, rounded if necessary down to two (2) decimal places. 6.5 In the event that the Interest or any part thereof is not paid by the respective due dates (“Overdue Interest”) by the Borrower to the Lender in accordance with this Agreement, an admininistrative fee of [*****] shall be chargeable in respect of each instance of such delay and shall be payable by the Borrower in addition to the Overdue Interest within fourteen (14) Business Days from the Lender notifying the Borrower of such delay. 6.6 The Borrower hereby covenants and undertakes to notify the Lender (“Borrower’s Notice of Default”) within seven (7) Business Days of the occurrence of any of the following events (each an “Event of Default”): (a) if the Borrower fails to pay or otherwise fail to discharge on the due date any amount payable by it under this Agreement, whether principal, interest, fees or otherwise, in the manner provided herein; (b) if the Borrower is in material default or breach of any condition, obligation or undertaking (including the undertakings in Clause 8 herein) on its part to be performed and observed hereunder (other than the payment of any sum due as aforesaid) which in the reasonable opinion of the Lender may affect the continued operations, business or financial condition of the Borrower; (c) if CCK and/or ML is in default or breach of any condition, obligation or undertaking on its part to be performed and observed under the Personal Guarantee and Corporate Guarantee respectively; (d) Glorious Finance Limited (BVI Company Registration No. 395433), a company incorporated in the British Virgin Islands, ceases to be the legal and beneficial owner of at least fifty-one per cent (51%) of the total issued and paid paid-up share capital of the Borrower; (e) if (i) the Borrower or the Listed Shell fails to obtain the Relevant Approval (as the case may be); or (ii) an Unconditional Trade Sale does not occur, by the Liquidity Event Long-Stop Date; (f) any introduction or prospective introduction of or any change or prospective change in any legislation, regulation, order, policy, rule, guideline or directive (whether or not having the force of law and including, without limitation, any directive, notice or request issued by any relevant authority) in Singapore, Malaysia or elsewhere or in the interpretation or application thereof by any court, government body, regulatory authority or other competent authority in Singapore, Malaysia or elsewhere (whether or not having the force of law) which may affect the continued operations, business or financial condition of the Borrower; (g) if any representation or warranty made in or in pursuance of this Agreement or delivered in connection with the execution and delivery hereof or any certificate, statement or other document delivered pursuant to this Agreement shall be or become incorrect; (h) the ASTAR Licences being terminated for whatever reason; (i) if a receiver, manager (including a judicial manager), trustee or other similar officer is appointed of the whole of the undertaking or assets or any part thereof of the Borrower, CCK or ML; (j) if the Borrower, CCK or ML becomes bankrupt or insolvent or is unable or deemed unable to pay its debts or admits in writing its inability to pay its or his debts as they mature, or enters into composition or arrangement with its creditors or makes a general assignment for the benefit of its creditors or declares a general moratorium on the payment of debts; (k) if (i) any petition or other application is presented in any court of competent jurisdiction, (ii) any order is made, (iii) any resolution passed, or (iv) any other steps whatsoever are taken for the dissolution, liquidation, winding up, termination of existence or bankruptcy of, or the appointment of a judicial manager in relation to, the Borrower, CCK or ML; or (l) if anything analogous to or having a substantially similar effect to any of the events specified in the aforementioned paragraphs (i), (j) or (k) occurs under the laws of any applicable jurisdiction, and in any of such Events of Default, the Lender may, within the earlier of (i) ten (10) Business Days from the dispatch of the Borrower Notice of Default or (ii) upon the Lender becoming aware of the occurrence of any of such Events of Default, by notice in writing to the Borrower declare that an Event of Default has occurred (“Lxxxxx’s Notice of Default”). 6.7 Notwithstanding any provision in this Agreement, in the event the Lender issues a Lender’s Notice of Default, all amounts for the time being outstanding and unpaid (including all accrued interest on the Convertible Loan thereon calculated at the Interest Rate from the First Disbursement Date or the Second Disbursement Date, as the case may be, to the date of full repayment of the Convertible Loan (both dates inclusive)) under this Agreement by the Borrower to the Lender shall become immediately due and payable. 6.8 All payments to be made by the Borrower to the Lender under this Agreement shall be made by the Borrower, in favour of the Lender by telegraphic or online banking transfers made in favour of such bank account as may be designated by the Lender by the due date.

Repayment and Interest. 6.1 The Lender may in its sole discretionBorrower agrees to repay the Indebtedness with interest thereon at the Interest Rate as follows: (a) during Interest only at the TermInterest Rate on so much of the Loan as is outstanding from time to time, calculated and computed monthly from the date of advances may be paid on the date falling on first day of each anniversary and every month in each and every year commencing with the first day of the First Disbursement Date; month following the date of advances and continuing to and including the date that the full amount of the Indebtedness is repaid to the Lender or, if such interest is not paid monthly, then it shall be treated, as to the payment of further interest, as principal and bear compound interest at the Interest Rate until the full amount of the Indebtedness is repaid to the Lender; (b) upon Interest at the occurrence of a Liquidity Event, elect to redeem, by way of delivery of a written notice Interest Rate on the balance outstanding with respect to the Loan from time to time shall be payable both before and after demand, default, maturity and the obtaining of any judgment by the Lender against the Borrower substantially in and all interest on becoming overdue shall be treated, as to payment of further interest, as principal and shall bear compound interest at the form set out in Schedule 2 rate payable with respect to the Loan both before and after the obtaining of any judgment by the Lender against the Borrower to the extent permitted by law; (“Redemption Notice”c) the full sum or part upon completion of the Convertible Loanan Offering, or any part thereof that remains all Indebtedness remaining outstanding as at thirty-seven (37) days following the date of the Redemption Notice, together final prospectus issued in connection with all interest accrued thereon, owing the Offering shall on that date be repaid in full by issuance to the Lender (“Redemption”). Upon receipt from the treasury of the Redemption Notice by Borrower of the Borrower, number of newly issued common shares of the Borrower shall repay such equal to the amount of the Convertible Loan then-outstanding aggregate principal Indebtedness (together with all excluding accrued but unpaid interest accured thereon) specified divided by the public offering price of the shares offered in the Redemption Notice Offering and rounded up to the Lender within three (3) months from the date of the Redemption Notice. 6.2 Subject to the terms of the Agreement, the Borrower shall not have the right to voluntarily prepay all or any portion of the Convertible Loan, together with all accrued and unpaid interest, until the expiry of the Term. 6.3 Interest shall accrue on the outstanding principal amount of the Convertible Loan (“Interest”) at an interest rate of [*****] per annum (“Interest Rate”), commencing from: (a) the First Disbursement Date, in respect of the First Drawing, until the date nearest number of full repayment of common shares (the Convertible Loan (both dates inclusive“Exchange”); and (bd) the Second Disbursement Date, in respect of the Second Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive), and all Indebtedness shall be payable by paid in full upon the Borrower to the Lender as followsearlier of: (i) Interest accrued in respect of the First Drawing for the period commencing from the First Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest I”) shall be deducted directly from the First Drawing to be disbursed by the Lender on the First Disbursement Dateof any Change of Control; (ii) Interest accured in respect of the Second Drawing for the period commencing from the Second Disbursement Date until the date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest II”) shall be deducted directly from the Second Drawing to be disbursed by the Lender on the Second Disbursement Date; andof any Material Transaction; (iii) Interest accrued in respect of the First Drawing and/or the Second Drawing for any subsequent period(s) commencing immediately after the first (1st) anniversary of the First Disbursement Date (i.e. other than those set out in Clause 6.3(i) and (ii) above)August 31, shall be paid by the Borrower to the Lender: (A) quarterly in advance and in any event within one (1) week of the receipt of an invoice by the Borrower from the Lender; or (B) on the date of full repayment of the Convertible Loan (whichever occurs earlier). 6.4 Interest shall be calculated on a 365-day basis with daily rest, accruing day to day and based on the actual number of days elapsed, rounded if necessary down to two (2) decimal places. 6.5 In the event that the Interest or any part thereof is not paid by the respective due dates (“Overdue Interest”) by the Borrower to the Lender in accordance with this Agreement, an admininistrative fee of [*****] shall be chargeable in respect of each instance of such delay and shall be payable by the Borrower in addition to the Overdue Interest within fourteen (14) Business Days from the Lender notifying the Borrower of such delay. 6.6 The Borrower hereby covenants and undertakes to notify the Lender (“Borrower’s Notice of Default”) within seven (7) Business Days of the occurrence of any of the following events (each an “Event of Default”): (a) if the Borrower fails to pay or otherwise fail to discharge on the due date any amount payable by it under this Agreement, whether principal, interest, fees or otherwise, in the manner provided herein; (b) if the Borrower is in material default or breach of any condition, obligation or undertaking (including the undertakings in Clause 8 herein) on its part to be performed and observed hereunder (other than the payment of any sum due as aforesaid) which in the reasonable opinion of the Lender may affect the continued operations, business or financial condition of the Borrower; (c) if CCK and/or ML is in default or breach of any condition, obligation or undertaking on its part to be performed and observed under the Personal Guarantee and Corporate Guarantee respectively; (d) Glorious Finance Limited (BVI Company Registration No. 395433), a company incorporated in the British Virgin Islands, ceases to be the legal and beneficial owner of at least fifty-one per cent (51%) of the total issued and paid up share capital of the Borrower; (e) if (i) the Borrower or the Listed Shell fails to obtain the Relevant Approval (as the case may be); or (ii) an Unconditional Trade Sale does not occur, by the Liquidity Event Long-Stop Date; (f) any introduction or prospective introduction of or any change or prospective change in any legislation, regulation, order, policy, rule, guideline or directive (whether or not having the force of law and including, without limitation, any directive, notice or request issued by any relevant authority) in Singapore, Malaysia or elsewhere or in the interpretation or application thereof by any court, government body, regulatory authority or other competent authority in Singapore, Malaysia or elsewhere (whether or not having the force of law) which may affect the continued operations, business or financial condition of the Borrower; (g) if any representation or warranty made in or in pursuance of this Agreement or delivered in connection with the execution and delivery hereof or any certificate, statement or other document delivered pursuant to this Agreement shall be or become incorrect; (h) the ASTAR Licences being terminated for whatever reason; (i) if a receiver, manager (including a judicial manager), trustee or other similar officer is appointed of the whole of the undertaking or assets or any part thereof of the Borrower, CCK or ML; (j) if the Borrower, CCK or ML becomes bankrupt or insolvent or is unable or deemed unable to pay its debts or admits in writing its inability to pay its or his debts as they mature, or enters into composition or arrangement with its creditors or makes a general assignment for the benefit of its creditors or declares a general moratorium on the payment of debts; (k) if (i) any petition or other application is presented in any court of competent jurisdiction, (ii) any order is made, (iii) any resolution passed, or (iv) any other steps whatsoever are taken for the dissolution, liquidation, winding up, termination of existence or bankruptcy of, or the appointment of a judicial manager in relation to, the Borrower, CCK or ML2010; or (liv) if anything analogous to or having a substantially similar effect to any of the events specified in the aforementioned paragraphs (i), (j) or (k) occurs under the laws of any applicable jurisdiction, and in any of such Events of Default, the Lender may, within the earlier of (i) ten (10) Business Days from the dispatch of the Borrower Notice of Default or (ii) upon the Lender becoming aware of the occurrence of any of such Events of Default, by notice in writing to the Borrower declare that an Event of Default has occurred (“Lxxxxx’s Notice of Default”). 6.7 Notwithstanding any provision in this Agreement, in the event the Lender issues a Lender’s Notice of Default, all amounts for the time being outstanding and unpaid (including all accrued interest on the Convertible Loan thereon calculated at the Interest Rate from the First Disbursement Date or the Second Disbursement Date, date as the case Indebtedness may be, to become payable in accordance with the date of full repayment of the Convertible Loan (both dates inclusive)) under this Agreement by the Borrower to the Lender shall become immediately due terms and payableconditions herein contained. 6.8 All payments to be made by the Borrower to the Lender under this Agreement shall be made by the Borrower, in favour of the Lender by telegraphic or online banking transfers made in favour of such bank account as may be designated by the Lender by the due date.

Repayment and Interest. 6.1 The Lender may in its sole discretion: (a) during Borrower shall repay the Termaggregate unpaid principal amount of all Advances of each Bank in accordance with the terms of a promissory note of Borrower, on in substantially the date falling on each anniversary form of EXHIBIT C hereto (the "REVOLVING CREDIT NOTE"), evidencing the indebtedness resulting from such Advances and delivered to the Agent for the benefit of the First Disbursement Date; orBanks pursuant to SECTION 4.1.1 or SECTION 11.11. (b) upon the occurrence of a Liquidity Event, elect to redeem, by way of delivery of a written notice to the Borrower substantially in the form set out in Schedule 2 (“Redemption Notice”) the full sum or part of the Convertible Loan, or any part thereof that remains outstanding as at The period between the date of each Advance and the Redemption Noticedate of payment in full of such Advance shall be divided into successive periods, together with all interest accrued thereon, owing to each such period being an "INTEREST PERIOD" for such Advance. Notwithstanding the Lender (“Redemption”). Upon receipt duration of the Redemption Notice applicable Interest Period, interest on the unpaid amount of each Advance shall be due and payable in accordance with SECTION 2.2(c) below and the other applicable provisions of this Agreement. The initial Interest Period for each Advance shall begin on the date of such Advance and end on the last day of such period as selected by the Borrower, and thereafter, each subsequent Interest Period for such Advance shall begin on the Borrower shall repay such amount last day of the Convertible Loan immediately preceding Interest Period for such Advance and end on the last day of such period as selected by Borrower in accordance with the terms hereof. The duration of each such Interest Period for each Base Rate Advance shall be one day, and the duration of each such LIBOR Interest Period for a LIBOR Rate Advance shall be one (together with all interest accured thereon) specified in the Redemption Notice to the Lender within 1), two (2), three (3) months from the date of the Redemption Notice. 6.2 Subject to the terms of the Agreement, the Borrower shall not have the right to voluntarily prepay all or any portion of the Convertible Loan, together with all accrued and unpaid interest, until the expiry of the Term. 6.3 Interest shall accrue on the outstanding principal amount of the Convertible Loan (“Interest”) at an interest rate of [*****] per annum (“Interest Rate”), commencing from: six (a6) or twelve (12) months, or such other period as Borrower may select and the First Disbursement DateAgent may agree to; PROVIDED, in respect of the First DrawingHOWEVER, until the date of full repayment of the Convertible Loan (both dates inclusive); and (b) the Second Disbursement Date, in respect of the Second Drawing, until the date of full repayment of the Convertible Loan (both dates inclusive), and shall be payable by the Borrower to the Lender as followsthat: (i) the duration of any Interest accrued in respect of Period for any Advance that commences before the First Drawing repayment date for the period commencing from the First Disbursement Date until the such Advance and otherwise ends after such repayment date falling one (1) year from the First Disbursement Date (both dates inclusive) (“Year 1 Interest I”) shall be deducted directly from the First Drawing to be disbursed by the Lender end on the First Disbursement Datesuch repayment date; (ii) if Borrower fails to select any Advance to be a LIBOR Rate Advance or a Base Rate Advance, it shall be deemed to be a Base Rate Advance; (iii) if Borrower fails to select the duration of any LIBOR Rate Interest accured in respect Period for a LIBOR Rate Advance, the duration of the Second Drawing for the period commencing from the Second Disbursement Date until the date falling such LIBOR Rate Interest Period shall be one (1) year from the First Disbursement Date month; (both dates inclusiveiv) (“Year 1 any LIBOR Interest II”) Period which would otherwise end on a day which is not a LIBOR Business Day shall be deducted directly from extended to the Second Drawing to be disbursed by the Lender next succeeding LIBOR Business Day (unless such LIBOR Business Day falls in another calendar month, in which case such LIBOR Interest Period shall end on the Second Disbursement Datenext preceding LIBOR Business Day); (v) any LIBOR Interest Period which begins on the last LIBOR Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such LIBOR Interest Period) shall, subject to CLAUSE (IV) above, end on the last LIBOR Business Day of a calendar month; (vi) Borrower shall not have more than ten (10) LIBOR Interest Periods in effect concurrently at any time; and (iiivii) no Borrowing Notice shall specify a LIBOR Rate Interest accrued in respect of the First Drawing and/or the Second Drawing for any subsequent period(s) commencing immediately Period which shall end after the first (1st) anniversary of the First Disbursement Date (i.e. other than those set out in Clause 6.3(i) and (ii) above), shall be paid by the Borrower to the Lender: (A) quarterly in advance and in any event within one (1) week of the receipt of an invoice by the Borrower from the Lender; or (B) on the date of full repayment of the Convertible Loan (whichever occurs earlier)Termination Date. 6.4 Interest shall be calculated on a 365-day basis with daily rest, accruing day to day and based on the actual number of days elapsed, rounded if necessary down to two (2) decimal places. 6.5 In the event that the Interest or any part thereof is not paid by the respective due dates (“Overdue Interest”) by the Borrower to the Lender in accordance with this Agreement, an admininistrative fee of [*****] shall be chargeable in respect of each instance of such delay and shall be payable by the Borrower in addition to the Overdue Interest within fourteen (14) Business Days from the Lender notifying the Borrower of such delay. 6.6 The Borrower hereby covenants and undertakes to notify the Lender (“Borrower’s Notice of Default”) within seven (7) Business Days of the occurrence of any of the following events (each an “Event of Default”): (a) if the Borrower fails to pay or otherwise fail to discharge on the due date any amount payable by it under this Agreement, whether principal, interest, fees or otherwise, in the manner provided herein; (b) if the Borrower is in material default or breach of any condition, obligation or undertaking (including the undertakings in Clause 8 herein) on its part to be performed and observed hereunder (other than the payment of any sum due as aforesaid) which in the reasonable opinion of the Lender may affect the continued operations, business or financial condition of the Borrower; (c) if CCK and/or ML is in default or breach of any condition, obligation or undertaking on its part to be performed and observed under the Personal Guarantee and Corporate Guarantee respectively; (d) Glorious Finance Limited (BVI Company Registration No. 395433), a company incorporated in the British Virgin Islands, ceases to be the legal and beneficial owner of at least fifty-one per cent (51%) of the total issued and paid up share capital of the Borrower; (e) if (i) the Borrower or the Listed Shell fails to obtain the Relevant Approval (as the case may be); or (ii) an Unconditional Trade Sale does not occur, by the Liquidity Event Long-Stop Date; (f) any introduction or prospective introduction of or any change or prospective change in any legislation, regulation, order, policy, rule, guideline or directive (whether or not having the force of law and including, without limitation, any directive, notice or request issued by any relevant authority) in Singapore, Malaysia or elsewhere or in the interpretation or application thereof by any court, government body, regulatory authority or other competent authority in Singapore, Malaysia or elsewhere (whether or not having the force of law) which may affect the continued operations, business or financial condition of the Borrower; (g) if any representation or warranty made in or in pursuance of this Agreement or delivered in connection with the execution and delivery hereof or any certificate, statement or other document delivered pursuant to this Agreement shall be or become incorrect; (h) the ASTAR Licences being terminated for whatever reason; (i) if a receiver, manager (including a judicial manager), trustee or other similar officer is appointed of the whole of the undertaking or assets or any part thereof of the Borrower, CCK or ML; (j) if the Borrower, CCK or ML becomes bankrupt or insolvent or is unable or deemed unable to pay its debts or admits in writing its inability to pay its or his debts as they mature, or enters into composition or arrangement with its creditors or makes a general assignment for the benefit of its creditors or declares a general moratorium on the payment of debts; (k) if (i) any petition or other application is presented in any court of competent jurisdiction, (ii) any order is made, (iii) any resolution passed, or (iv) any other steps whatsoever are taken for the dissolution, liquidation, winding up, termination of existence or bankruptcy of, or the appointment of a judicial manager in relation to, the Borrower, CCK or ML; or (l) if anything analogous to or having a substantially similar effect to any of the events specified in the aforementioned paragraphs (i), (j) or (k) occurs under the laws of any applicable jurisdiction, and in any of such Events of Default, the Lender may, within the earlier of (i) ten (10) Business Days from the dispatch of the Borrower Notice of Default or (ii) upon the Lender becoming aware of the occurrence of any of such Events of Default, by notice in writing to the Borrower declare that an Event of Default has occurred (“Lxxxxx’s Notice of Default”). 6.7 Notwithstanding any provision in this Agreement, in the event the Lender issues a Lender’s Notice of Default, all amounts for the time being outstanding and unpaid (including all accrued interest on the Convertible Loan thereon calculated at the Interest Rate unpaid principal amount of each Advance from the First Disbursement Date date of such Advance until such principal amount is due, payable on the first day of each month, commencing on January_1, 1997 and on the Termination Date, at an interest rate per annum equal at all times during such Interest Period for such Advance to the Applicable Rate (as defined below) or the Second Disbursement DateDefault Rate (as hereinafter defined), as the case may be; PROVIDED, HOWEVER, that for any Advance having an Interest Period less than one (1) month, interest thereon shall be due and payable on the last day of such Interest Period. The term "APPLICABLE RATE", as used herein, shall mean an interest rate per annum equal at all times during the Interest Period then applicable to the date of full repayment such Advance to whichever of the Convertible Loan (both dates inclusive)) under this Agreement following rates is selected by the Borrower to the Lender shall become immediately due and payable. 6.8 All payments to be made by the Borrower to the Lender under this Agreement shall be made by the Borrower, in favour of the Lender by telegraphic or online banking transfers made in favour of such bank account as may be designated by the Lender by the due date.: