Common use of Right of repayment and Clause in Contracts

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 13.2 (Tax gross-up); (ii) any Lender claims indemnification from the Company under Clause 13.3 (Tax indemnity) or Clause 14.1 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulae), the Company may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment of that Lender and/or its intention to procure the repayment of that Lender’s participation in the Loans. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company has given notice under paragraph (a) above (or, if earlier, the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in that Loan.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) by reason of the introduction after the date of this Agreement of or any change after the date of this Agreement in (or in the interpretation, administration or application of) any law or regulation, any sum payable to any Lender by an Obligor is required to be increased under paragraph (ca) of Clause 13.2 12.2 (Tax gross-up);) to a greater extent than would have been required had that payment been made on the date of this Agreement; or (ii) any Lender claims indemnification from the Company under Clause 13.3 12.3 (Tax indemnity) or Clause 14.1 13 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulaeCosts), the Company may, subject to paragraph (c) below, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the LoansUtilisations. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero. (c) Any notice of prepayment given by the Company under paragraph (a) above shall only be valid if accompanied by evidence satisfactory to the Agent that all Authorisations necessary or desirable in connection with the proposed prepayment have been obtained and are in full force and effect. (d) On the last day of each Interest Period which ends after the Company has given notice under paragraph (a) above (or, if earlier, the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding Company shall repay that Lender’s participation in that LoanUtilisation.

Right of repayment and. cancellation in relation to a single Lender (aA) If: (i) any the Company reasonably believes that the sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause clause 13.2 (Tax gross-up); (ii) any Lender claims indemnification the Company receives a notice from the Company Facility Agent under Clause clause 13.3 (Tax indemnityIndemnity) or Clause clause 14.1 (Increased costsCosts); or; (iii) any Lender notifies is or becomes a Non-Funding Lender; (iv) any Lender is or becomes entitled to increase its rate of interest further to clause 11.2 (Market disruption); or (v) the Agent rating of its Additional Cost Rate under paragraph 3 of Schedule 4 any Lender’s long-term unguaranteed, unsecured securities or debt is reduced to below Baa3 (Mandatory Cost formulae)Xxxxx’x) or a comparable rating from an internationally recognised credit rating agency, the Company may, whilst while (in the case of paragraphs paragraph (i) and (ii) above) the circumstance giving rise to the requirement belief or indemnification continues, notice continues or (in the case of paragraph (iii), (iv) or (v) above) that Additional Cost Rate is greater than zero, the relevant circumstance continues: (a) give the Facility Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the Loans.Utilisations; (b) On receipt in the case of a Non-Funding Lender or Illegality Lender, give the Facility Agent notice referred to in paragraph (a) above, of cancellation of the Available Commitment of that Lender shall immediately be reduced in relation to zero.the Facility and reinstate all or part of such Available Commitment in accordance with paragraph (B) below; or (c) On the last day of each Interest Period which ends after the Company has given notice under replace that Lender in accordance with paragraph (aB) above (or, if earlier, the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in that Loanbelow.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 13.2 10.2 (Tax gross-up); (ii) any Lender claims indemnification from the Company an Obligor under Clause 13.3 10.3 (Tax indemnity) or Clause 14.1 11.2 (Increased costs); or (iii) any Lender notifies the Facility Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 5 (Mandatory Cost formulaeFormula), the Company Luxco Borrower (on behalf of itself and the German Borrower) may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, continues or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Facility Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the LoansAdvances. (b) On receipt of a notice referred to in paragraph (a) above), the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company Luxco Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Company Luxco Borrower in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in that Loanthe Advances made to it.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 13.2 (Tax gross-up);; or (ii) any Lender claims indemnification from the Company either Borrower under Clause 13.3 (Tax indemnity) or Clause 14.1 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulae), the Company Italian Borrower may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, continues or (in the case of paragraph (iii) above) that the Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the Loans. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company Italian Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Company Italian Borrower in that notice), each Borrower (or, as the case may be, the specified Borrower) in relation to which a Loan is outstanding shall repay that Lender’s participation in that Loan.

Right of repayment and. cancellation in relation to a single Lender (a) 8.4.1 If: (iA) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 13.2 13.2.3 (Tax gross-up); (iiB) any Lender claims indemnification from the Company or an Obligor under Clause 13.3 (Tax indemnity) or Clause 14.1 (Increased costs); or (iiiC) any Lender notifies the Administrative Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulaeFormulae), the Company may, whilst (in the case of paragraphs (iA) and (iiB) above) the circumstance giving rise to the requirement or indemnification continues, continues or whilst (in the case of paragraph (iiiC) above) that Additional Cost Rate is greater than zero, give the Administrative Agent notice of cancellation of the Commitment Commitments of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the Loans. (b) 8.4.2 On receipt of a notice referred to in paragraph (a) aboveClause 8.4.1, the Commitment Commitments of that Lender shall immediately be reduced to zero. (c) 8.4.3 On the last day of each Interest Period which ends after the Company has given notice under paragraph (a) above Clause 8.4.1 (or, if earlier, the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in that Loan.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 13.2 (Tax gross-up); (ii) any Lender claims indemnification from the Company under Clause 13.3 (Tax indemnity) or Clause 14.1 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulae), the Company may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, continues or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the LoansUtilisations. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company has given notice under paragraph (a) above (or, if earlier, the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan Utilisation is outstanding shall repay that Lender’s participation in that LoanUtilisation.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor the Borrower is required to be increased under paragraph (c) of Clause 13.2 15.2 (Tax gross-up); (ii) any Lender claims indemnification from the Company Borrower under Clause 13.3 15.3 (Tax indemnity) or Clause 14.1 16.1 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulae), the Company Borrower may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continuescontinues or, or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment a Loan of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the Loans. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment Loan of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends Promptly after the Company Borrower has given notice under paragraph (a) above (or, if earlier), the date specified by the Company in that notice), each Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in that Loan.

Right of repayment and. cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor the Borrower is required to be increased under paragraph (c) of Clause 13.2 12.2 (Tax gross-up);; or (ii) any Lender claims indemnification from the Company Borrower under Clause 13.3 12.3 (Tax indemnity) or Clause 14.1 13.1 (Increased costs); or (iii) any Lender notifies the Agent of its Additional Cost Rate under paragraph 3 of Schedule 4 (Mandatory Cost formulae), the Company Borrower may, whilst (in the case of paragraphs (i) and (ii) above) the circumstance giving rise to the requirement or indemnification continues, or (in the case of paragraph (iii) above) that Additional Cost Rate is greater than zero, give the Agent notice of cancellation of the Commitment of that Lender and/or and its intention to procure the repayment of that Lender’s participation in the LoansUtilisations. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Company Borrower in that notice), each the Borrower (or, as the case may be, the specified Borrower) to which a Loan is outstanding shall repay that Lender’s participation in the Utilisations together with interest accrued but unpaid up to and including the date of repayment of that LoanLender’s participation in the Utilisations.