Common use of Secondary Term CXXXX Conversion Clause in Contracts

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Document and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (A) the benchmark rate determined in accordance with clause (1) of the definition of “CDOR Replacement” will replace the then-current Benchmark for Canadian Dollars for all purposes hereunder and under any other Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, any Loan Document; and (B) each Advance outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Benchmark for Canadian Dollars shall convert, at the start of the next interest payment period, into a Advance bearing interest based on the benchmark rate determined in accordance with clause (1) of the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower and agreed to by the Administrative Agent; provided, that this Section titled “Secondary Term CXXXX Conversion” shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower a Term CXXXX Notice.

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Document and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (Bii) each Advance Loan outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at the start last day of the next then current interest payment period, into a Advance Loan bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of such definition for the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other respective Available Tenor as may be selected by Cxxxxxxxx as is available for the Borrower and agreed to by the Administrative Agentthen-current Canadian Benchmark; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” clause (vi) shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower Cxxxxxxxx a Term CXXXX Notice., and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Lenders comprising the Required Lenders or Cxxxxxxxx. 92

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein in this Agreement or in any other Loan Document Documents and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (Bii) each Advance Loan outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at the start last day of the next then current interest payment period, into a Advance Loan bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of such definition for the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other respective Available Tenor as may be selected by the Borrower and agreed to by as is available for the Administrative Agentthen-current Canadian Benchmark; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” clause (vi) shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower a Term CXXXX Notice., and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Lenders comprising the Required Lenders or the Borrower. This Section 3.03(c) shall supersede any provisions in Section 10.01 to the contrary. 91

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein in this Agreement or in any other Loan Document Documents and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (Bii) each Advance Loan outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at the start last day of the next then current interest payment period, into a Advance Loan bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of such definition for the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other respective Available Tenor as may be selected by the Borrower and agreed to by as is available for the Administrative Agentthen-current Canadian Benchmark; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” clause (vi) shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower a Term CXXXX Notice., and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Lenders comprising the Required Lenders or the Borrower. This Section 3.03(c) shall supersede any provisions in Section 10.01 to the contrary. (d)

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Credit Facility Document and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1i)(A) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Credit Facility Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this agreement or any Loan other Credit Facility Document; and (Bii) each Advance outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at on the start last day of the next then-current interest payment period, into a an Advance bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1i)(A) of the such definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other Canadian Available Tenor as may be selected by the Borrower and agreed to by the Administrative Agent; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” section 9.6(6) shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower a Term CXXXX Notice, and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Lenders comprising the Majority Lenders or the Borrower.

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Document and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Credit Agreement or any other Loan Document; and (Bii) each Advance Loan outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at the start last day of the next then current interest payment period, into a Advance Loan bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of such definition for the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other respective Available Canadian Tenor as may be selected by the Borrower and agreed to by as is available for the Administrative Agentthen-current Canadian Benchmark; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” clause (f) shall not be effective unless the Administrative Agent has delivered to the Lenders and the Borrower a Term CXXXX Notice, and so long as the Administrative Agent has not received, by 5:00 p.m. on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Lenders comprising the Required Lenders or the Borrower.

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Document and subject to the proviso below in this clauseclause (f), if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date Date, (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (Bii) each Advance Borrowing outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at on the start last day of the next then-current interest payment period, into a Advance Borrowing bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance Borrowing immediately prior to the conversion or such other Canadian Available Tenor as may be selected by the Borrower and agreed to by the Administrative Agent; provided, that that, this Section titled “Secondary Term CXXXX Conversion” clause (f) shall not be effective unless the Administrative Agent has delivered to the Revolving Credit Lenders and the Borrower a Term CXXXX Notice, and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Revolving Credit Lenders comprising the Required Revolving Lenders or the Borrower.

Secondary Term CXXXX Conversion. Notwithstanding anything to the contrary herein or in any other Loan Document and subject to the proviso below in this clause, if a Term CXXXX Transition Event and its related Term CXXXX Transition Date have occurred, then on and after such Term CXXXX Transition Date (Ai) the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of the such definition of “CDOR Replacement” will replace the then-current Canadian Benchmark for Canadian Dollars for all purposes hereunder and or under any other Loan Document in respect of any setting of such Canadian Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (Bii) each Advance Canadian Loan outstanding on the Term CXXXX Transition Date bearing interest based on the then-current Canadian Benchmark for Canadian Dollars shall convert, at the start last day of the next then current interest payment period, into a Advance Canadian Loan bearing interest based on at the benchmark rate determined Canadian Benchmark Replacement described in accordance with clause (1a)(i) of such definition for the definition of “CDOR Replacement” having a tenor approximately the same length as the interest payment period applicable to such Advance immediately prior to the conversion or such other respective Available Canadian Tenor as may be selected by the Canadian Borrower and agreed to by as is available for the Administrative Agentthen-current Canadian Benchmark; providedprovided that, that this Section titled “Secondary Term CXXXX Conversion” clause (f) shall not be effective unless the Administrative Agent has delivered to the Canadian Lenders and the Canadian Borrower a Term CXXXX Notice, and so long as the Administrative Agent has not received, by 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term CXXXX Notice, written notice of objection to such conversion to Term CXXXX from Canadian Lenders comprising the Required Lenders holding Canadian Commitments or the Canadian Borrower.