Common use of Website Communications Clause in Contracts

Website Communications. (a) This Clause 29.2 shall apply to: (i) the financial statements, annual reports and semi-annual reports required to be provided under or in connection with the Financing Documents; (ii) any communication (other than one which is intended to form part of a contract) between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them) in connection with any amendment, waiver, consent or suspension of rights (or any proposal for any of the foregoing) requested by the Borrower and relating to a Financing Document or a document referred to in any Financing Document; and (iii) any other communication between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them), of a type to which the Facility Agent specifies, in a notice delivered to the Borrower and the Lenders by letter or facsimile, that this Clause 29.2 shall apply. The Facility Agent will not, without the consent of all Lenders and the Borrower, specify that this Clause 29.2 shall apply to: (A) the delivery of Utilisation Requests, a Conversion Request or a selection notice delivered pursuant to Clause 10(a)(Interest Periods); or (B) the notification by an Agent of a Lender’s participation in an Advance. (b) Any communication to which this Clause 29.2 applies shall be validly given if: (i) the sender places the communication on a website operated by a website operator which is (at the time the communication is sent) approved by the Facility Agent for this purpose, in accordance with the procedures and requirements of that website operator; (ii) the sender takes such steps as are necessary so that each recipient is sent, by letter or fax in accordance with this Agreement or by electronic mail in accordance with paragraph (d) below, a notice (the “Notification”) of the fact that a communication has been placed on the website for their attention and giving instructions for gaining access to that communication; and (iii) in the case of the documents referred to at paragraph (a)(i) above, and in the case of any communication referred to at paragraph (a)(ii) placed by the Borrower, the communication is placed on the website in PDF format or any other format acceptable to the Facility Agent, provided that in the case of documents referred to at paragraph (a)(i) above and any communication between the Borrower and an Agent, such communication is also delivered to the Borrower or, as the case may be, the relevant Agent by letter or fax in accordance with Clause 29.4 (Delivery).

Website Communications. (a) This Clause 29.2 shall apply to: (i) the financial statements, annual reports and semi-annual reports required to be provided under or in connection with the Financing Documents; (ii) any communication (other than one which is intended to form part of a contract) between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them) in connection with any amendment, waiver, consent or suspension of rights (or any proposal for any of the foregoing) requested by the Borrower and relating to a Financing Document or a document referred to in any Financing Document; and (iii) any other communication between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them), of a type to which the Facility Agent specifies, in a notice delivered to the Borrower and the Lenders by letter or facsimile, that this Clause 29.2 shall apply. The Facility Agent will not, without the consent of all Lenders and the Borrower, specify that this Clause 29.2 shall apply to: (A) the delivery of Utilisation Requests, a Conversion Request Requests or a selection notice delivered pursuant to Clause 10(a)(Interest 10(a) (Interest Periods); or (B) the notification by an Agent of a Lender’s participation in an Advance. (b) Any communication to which this Clause 29.2 applies shall be validly given if: (i) the sender places the communication on a website operated by a website operator which is (at the time the communication is sent) approved by the Facility Agent for this purpose, in accordance with the procedures and requirements of that website operator; (ii) the sender takes such steps as are necessary so that each recipient is sent, by letter or fax facsimile in accordance with this Agreement or by electronic mail in accordance with paragraph (d) below, a notice (the “Notification”) of the fact that a communication has been placed on the website for their attention and giving instructions for gaining access to that communication; and (iii) in the case of the documents referred to at paragraph (a)(i) above, and in the case of any communication referred to at paragraph (a)(ii) placed by the Borrower, the communication is placed on the website in PDF format or any other format acceptable to the Facility Agent, provided that in the case of documents referred to at paragraph (a)(i) above and any communication between the Borrower and an Agent, such communication is also delivered to the Borrower or, as the case may be, the relevant Agent by letter or fax facsimile in accordance with Clause 29.4 (Delivery).

Website Communications. (a) This Clause 29.2 30.2 shall apply to: (i) the financial statements, annual reports and semi-annual reports required to be provided under or in connection with the Financing Documents; (ii) any communication (other than one which is intended to form part of a contract) between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them) in connection with any amendment, waiver, consent or suspension of rights (or any proposal for any of the foregoing) requested by the Borrower and relating to a Financing Document or a document referred to in any Financing Document; and (iii) any other communication between the Borrower and an Agent or between an Agent and the Finance Parties (or any of them), of a type to which the Facility Agent specifies, in a notice delivered to the Borrower and the Lenders by letter or facsimile, that this Clause 29.2 30.2 shall apply. The Facility Agent will not, without the consent of all Lenders and the Borrower, specify that this Clause 29.2 30.2 shall apply to: (A) the delivery of Utilisation Requests, a Conversion Request or a selection notice delivered pursuant to Clause 10(a)(Interest Periods); or (B) the notification by an Agent of a Lender’s participation in an Advance. (b) Any communication to which this Clause 29.2 30.2 applies shall be validly given if: (i) the sender places the communication on a website operated by a website operator which is (at the time the communication is sent) approved by the Facility Agent for this purpose, in accordance with the procedures and requirements of that website operator; (ii) the sender takes such steps as are necessary so that each recipient is sent, by letter or fax in accordance with this Agreement or by electronic mail in accordance with paragraph (dc) below, a notice (the “Notification”) of the fact that a communication has been placed on the website for their attention and giving instructions for gaining access to that communication; and (iii) in the case of the documents referred to at paragraph (a)(i) above, and in the case of any communication referred to at paragraph (a)(ii) placed by the Borrower, the communication is placed on the website in PDF format or any other format acceptable to the Facility Agent, provided that in the case of documents referred to at paragraph (a)(i) above and any communication between the Borrower and an Agent, such communication is also delivered to the Borrower or, as the case may be, the relevant Agent by letter or fax in accordance with Clause 29.4 30.4 (Delivery). (c) A Notification sent by electronic mail to a Party shall be sent to the electronic mail address notified by that Party to the Facility Agent (or, if that Party is the Facility Agent, notified by the Facility Agent to the other Parties) by not less than five Business Days’ notice. Any Notification sent to that address shall be deemed to be given when received at that address, except that if it is received on a non-working day or after 5 p.m. in the place of receipt, it will be deemed to be given on the next working day in that place. (d) Subject to paragraph (e) below, the Facility Agent may approve a website operator by giving five Business Days’ notice (by letter or facsimile) to the Lenders and the Borrower. The Facility Agent may revoke its approval of a website operator for these purposes at any time immediately upon notice (given by letter or facsimile) to the Lenders and the Borrower, such notice to take effect immediately. (e) The Facility Agent shall not approve a website operator for the purposes of this Clause 30.2 unless: (i) it is satisfied that all Parties have been provided with any website addresses, user names, passwords and other necessary information, and have entered into any necessary arrangements with the website operator, to enable them to gain access to communications placed on the website for their attention; (ii) it has received assurances satisfactory to it that, communications transmitted to, received from and stored on websites operated by the website operator will be as secure as possible from unauthorised interception, reading and amendment; and (iii) it is satisfied that, promptly upon a communication being placed on any relevant website, the intended recipient will be sent a notification by e-mail of the communication and will, for at least 30 days thereafter, be able to read and retrieve a copy of the communication. (f) Any communication made in accordance with paragraph (b) above will be deemed to be given at 5 p.m. in the place of receipt on the day on which the recipient is given the relevant Notification, except that if it is received on a non-working day or after 5 p.m. in the place of receipt, it will be deemed to be given on the next working day in that place, unless prior to that time either: (i) the sender of the communication becomes aware that the recipient has not received that Notification; or (ii) the recipient of the Notification notifies the sender that it is not possible, for technical or other reasons affecting the operation of the relevant website generally, for the communication to be read or retrieved. (g) The Parties shall comply with any reasonable requirements of any approved website operator relating to the operation and security of the relevant websites. (h) Nothing in this Clause 30.2 shall prejudice the right of any Party to give any notice or other communication by letter or facsimile in accordance with the terms of this Agreement.