PHRASE "WITHOUT LIMITATION".
THE WORD
"WILL" SHALL BE CONSTRUED TO HAVE THE SAME MEANING AND EFFECT AS THE WORD
"SHALL".
UNLESS THE CONTEXT SHALL OTHERWISE REQUIRE, ALL REFERENCES HEREIN TO
ARTICLES, SECTIONS, EXHIBITS AND SCHEDULES SHALL BE DEEMED TO BE REFERENCES TO
ARTICLES AND SECTIONS OF, AND EXHIBITS AND SCHEDULES TO, THIS AGREEMENT , AND
THE WORDS "HEREIN", "HEREOF" AND "HEREUNDER", AND WORDS OF SIMILAR IMPORT, SHALL
BE CONSTRUED TO REFER TO THIS AGREEMENT IN ITS ENTIRETY AND NOT TO ANY
PARTICULAR PROVISION HEREOF.
EACH REFERENCE TO ANY LOAN DOCUMENT OR ANY OTHER
DOCUMENT OR AGREEMENT SHALL BE DEEMED TO BE A REFERENCE TO SUCH LOAN DOCUMENT,
DOCUMENT OR AGREEMENT AS AMENDED, RESTATED, WAIVED, SUPPLEMENTED OR OTHERWISE
MODIFIED FROM TIME TO TIME IN ACCORDANCE WITH THE PROVISIONS HEREOF AND THEREOF.
SECTION 1.03.
CLASSIFICATION OF LOANS AND BORROWINGS.
FOR THE PURPOSES OF THIS
AGREEMENT, LOANS MAY BE CLASSIFIED AND REFERRED TO BY CLASS (E.G., A "REVOLVING
LOAN") OR BY TYPE (E.G., A "EURODOLLAR LOAN") OR BY CLASS AND TYPE (E.G., A
"EURODOLLAR REVOLVING LOAN").
BORROWINGS MAY ALSO BE CLASSIFIED AND REFERRED TO
BY CLASS
(E.G., A "REVOLVING BORROWING") OR BY TYPE (E.G., A "EURODOLLAR
BORROWING") OR BY CLASS AND TYPE (E.G., A "EURODOLLAR REVOLVING BORROWING").
SECTION 1.04.
EXCHANGE RATE CALCULATIONS.
ON EACH CALCULATION DATE, THE
CANADIAN ADMINISTRATIVE AGENT SHALL (A) DETERMINE THE EXCHANGE RATE AS OF SUCH
CALCULATION DATE AND (B) GIVE NOTICE THEREOF TO THE BORROWERS AND TO EACH LENDER
THAT SHALL HAVE REQUESTED SUCH INFORMATION.
THE EXCHANGE RATES SO DETERMINED
SHALL BECOME EFFECTIVE ON THE FIRST BUSINESS DAY IMMEDIATELY FOLLOWING THE
RELEVANT CALCULATION DATE (EACH, A "RESET DATE") AND SHALL REMAIN EFFECTIVE
UNTIL THE NEXT SUCCEEDING RESET DATE, AND SHALL FOR ALL PURPOSES OF THIS
AGREEMENT (OTHER THAN SECTIONS 2.13(E), 10.03, 11.18 AND ANY OTHER PROVISION
EXPRESSLY REQUIRING THE USE OF A CURRENT EXCHANGE RATE) BE THE EXCHANGE RATE
EMPLOYED IN CONVERTING AMOUNTS BETWEEN U.S. DOLLARS AND CANADIAN DOLLARS.
SECTION 1.05.
PRO FORMA CALCULATIONS.
WITH RESPECT TO ANY PERIOD DURING WHICH
ANY PERMITTED ACQUISITION OCCURS, THE CONSOLIDATED LEVERAGE RATIO AND THE
CONSOLIDATED SENIOR SECURED LEVERAGE RATIO SHALL BE CALCULATED WITH RESPECT TO
SUCH PERIOD (AND, TO THE EXTENT APPLICABLE, SUBSEQUENT PERIODS) ON A PRO FORMA
BASIS AFTER GIVING EFFECT TO SUCH PERMITTED ACQUISITION (INCLUDING, WITHOUT
DUPLICATION, (A) ALL PRO FORMA ADJUSTMENTS PERMITTED OR REQUIRED BY ARTICLE 11
OF REGULATION S-X UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND (B) PRO
FORMA ADJUSTMENTS FOR COST SAVINGS (NET OF CONTINUING ASSOCIATED EXPENSES) TO
THE EXTENT SUCH COST SAVINGS ARE FACTUALLY SUPPORTABLE AND HAVE BEEN REALIZED OR
ARE REASONABLY EXPECTED TO BE REALIZED WITHIN 12 MONTHS FOLLOWING SUCH PERMITTED
ACQUISITION, PROVIDED THAT SUCH COST SAVINGS SHALL BE SET FORTH IN A REASONABLY
DETAILED CERTIFICATE OF A FINANCIAL OFFICER OF SSCE), USING, FOR PURPOSES OF
MAKING SUCH CALCULATIONS, THE HISTORICAL FINANCIAL STATEMENTS OF ALL ENTITIES OR
ASSETS SO ACQUIRED OR TO BE ACQUIRED AND THE CONSOLIDATED FINANCIAL STATEMENTS
OF SSCC AND THE SUBSIDIARIES WHICH SHALL BE REFORMULATED AS IF SUCH PERMITTED
ACQUISITION,