USUAL AND CUSTOMARY TERMS;
(B)
ANY CREDIT GIVEN BY A MEMBER OF THE BANK GROUP TO ANOTHER MEMBER OF
THE BANK GROUP WHICH ARISES BY REASON OF CASH-POOLING, SET-OFF OR OTHER CASH
MANAGEMENT ARRANGEMENT OF THE BANK GROUP;
(C)
THE EXISTING LOANS PROVIDED THAT THE AGGREGATE PRINCIPAL AMOUNT
OUTSTANDING THEREUNDER MAY NOT BE INCREASED FROM THAT EXISTING AT THE ORIGINAL
EXECUTION DATE IN RELIANCE ON THIS PARAGRAPH (C) (EXCEPT WITH RESPECT TO ACCRUAL
OR CAPITALISATION OF INTEREST);
(D)
ANY LOANS OR CREDIT GRANTED:
(I)
BY A MEMBER OF THE BANK GROUP WHICH IS NOT AN OBLIGOR TO AN OBLIGOR
BY WAY OF SUBORDINATED FUNDING;
(II)
BY ONE OBLIGOR TO ANOTHER OBLIGOR;
(III)
BY A MEMBER OF THE BANK GROUP WHICH IS NOT AN OBLIGOR TO ANY OTHER
MEMBER OF THE BANK GROUP WHICH IS NOT AN OBLIGOR;
141
(IV)
BY A MEMBER OF THE BANK GROUP TO THE RELEVANT MEMBER OF THE GROUP
FOR THE PURPOSES OF FUNDING DRAWINGS AVAILABLE UNDER THE UNDRAWN PORTION OF ANY
EXISTING UKTV GROUP LOAN STOCK OF UP TO £50 MILLION IN AGGREGATE;
(V)
IN ACCORDANCE WITH CLAUSE 25.9 (JOINT VENTURES); OR
(VI)
BY A SSN FINANCE SUBSIDIARY AS CONTEMPLATED IN THE DEFINITION OF
"SSN FINANCE SUBSIDIARY" OR THE ON-LENDING BY THE PARENT TO VMIH OF THE PROCEEDS
OF AN ISSUANCE OF SENIOR SECURED NOTES;
(E)
ANY LOANS MADE BY ANY MEMBER OF THE BANK GROUP TO ITS EMPLOYEES
EITHER:
(I)
IN THE ORDINARY COURSE OF ITS EMPLOYEES' EMPLOYMENT; OR
(II)
TO FUND THE EXERCISE OF SHARE OPTIONS OR THE PURCHASE OF CAPITAL
STOCK BY ITS EMPLOYEES, DIRECTORS, OFFICERS OR CONSULTANTS OF THE GROUP,
provided that the aggregate principal amount of all such loans shall not at any
time exceed £10 million (or its equivalent in other currencies);
(F)
ANY LOAN MADE BY A MEMBER OF THE BANK GROUP PURSUANT TO EITHER AN
ASSET PASSTHROUGH OR A FUNDING PASSTHROUGH;
(G)
ANY LOAN MADE BY A MEMBER OF THE BANK GROUP TO A MEMBER OF THE
GROUP, WHERE THE PROCEEDS OF SUCH LOAN ARE, OR ARE TO BE (WHETHER DIRECTLY OR
INDIRECTLY) USED:
(I)
TO MAKE PAYMENTS TO THE HIGH YIELD TRUSTEE IN RESPECT OF HIGH YIELD
TRUSTEE AMOUNTS (AS SUCH TERMS ARE DEFINED IN THE HYD INTERCREDITOR AGREEMENT)
IN RESPECT OF THE EXISTING HIGH YIELD NOTES;
(II)
TO MAKE EQUIVALENT PAYMENTS TO THOSE SPECIFIED IN
PARAGRAPH (I) ABOVE IN RESPECT OF ANY HIGH YIELD REFINANCINGS OR IN RESPECT OF
ANY ADDITIONAL HIGH YIELD NOTES;
(III)
TO MAKE PAYMENTS UNDER THE SENIOR SECURED NOTES DOCUMENTS;
(IV)
PROVIDED THAT NO EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING OR
IS LIKELY TO OCCUR AS A RESULT THEREOF, TO FUND PERMITTED PAYMENTS; OR
(V)
AT ANY TIME AFTER THE OCCURRENCE OF AN EVENT OF DEFAULT, TO FUND
PERMITTED PAYMENTS TO THE EXTENT NOT PROHIBITED BY THE HYD INTERCREDITOR
AGREEMENT, THE GROUP INTERCREDITOR AGREEMENT OR A SUPPLEMENTAL HYD INTERCREDITOR
AGREEMENT;
(H)
CREDIT GRANTED BY ANY MEMBER OF THE BANK GROUP TO A MEMBER OF THE
GROUP, WHERE THE