THE COMPANY TO DEAL OR
NOT TO DEAL WITH RECEIVABLES OR COLLECTIONS IN ANY PARTICULAR WAY AND ANY
RESTRICTIONS ON THE EXERCISE BY THE COMPANY OF ANY OF ITS CONTINUING RIGHTS OF
BENEFICIAL OWNERSHIP IN RESPECT OF THE RECEIVABLES AND COLLECTIONS AND
(II) AUTHORITY GIVEN BY THE COMPANY TO THE COLLATERAL AGENT IN RELATION TO ANY
COLLECTION ACCOUNT AND ANY COMPANY CONCENTRATION ACCOUNT SHALL BE TAKEN AS
FORMING PART OF THE SECURITY INTEREST GRANTED TO THE COLLATERAL AGENT HEREUNDER
FOR THE BENEFIT OF THE SECURED PARTIES AND SHALL SUBSIST ONLY FOR SO LONG AS THE
SECURED OBLIGATIONS REMAIN OUTSTANDING AND UNTIL THE SAME IS FULLY DISCHARGED;
AND
(E)
ALL REFERENCES TO RECEIVABLES "ACQUIRED BY
THE COMPANY" OR "CONTRIBUTED TO THE COMPANY" SHALL BE DEEMED TO INCLUDE
RECEIVABLES CONTRIBUTED, SOLD OR OTHERWISE TRANSFERRED BY HUNTSMAN INTERNATIONAL
TO THE COMPANY AND RECEIVABLES SUBROGATED, SOLD OR OTHERWISE TRANSFERRED
DIRECTLY FROM AN ORIGINATOR OR OTHER ENTITY TO THE COMPANY
1.13
CALCULATIONS
CALCULATIONS RELATING TO THE LOSS RESERVE RATIO, THE DILUTION RESERVE RATIO, THE
CARRYING COST RESERVE RATIO, THE YIELD RESERVE RATIO, DELINQUENCY RATIO OR
REQUIRED RESERVES RATIO (OR ANY CALCULATION DERIVED FROM SUCH RATIOS OR FROM
WHICH SUCH RATIOS ARE DERIVED) SHALL BE DETERMINED ON THE BASIS OF HISTORICAL
RECEIVABLES INFORMATION IN RELATION TO AN ADDITIONAL ORIGINATOR OR ACQUIRED LINE
OF BUSINESS FOR ANY PERIODS PRIOR TO THE DATE ON WHICH THE RELEVANT ORIGINATOR
BECAME AN ADDITIONAL ORIGINATOR OR THE DATE ON WHICH THE RELEVANT ACQUIRED LINE
OF BUSINESS BECAME AN APPROVED ACQUIRED LINE OF BUSINESS (AS APPLICABLE).
PART 2 THE FACILITY
2.
THE FACILITY
2.1
FACILITY
Subject to the terms of this Agreement, each Committed Lender agrees to make
available to the Company a committed revolving loan facility, in an amount not
exceeding its Commitment, less its Pro Rata Share of any Swingline Loans
outstanding.
The Swingline Lender agrees to make available to the Company a
5
committed swingline facility, in an amount not to exceed the Maximum Swingline
Loan Amount.
On the Closing Date the Aggregate Commitment equals $250,000,000
and the Maximum Swingline Loan Amount equals $5,000,000.
2.2
THE LOANS
(A)
ON THE TERMS AND SUBJECT TO THE CONDITIONS
HEREOF, ON THE CLOSING DATE AND THEREAFTER FROM TIME TO TIME PRIOR TO THE
FACILITY TERMINATION DATE EACH LENDER GROUP SHALL MAKE LOANS TO THE COMPANY IN
AN AMOUNT EQUAL TO SUCH LENDER GROUP'S PRO RATA SHARE OF EACH LOAN REQUESTED,
AND THE SWINGLINE LENDER SHALL MAKE SWINGLINE LOANS TO THE COMPANY IN THE AMOUNT
REQUESTED.
(B)
SUBJECT TO THE FOREGOING AND TO THE
LIMITATIONS SET FORTH HEREIN, THE COMPANY MAY BORROW, REPAY AND REBORROW THE
LOANS, INCLUDING THE SWINGLINE LOANS, HEREUNDER.
(C)
THERE SHALL BE A MAXIMUM OF FIVE (5) LOANS
OUTSTANDING AT ANY TIME, UNLESS OTHERWISE CONSENTED TO BY THE ADMINISTRATIVE
AGENT AND EACH FUNDING AGENT.
2.3
AMOUNT AND CURRENCY OF LOANS
(A)
EACH BORROWING OF LOANS HEREUNDER (EACH A
"BORROWING") SHALL COMPRISE OF A MAXIMUM OF THREE (3) LOANS, AND ONE REQUEST FOR
A SWINGLINE LOAN, IF APPLICABLE.
(B)