if such day is not a Business
Day, on the immediately succeeding Business Day in the then current month (if
there is one) or the preceding Business Day (if there is not)), and if the
relevant Interest Period exceeds 6 months, on the expiry of each 6 month period
during that Interest Period, or (b) if Clause 11.1(k) applies, the relevant
Confirmation Date, the Borrower to whom the relevant Advance was made shall pay
accrued interest on such Advance.
8.4
INTEREST RATE
The rate of interest applicable to an Advance at any time during an Interest
Period relating to it shall be the rate per annum which is the sum of the
Margin, the Associated Costs Rate for such Advance at such time (if applicable)
and LIBOR for such Interest Period.
8.5
NOTIFICATION
The Facility Agent shall promptly notify the relevant Borrower and the Lenders
of each determination of LIBOR, the Associated Costs Rate, and any change to the
proposed length of an Interest Period or any interest rate occasioned by the
operation of Clause 9 (Market Disruption and Alternative Interest Rates).
9.
MARKET DISRUPTION AND ALTERNATIVE INTEREST RATES
9.1
MARKET DISRUPTION
If, in relation to any Interest Period:
(A)
LIBOR IS TO BE DETERMINED BY REFERENCE TO THE REFERENCE BANKS AND,
AT OR ABOUT 11.00 A.M. (LONDON TIME) ON THE QUOTATION DATE FOR SUCH INTEREST
PERIOD, NONE OR ONLY ONE OF THE
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REFERENCE BANKS SUPPLIES A RATE FOR THE PURPOSE OF DETERMINING LIBOR, AS THE
CASE MAY BE, FOR THE RELEVANT PERIOD; OR
(B)
BEFORE THE CLOSE OF BUSINESS IN LONDON ON THE QUOTATION DATE FOR
SUCH INTEREST PERIOD, THE FACILITY AGENT HAS BEEN NOTIFIED BY A LENDER OR EACH
OF A GROUP OF LENDERS TO WHOM IN AGGREGATE 40% OR MORE OF THE RELEVANT ADVANCE
IS OWED (OR, IN THE CASE OF AN UNDRAWN ADVANCE, IF MADE, WOULD BE OWED) THAT THE
COST TO IT OF OBTAINING MATCHING DEPOSITS FOR THE RELEVANT ADVANCE IN THE LONDON
INTERBANK MARKET WOULD BE IN EXCESS OF LIBOR,
then the Facility Agent shall notify the relevant Borrowers and the Lenders of
such event and, notwithstanding anything to the contrary in this Agreement,
Clause 9.2 (Substitute Interest Period and Interest Rate) shall apply (if the
relevant Advance is already outstanding).
If either paragraph (a) or (b)
applies to a proposed Advance such Advance shall not be made.
9.2
SUBSTITUTE INTEREST PERIOD AND INTEREST RATE
(A)
IF PARAGRAPH (A) OF CLAUSE 9.1 (MARKET DISRUPTION) APPLIES, THE
DURATION OF THE RELEVANT INTEREST PERIOD SHALL BE 1 MONTH OR, IF LESS, SUCH THAT
IT SHALL END ON THE TERMINATION DATE.
(B)
IF EITHER PARAGRAPH OF CLAUSE 9.1 (MARKET DISRUPTION) APPLIES TO
AN ADVANCE, THE RATE OF INTEREST APPLICABLE TO EACH LENDER'S PORTION OF SUCH
ADVANCE DURING THE RELEVANT INTEREST PERIOD SHALL (SUBJECT TO ANY AGREEMENT
REACHED PURSUANT TO CLAUSE 9.3 (ALTERNATIVE RATE)) BE THE RATE PER ANNUM WHICH
IS THE SUM OF:
(I)
THE MARGIN;
(II)
THE RATE PER ANNUM NOTIFIED TO THE FACILITY