BY AN OBLIGOR OTHER THAN OR IN EXCESS
OF, OR GRANT TO ANY PERSON ANY MORE EXTENSIVE RIGHTS THAN, THOSE REQUIRED TO BE
MADE OR GRANTED TO THE RELEVANT LENDER UNDER THE FINANCE DOCUMENTS.
26.9
PRO RATA INTEREST SETTLEMENT
(A)
IF THE AGENT HAS NOTIFIED THE LENDERS THAT IT IS ABLE TO DISTRIBUTE
INTEREST PAYMENTS ON A "PRO RATA BASIS" TO EXISTING LENDERS AND NEW LENDERS THEN
(IN RESPECT OF ANY NOVATION PURSUANT TO CLAUSE 26.5
(PROCEDURE FOR NOVATION) OR
ANY ASSIGNMENT PURSUANT TO CLAUSE 26.6
(PROCEDURE FOR ASSIGNMENT) THE TRANSFER
DATE OF WHICH, IN EACH CASE, IS AFTER THE DATE OF SUCH NOTIFICATION AND IS NOT
ON THE LAST DAY OF AN INTEREST PERIOD):
(I)
ANY INTEREST OR FEES IN RESPECT OF THE RELEVANT PARTICIPATION WHICH ARE
EXPRESSED TO ACCRUE BY REFERENCE TO THE LAPSE OF TIME SHALL CONTINUE TO ACCRUE
IN FAVOUR OF THE EXISTING LENDER UP TO BUT EXCLUDING THE TRANSFER DATE ("ACCRUED
AMOUNTS") AND SHALL BECOME DUE AND PAYABLE TO THE EXISTING LENDER (WITHOUT
FURTHER INTEREST ACCRUING ON THEM) ON THE LAST DAY OF THE CURRENT INTEREST
PERIOD
142
(OR, IF THE INTEREST PERIOD IS LONGER THAN SIX MONTHS, ON THE NEXT OF THE DATES
WHICH FALLS AT SIX MONTHLY INTERVALS AFTER THE FIRST DAY OF THAT INTEREST
PERIOD); AND
(II)
THE RIGHTS ASSIGNED OR NOVATED BY THE EXISTING LENDER WILL NOT INCLUDE
THE RIGHT TO THE ACCRUED AMOUNTS, SO THAT, FOR THE AVOIDANCE OF DOUBT:
(A)
when the Accrued Amounts become payable, those Accrued Amounts will be
payable to the Existing Lender; and
(B)
the amount payable to the New Lender on that date will be the amount
which would, but for the application of this Clause 26.9
( Pro rata interest
settlement), have been payable to it on that date, but after deduction of the
Accrued Amounts.
(B)
IN THIS CLAUSE 26.9
(PRO RATA INTEREST SETTLEMENT) REFERENCES TO
"INTEREST PERIOD" SHALL BE CONSTRUED TO INCLUDE A REFERENCE TO ANY OTHER PERIOD
FOR ACCRUAL OF FEES.
(C)
AN EXISTING LENDER WHICH RETAINS THE RIGHT TO THE ACCRUED AMOUNTS
PURSUANT TO THIS CLAUSE 26.9 (PRO RATA INTEREST SETTLEMENT) BUT WHICH DOES NOT
HAVE A COMMITMENT SHALL BE DEEMED NOT TO BE A LENDER FOR THE PURPOSES OF
ASCERTAINING WHETHER THE AGREEMENT OF ANY SPECIFIED GROUP OF LENDERS HAS BEEN
OBTAINED TO APPROVE ANY REQUEST FOR A CONSENT, WAIVER, AMENDMENT OR OTHER VOTE
OF LENDERS UNDER THE FINANCE DOCUMENTS.
27.
CHANGES TO THE OBLIGORS
27.1
ASSIGNMENTS AND NOVATION BY OBLIGORS
No Obligor may assign any of its rights or novate any of its rights or
obligations under the Finance Documents.
27.2
ADDITIONAL BORROWERS
(A)
SUBJECT TO COMPLIANCE WITH THE PROVISIONS OF CLAUSE 22.3
(KNOW YOUR
CLIENT) THE PARENT MAY REQUEST THAT ANY OF ITS WHOLLY-OWNED SUBSIDIARIES
INCORPORATED IN AUSTRALIA BECOMES AN ADDITIONAL BORROWER.
THAT SUBSIDIARY SHALL
BECOME AN ADDITIONAL BORROWER IF:
(I)
ALL THE LENDERS APPROVE THE ADDITION OF THAT SUBSIDIARY;
(II)
THE PARENT DELIVERS TO THE AGENT A DULY COMPLETED AND EXECUTED ACCESSION
LETTER;
(III)