Common use of Circumstances Making Bankers’ Acceptances Unavailable Clause in Contracts

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and (B) the right of the Canadian Borrower to request a Drawing shall be suspended until the Agent shall notify such Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business Day. The Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Agent determines in good faith that by reason of circumstances affecting the money markets at market generally, as determined in good faith by the time any related Notice Canadian Sub-Agent acting reasonably and in respect of Drawing is delivered or is outstanding will result in no market for which the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon Canadian Sub-Agent shall have given notice to the Canadian Borrower of the occurrence and the Canadian Lenders particulars thereof, (A) there is no market for Bankers’ Acceptances or Canadian Borrower RL Lenders cannot readily sell bankers’ acceptances or perform their obligations under the Notice of Drawing Credit Agreement with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and bankers’ acceptances (Bi) the right of the Canadian Borrower to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In the case of , (ii) any such cancellation of a applicable Notice of DrawingBorrowing which is outstanding shall either: (x) be cancelled and the requested Bankers’ Acceptance Loan shall not be made or (y) the Canadian Sub-Agent may, unless acting reasonably and taking into account any circumstances then affecting the Canadian Borrower shall give written notice to RL Lenders and the contrary to availability of Loans, at the Agentdirection of the Canadian Borrower, deem the cancellation of any such aforementioned Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of Borrowing a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business DayLoans. The Canadian Sub-Agent agrees that it will, as shall promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, suspension of the date Canadian Borrower’s right to request a Bankers’ Acceptance Loan and of the amount termination of each Canadian Prime Rate Advance any suspension. SCHEDULE 2.19(a) REVERSE DUTCH AUCTION PROCEDURES This Schedule 2.19(a) is intended to be made or actually made summarize certain basic terms of the reverse Dutch auction procedures pursuant to and in accordance with the immediately preceding sentenceterms and conditions of Section 2.19(a) of the Credit Agreement, of which this Schedule 2.19(a) is a part. It is not intended to be a definitive statement of all of the terms and conditions of a reverse Dutch auction, the definitive terms and conditions for which shall be set forth in the applicable offering document. None of the Administrative Agent, the Auction Manager or any of their respective Affiliates, or any officers, directors, employees, agents or attorneys-in-fact of such Persons (together with the Administrative Agent and its Affiliates, the “Agent-Related Person”) makes any recommendation pursuant to any offering document as to whether or not any Lender should sell B Term Loans or C Term Loans, as the case may be, to the respective Borrower pursuant to any offering documents, nor shall the decision by the Administrative Agent, the Auction Manager or any other Agent-Related Person (or any of their affiliates) in its respective capacity as a Lender to sell its Term Loans to the respective Borrower be deemed to constitute such a recommendation. Each Lender should make its own decision on whether to sell any of its B Term Loans or C Term Loans, as the case may be, and, if it decides to do so, the principal amount of and price to be sought for such Term Loans. In addition, each Lender should consult its own attorney, business advisor or tax advisor as to legal, business, tax and related matters concerning each Auction and the relevant offering documents. Each Lender participating in an Auction acknowledges and agrees that in connection with such Auction, (1) the respective Borrower may have, and later may come into possession of, information regarding the B Term Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans), that is not known to such Lender and that may be material to a decision by such Lender to participate in such Auction (“Excluded Information”), (2) such Lender has independently and, without reliance on the respective Borrower, any of its Subsidiaries, the Administrative Agent or any of their respective Affiliates, has made its own analysis and determination to participate in such Auction notwithstanding such Lender’s lack of knowledge of the Excluded Information and (3) none of the respective Borrower, its Subsidiaries, the Administrative Agent or any of their respective Affiliates shall have any liability to such Lender, and such Lender hereby waives and releases, to the extent permitted by law, any claims such Lender may have against the respective Borrower, its Subsidiaries, the Administrative Agent and their respective Affiliates, under applicable laws or otherwise, with respect to the nondisclosure of the Excluded Information. Each Lender participating in any Auction further acknowledges that the Excluded Information may not be available to the Administrative Agent or the other Lenders. Capitalized terms not otherwise defined in this Schedule 2.19(a) have the meanings assigned to them in the Credit Agreement.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, ----------------------------------------------------- with respect to any proposed Drawing, the Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the Canadian Borrower to request a Drawing shall be suspended until the Agent shall notify such Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation cancelation of a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Agent, the cancellation cancelation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business DayDay as the date of the requested Drawing, and otherwise on the next Business Day. The Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. If prior to the commencement of any Contract Period, (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that faith, which determination shall be conclusive and binding on the applicable Borrowers, and notifies the Borrower Agent that, by reason of circumstances affecting the money markets at the time any related Notice of Drawing market, there is delivered or is outstanding will result in no readily available market for Bankers’ Acceptances, or (ii) the Bankers' Acceptances to Administrative Agent determines (which determination shall be created in connection with such Drawing conclusive absent manifest error) that adequate and reasonable means do not exist for ascertaining the Discount Rate or an insufficient demand CDOR Rate, as applicable, for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell Contract Period; or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Lenders thereof, (Aiii) the Notice of Drawing with respect Administrative Agent is advised by one or more Revolving Lenders that the Discount Rate or CDOR Rate, as applicable, for such Contract Period will not adequately and fairly reflect the cost to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and Lenders (Bor Lender) of making or maintaining their portion of such BA Drawings included in such Borrowing for such Contract Period then: the right of the Canadian Borrower Borrowers to request a borrowing by way of BA Drawing shall be suspended until the Administrative Agent shall notify such Borrower determines that the circumstances causing such suspension no longer exist. In exist and the case Administrative Agent so notifies the Borrower Agent; and any notice relating to a borrowing by way of any BA Drawing which is outstanding at such cancellation of a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Agent, the cancellation of any such Notice of Drawing time shall be deemed to be the giving a notice requesting a borrowing by the Canadian Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting way of Canadian Prime Rate Advances in an aggregate principal amount equal Loans (all as if it were a notice given pursuant to Section 2.03). The Administrative Agent shall promptly notify the aggregate Face Amount of such proposed Drawing Borrower Agent and the Canadian Revolving Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business Day. The Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made suspension in accordance with Section 2.24(a) of the immediately preceding sentenceBorrowers’ right to request a borrowing by way of BA Drawing and of the termination of such suspension.

Circumstances Making Bankers’ Acceptances Unavailable. (i) 15. If, for any reason a market for bankers’ acceptances does not exist at any time or the Canadian Revolving Lenders cannot for other reasons, after reasonable efforts, readily sell bankers’ acceptances or perform their other obligations under the Credit Agreement and this Schedule XI with respect to any proposed Drawingbankers’ acceptances, the Agent determines in each case, as determined in good faith that circumstances affecting by the money markets at Administrative Agent or Canadian Sub-Agent acting reasonably and in respect of which the time any related Notice of Drawing is delivered Administrative Agent or is outstanding will result in no market for the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon Canadian Sub-Agent shall have given notice to the Canadian Borrower Revolving Borrowers of the occurrence and the Canadian Lenders particulars thereof, there is no market for Bankers’ Acceptances, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and (Bi) the right of the each Canadian Revolving Borrower to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In the case of , (ii) any such cancellation of a applicable Notice of DrawingBorrowing which is outstanding shall either: (x) be cancelled and the requested Bankers’ Acceptance Loan shall not be made or (y) the Administrative Agent or Canadian Sub-Agent may, unless acting reasonably and taking into account any circumstances then affecting the Canadian Borrower shall give written notice to Revolving Lenders and the contrary to availability of Loans, at the Agentdirection of such Canadian Revolving Borrower, deem the cancellation of any such aforementioned Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of Borrowing a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business Day. The Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentenceLoans.

Circumstances Making Bankers’ Acceptances Unavailable. (i) 15. If, with respect to any proposed Drawing, the Agent determines in good faith that by reason of circumstances affecting the money markets at market generally, as determined in good faith by the time any related Notice Canadian Sub-Agent acting reasonably and in respect of Drawing is delivered or is outstanding will result in no market for which the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon Canadian Sub-Agent shall have given notice to the Canadian Borrower of the occurrence and the Canadian Lenders particulars thereof, (A) there is no market for Bankers’ Acceptances or Canadian Borrower RL Lenders cannot readily sell bankers’ acceptances or perform their obligations under the Notice of Drawing Credit Agreement with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and bankers’ acceptances (Bi) the right of the Canadian Borrower to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In the case of , (ii) any such cancellation of a applicable Notice of DrawingBorrowing which is outstanding shall either: (x) be cancelled and the requested Bankers’ Acceptance Loan shall not be made or (y) the Canadian Sub-Agent may, unless acting reasonably and taking into account any circumstances then affecting the Canadian Borrower shall give written notice to RL Lenders and the contrary to availability of Loans, at the Agentdirection of the Canadian Borrower, deem the cancellation of any such aforementioned Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of Borrowing a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business DayLoans. The Canadian Sub-Agent agrees that it will, as shall promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, suspension of the date Canadian Borrower’s right to request a Bankers’ Acceptance Loan and of the amount termination of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.any suspension. SCHEDULE 2.19(a)

Circumstances Making Bankers’ Acceptances Unavailable. (i) 15. If, with respect to any proposed Drawing, the Agent determines in good faith that (A) by reason of circumstances affecting the money markets at market generally, as determined in good faith by the time any related Notice Administrative Agent acting reasonably and in respect of Drawing which the Administrative Agent shall have given notice to the Lux Borrower of the occurrence and particulars thereof, there is delivered or is outstanding will result in no market for Bankers’ Acceptances or Revolving Facility Lenders cannot readily sell bankers’ acceptances or perform their obligations under the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing Credit Agreement with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and bankers’ acceptances or (B) the Administrative Agent is advised by the Majority Lenders under a Revolving Facility that CDOR will not or does not accurately reflect the cost of funds of such Lenders or the discount rate which would be applicable to a sale of B/A Instruments accepted or purchased by such lenders, then (i) the right of the Canadian Borrower Lux BorrowerBorrowers to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In , (ii) any applicable Borrowing Request or Interest Election Request which is outstanding shall either: (x) be cancelled and the case requested Bankers’ Acceptance Loan shall not be made or (y) the Administrative Agent may, acting reasonably and taking into account any circumstances then affecting the Revolving Facility Lenders and the availability of any such cancellation Loans, at the direction of the Luxapplicable Borrower, deem the aforementioned Borrowing Request or Interest Election Request (as applicable) a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing Request or Interest Election Request (as applicable) for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business DayLoans. The Administrative Agent agrees that it will, as shall promptly as practicable, notify the Canadian Lux Borrower of the unavailability of Bankers' Acceptances and, if applicable, suspension of the date Lux Borrower’sBorrowers’ right to request a Bankers’ Acceptance Loan and of the amount termination of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentenceany suspension.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' ’ Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' ’ Acceptances to allow the Canadian Revolving Credit Lenders creating such Bankers' ’ Acceptances to sell or trade the Bankers' ’ Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the applicable Canadian Borrower and the Canadian Revolving Credit Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the such Canadian Borrower to request a Drawing shall be suspended until the Administrative Agent shall notify such Canadian Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the applicable Canadian Borrower shall give written notice to the contrary to the Administrative Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the such Canadian Borrower of a Committed Loan Notice for a Revolving Credit Borrowing of Borrowing for Canadian Borrower Advances consisting of a Canadian Prime Rate Advances Loan in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Revolving Credit Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower AdvancesRevolving Credit Loans, make such Advances available Credit Extension to the such Canadian Borrower, if practicable, Borrower on the same Business Day, and otherwise on Day as the next Business Daydate of the requested Drawing. The Administrative Agent agrees that it will, as promptly as practicable, notify the applicable Canadian Borrower of the unavailability of Bankers' ’ Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance Credit Extension to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' ’ Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' ’ Acceptances to allow the Lenders creating such Bankers' ’ Acceptances to sell or trade the Bankers' ’ Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the applicable Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the such Canadian Borrower to request a Drawing shall be suspended until the Administrative Agent shall notify such Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the such Canadian Borrower shall give written notice to the contrary to the Administrative Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the such Canadian Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the such Canadian Borrower, if practicable, on the same Business DayDay as the date of the requested Drawing, and otherwise on the next Business Day. The Administrative Agent agrees that it will, as promptly as practicable, notify the such Canadian Borrower of the unavailability of Bankers' ’ Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) 15. If, with respect to any proposed Drawing, the Agent determines in good faith that by reason of circumstances affecting the money markets at market generally, as determined in good faith by the time any related Notice Canadian Sub-Agent acting reasonably and in respect of Drawing is delivered or is outstanding will result in no market for which the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon Canadian Sub-Agent shall have given notice to the Canadian Borrower of the occurrence and the Canadian Lenders particulars thereof, (A) there is no market for Bankers’ Acceptances or Canadian Borrower RL Lenders cannot readily sell bankers’ acceptances or perform their obligations under the Notice of Drawing Credit Agreement with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and bankers’ acceptances (Bi) the right of the Canadian Borrower to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In the case of , (ii) any such cancellation of a applicable Notice of DrawingBorrowing which is outstanding shall either: (x) be cancelled and the requested Bankers’ Acceptance Loan shall not be made or (y) the Canadian Sub-Agent may, unless acting reasonably and taking into account any circumstances then affecting the Canadian Borrower shall give written notice to RL Lenders and the contrary to availability of Loans, at the Agentdirection of the Canadian Borrower, deem the cancellation of any such aforementioned Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of Borrowing a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business DayLoans. The Canadian Sub-Agent agrees that it will, as shall promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, suspension of the date Canadian Borrower’s right to request a Bankers’ Acceptance Loan and of the amount termination of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentenceany suspension. SCHEDULE 13.03 LENDER ADDRESSES Lender Address Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxx Xxxxxxxxx Telephone No.: (000) 000-0000 Telecopier No.: (000) 000-0000 Deutsche Bank AG, Canada Branch 000 Xxx Xxxxxx, Xxxxx 0000 Xxxxxxxx Xxxxx X.X. Xxx 000 Xxxxxxx, Xxxxxxx X0X 0X0 Attention: Xxxxxxxxx Xxxxx Telephone No.: (000) 000-0000 Telecopier No.: (000) 000-0000 Bank of America, N.A. 0000 Xxxxxxx Xx Xxxxxxx, CA 94520 CA4-702-02-25 Attention: Xxxxx Xxxxx Telephone No.: (000) 000-0000 Telecopier No.: (000) 000-0000 Bank of America, N.A. (Canada Branch) 0000 Xxxxxxx Xx Xxxx B. CA4-702-02-25 Concord, CA 94520 Attention: Xxxxxxx Xxxxxxxx Telephone No.: (000) 000-0000 Telecopier No.: (000) 000-0000 Barclays Bank PLC 00 Xxxxxx Xxxxxx Jersey City, New Jersey 07302 Attention: Xxxxx Xxxxxxxxx Telephone No.: (000) 000-0000 Telecopier No.: (000) 000 0000

Circumstances Making Bankers’ Acceptances Unavailable. (i) 15. If, with respect to any proposed Drawing, the Agent determines in good faith that (A) by reason of circumstances affecting the money markets at market generally, as determined in good faith by the time any related Notice Administrative Agent acting reasonably and in respect of Drawing which the Administrative Agent shall have given notice to the Lux Borrower of the occurrence and particulars thereof, there is delivered or is outstanding will result in no market for Bankers’ Acceptances or Revolving Facility Lenders cannot readily sell bankers’ acceptances or perform their obligations under the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing Credit Agreement with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and bankers’ acceptances or (B) the Administrative Agent is advised by the Majority Lenders under a Revolving Facility that the CDOR Rate will not or does not accurately reflect the cost of funds of such Lenders or the discount rate which would be applicable to a sale of B/A Instruments accepted or purchased by such lenders, then (i) the right of the Canadian Borrower Borrowers to request a Drawing Bankers’ Acceptance Loan shall be suspended until the Agent shall notify such Borrower that the circumstances causing such a suspension no longer exist. In , (ii) any applicable Borrowing Request or Interest Election Request which is outstanding shall either: (x) be cancelled and the case requested Bankers’ Acceptance Loan shall not be made or (y) the Administrative Agent may, acting reasonably and taking into account any circumstances then affecting the Revolving Facility Lenders and the availability of any such cancellation Loans, at the direction of the applicable Borrower, deem the aforementioned Borrowing Request or Interest Election Request (as applicable) a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing Request or Interest Election Request (as applicable) for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business DayLoans. The Administrative Agent agrees that it will, as shall promptly as practicable, notify the Canadian Lux Borrower of the unavailability of Bankers' Acceptances and, if applicable, suspension of the date Borrowers’ right to request a Bankers’ Acceptance Loan and of the amount termination of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentenceany suspension.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Multicurrency Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the Canadian Borrower to request a Drawing shall be suspended until the Administrative Agent shall notify such Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Administrative Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing for Canadian Borrower Multicurrency Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Multicurrency Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Multicurrency Advances, make such Advances available to the Canadian Borrower, if practicable, on the same Business Day, and otherwise on the next Business Day. The Administrative Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' Acceptances to allow the Lenders creating such Bankers' Acceptances to sell or trade the Bankers' Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the applicable Canadian Borrower and the Canadian Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the such Canadian Borrower to request a Drawing shall be suspended until the Administrative Agent shall notify such Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the such Canadian Borrower shall give written notice to the contrary to the Administrative Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the such Canadian Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the such Canadian Borrower, if practicable, on the same Business DayDay as the date of the requested Drawing, and otherwise on the next Business Day. The Administrative Agent agrees that it will, as promptly as practicable, notify the such Canadian Borrower of the unavailability of Bankers' Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' ’ Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' ’ Acceptances to allow the Lenders creating such Bankers' ’ Acceptances to sell or trade the Bankers' ’ Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian applicable Borrower and the Canadian Lenders thereofLenders, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled and the Drawing requested therein shall not be made and (B) the right of the Canadian Borrower Borrowers to request a Drawing shall be suspended until the Agent shall notify such Borrower the Company that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the Canadian applicable Borrower shall give written notice to the contrary to the Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian such Borrower of a Notice of Borrowing for Canadian Borrower Advances consisting of Canadian Prime Rate Advances in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower Advances, make such Advances available to the Canadian applicable Borrower, if practicable, on the same Business Day, and otherwise on the next Business Day. The Agent agrees that it will, as promptly as practicable, notify the Canadian Company and the applicable Borrower of the unavailability of Bankers' ’ Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance to be made or actually made in accordance with the immediately preceding sentence.

Circumstances Making Bankers’ Acceptances Unavailable. (i) If, with respect to any proposed Drawing, the Administrative Agent determines in good faith that circumstances affecting the money markets at the time any related Notice of Drawing is delivered or is outstanding will result in no market for the Bankers' ’ Acceptances to be created in connection with such Drawing or an insufficient demand for such Bankers' ’ Acceptances to allow the Lenders creating such Bankers' ’ Acceptances to sell or trade the Bankers' ’ Acceptances to be created and purchased or discounted by them hereunder in connection with such Drawing, then, upon notice to the Canadian Borrower and the Canadian Revolving Lenders thereof, (A) the Notice of Drawing with respect to such proposed Drawing shall be cancelled canceled and the Drawing requested therein shall not be made and (B) the right of the Canadian Borrower to request a Drawing shall be suspended until the Administrative Agent shall notify such the Canadian Borrower that the circumstances causing such suspension no longer exist. In the case of any such cancellation of a Notice of Drawing, unless the Canadian Borrower shall give written notice to the contrary to the Administrative Agent, the cancellation of any such Notice of Drawing shall be deemed to be the giving by the Canadian Borrower of a Notice of Borrowing Request for Canadian Borrower Advances consisting of Canadian Prime Rate Advances Revolving Loans in an aggregate principal amount equal to the aggregate Face Amount of such proposed Drawing and the Canadian Revolving Lenders shall, subject to the terms and conditions hereof applicable to the making of Canadian Borrower AdvancesRevolving Loans, make such Advances Canadian Revolving Loans available to the Canadian Borrower, if practicable, on the same Business DayDay as the date of the requested Drawing, and otherwise on the next Business Day. The Administrative Agent agrees that it will, as promptly as practicable, notify the Canadian Borrower of the unavailability of Bankers' ’ Acceptances and, if applicable, of the date and the amount of each Canadian Prime Rate Advance Revolving Loans to be made or actually made in accordance with the immediately preceding sentence.