LONG-TERM DEBT March 31, December 31,2010 2009 Sample Clauses

LONG-TERM DEBT March 31, December 31,2010 2009. Senior secured term loan B (US$41.8 million; 2009-US$41.9 million) Senior secured term loan D (US$965.2 million; 2009-US$967.6 million)Financing transaction costs$ 42,431980,280(15,809)$ 43,8361,012,741(16,297) Less current portion of senior secured term loan B Less current portion of senior secured term loan D1,006,902(426)(9,852)1,040,280(439)(10,154) $ 996,624$ 1,029,687 The Corporation's senior secured credit facilities are comprised of US$1,012.1 million in term loans and a three year US$185.0 million revolving credit facility. The term loans are comprised of the US$42.0 million term loan B which matures on April 3, 2013 and the US$970.1 million term loan D which matures on April 3, 2016. The term loan B bears a floating interest rate based on either US prime or the London Interbank Offered Rate ("LIBOR"), at the Corporation's option, plus a credit spread of 100 or 200 basis points, respectively. The term loan D bears a floating interest rate based on either US prime or LIBOR, at the Corporation's option, plus a credit spread of 300 or 400 basis points, respectively. In addition, the term loan D bears an interest rate floor of 325 basis points based on US prime and an interest rate floor of 200 basis points based on LIBOR. Under the terms of the credit facility agreement $102.4 million was deposited in the debt service reserve account on December 31, 2009 and is being used to fund required principal and interest payments on the senior secured credit facilities through December 31, 2010. The US dollar denominated debt is translated into Canadian dollars at the period end exchange rate of $1 CAD = $1.0156 US (December 31, 2009 - $1 CAD = $1.0466 US).

Related to LONG-TERM DEBT March 31, December 31,2010 2009

Definitions As used in this Agreement, the following terms shall have the following meanings:
Term This Agreement shall terminate upon the earlier of (i) the tenth anniversary of the date of this Agreement or (ii) the date as of which (A) all of the Registrable Securities have been sold pursuant to a Registration Statement (but in no event prior to the applicable period referred to in Section 4(a)(3) of the Securities Act and Rule 174 thereunder (or any successor rule promulgated thereafter by the Commission)) or (B) the Holders of all Registrable Securities are permitted to sell the Registrable Securities without registration pursuant to Rule 144 (or any similar provision) under the Securities Act with no volume or other restrictions or limitations. The provisions of Section 3.5 and Article IV shall survive any termination.[
Entire Agreement The Transaction Documents, together with the exhibits and schedules thereto, contain the entire understanding of the parties with respect to the subject matter hereof and supersede all prior agreements and understandings, oral or written, with respect to such matters, which the parties acknowledge have been merged into such documents, exhibits and schedules.
Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage at least equal to the aggregate Subscription Amount. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.
Termination This Agreement may be terminated at any time prior to the Closing:
Confidentiality The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third parties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, investors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, investors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the staff members or agencies hired by any Party shall be deemed disclosure of such confidential information by such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Miscellaneous The captions in this Agreement are included for convenience of reference only and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement shall be binding on, and shall inure to the benefit of the parties hereto and their respective successors.
General All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 2:00 p.m. on the date specified herein. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be.
Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement: