Definition of 2006 Note Agreement Allocated Share


2006 Note Agreement Allocated Share means, at any time, a portion equal to a fraction, the numerator of which is the outstanding principal amount of the Notes, and the denominator of which is the sum of (a) the outstanding principal amount of the Notes, (a) the outstanding principal amount of the Notes (as defined in the 2005 Note Purchase Agreement), and (c) the greater of (i) the Aggregate Outstanding Credit Exposure (as defined in the Credit Agreement as in effect on the date hereof) at such time and (ii) the average daily Aggregate Outstanding Credit Exposure (as defined in the Credit Agreement as in effect on the date hereof) during the twelve month period immediately prior to such time.