14 Uses in Illegality or Inability to Determine Fixed Consignment Fee Clause

Illegality or Inability to Determine Fixed Consignment Fee from Consignment Agreement

AGY HOLDING CORP., a Delaware corporation (Holding), AGY AIKEN LLC, a Delaware limited liability company (Aiken). and AGY HUNTINGDON LLC, a Delaware limited liability company (Huntingdon; Holding, Aiken and Huntingdon are herein collectively referred to herein as Customer).

Illegality or Inability to Determine Fixed Consignment Fee. Notwithstanding any other provisions herein, if either (a) any present or future Requirement of Law or in the reasonable interpretation or application thereof shall make it unlawful for Consignor to make or maintain Fixed Rate Consignments, or Consignor shall determine in good faith that adequate and reasonable methods do not exist for ascertaining the Fixed Consignment Fee that would otherwise determine the Fixed Rate Consignment during any Fixed Rate Period, Consignor shall forthwith give notice of such circumstances to Customer and thereupon (a) the agreement of Consignor to make Fixed Rate Consignments shall forthwith be suspended until Consignor determines that the circumstances giving rise to such suspension no longer exist, whereupon Consignor shall so notify Customer, and (b) the Fixed Rate Consignments then outstanding shall be converted automatically to Floating Rate Consignments on the last day of each Fixed Rate Period applicable to such Fixed Rate Consignments or within such earlier period as may be required by applicable law (in which event Customer shall promptly pay Consignor any Breakage Costs related to any such required conversion prior to the expiration of a Fixed Rate Period).