Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange
Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange
Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange
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Interest will cease to accrue on each Note or, in the case of a partial repayment of principal, on such part, from<br />
the date of repayment or Stated Maturity unless payment of principal is improperly withheld or unless a default is<br />
otherwise made with respect to such payments.<br />
"LIBOR" for each Interest Accrual Period with respect to any Class of Notes will be determined by the Trustee<br />
under the Indenture acting in the capacity of calculation agent (the "LIBOR Calculation Agent") in accordance with<br />
the following provisions (with the result in each case being rounded to the nearest 0.00001%):<br />
(1) On the second LIBOR Business Day prior to the commencement of an Interest Accrual Period (each<br />
such day, a "LIBOR Determination Date"), LIBOR will equal the rate, as obtained by the LIBOR Calculation<br />
Agent from Bloomberg Financial Markets Commodities News or any successor thereto, for U.S. dollar deposits<br />
in Europe of the LIBOR Period that appears on Dow Jones Telerate Page 3750 (as defined in the International<br />
Swaps and Derivatives Association, Inc. 1991 Definitions), or such other page as may replace such Page 3750<br />
(for the purpose of displaying comparable rates), as of 11:00 a.m. (London time) on such LIBOR Determination<br />
Date.<br />
(2) If, on any LIBOR Determination Date, such rate does not appear on Dow Jones Telerate Page 3750 as<br />
reported on Bloomberg Financial Market Commodities News or such other page as may replace such Page 3750<br />
(for the purpose of displaying comparable rates), the LIBOR Calculation Agent will determine the arithmetic<br />
mean of the offered quotations of the Reference Banks to leading banks in the London interbank market for<br />
U.S. dollar deposits in Europe of the LIBOR Period in an amount determined by the LIBOR Calculation Agent<br />
by reference to requests for quotations as of approximately 11:00 a.m. (London time) on the LIBOR<br />
Determination Date made by the LIBOR Calculation Agent to the Reference Banks. If, on any LIBOR<br />
Determination Date, at least two of the Reference Banks provide such quotations, LIBOR will equal the<br />
arithmetic mean of such quotations. If, on any LIBOR Determination Date, only one or none of the Reference<br />
Banks provides such quotations, LIBOR will be deemed to be the arithmetic mean of the offered quotations that<br />
leading banks in the City of New York selected by the LIBOR Calculation Agent (after consultation with the<br />
Collateral Manager) are quoting on the relevant LIBOR Determination Date for U.S. dollar deposits in Europe<br />
of the LIBOR Period in an amount determined by the LIBOR Calculation Agent by reference to the principal<br />
London offices of leading banks in the London interbank market; provided that, if the LIBOR Calculation<br />
Agent is required but is unable to determine a rate in accordance with at least one of the procedures provided<br />
above, LIBOR will be LIBOR as determined on the previous LIBOR Determination Date.<br />
"LIBOR Period" means: (i) the period specified in the Indenture when used in conjunction with LIBOR, as in<br />
the phrase "three-month LIBOR"; or (ii) if no such period is specified, three months.<br />
"Reference Banks" means four major banks in the London interbank market selected by the LIBOR Calculation<br />
Agent. "LIBOR Business Day" means a day on which commercial banks are open for business (including dealings<br />
in foreign exchange and foreign currency deposits) in London.<br />
As soon as possible after 11:00 a.m. (London time) on each LIBOR Determination Date, but in no event later<br />
than 11:00 a.m. (London time) on the Business Day immediately following each LIBOR Determination Date, the<br />
LIBOR Calculation Agent will calculate the interest rate for the next Interest Accrual Period in respect of each Class<br />
of Notes and the amount of interest for such Interest Accrual Period payable in respect of each U.S.$100,000<br />
principal amount of Notes of such Class (the "Interest Amount") (rounded to the nearest cent, with half a cent being<br />
rounded upward) for the related Distribution Date and will communicate such rates and amounts to the Co-Issuers,<br />
the Trustee, any Paying Agents, DTC, Euroclear, Clearstream-Luxembourg, the Collateral Manager and, so long as<br />
any Notes are listed on the <strong>Irish</strong> <strong>Stock</strong> <strong>Exchange</strong>, to that exchange.<br />
The Trustee will act as the initial LIBOR Calculation Agent for each Class of Notes. The LIBOR Calculation<br />
Agent may be removed by the Co-Issuers at any time. If the LIBOR Calculation Agent is unable or unwilling to act<br />
as such or is removed by the Co-Issuers, the Co-Issuers will promptly appoint as a replacement LIBOR Calculation<br />
Agent the London office of a leading bank that is engaged in transactions in Eurodollar deposits in the international<br />
Eurodollar market and that does not control or is not controlled by or under common control with the Co-Issuers or<br />
their affiliates. The LIBOR Calculation Agent may not resign its duties without a successor having been duly<br />
appointed and, upon such appointment, the successor shall promptly inform each Hedge Counterparty of such<br />
appointment. The LIBOR Calculation Agent's determination of the interest rate and Interest Amount applicable to<br />
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