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Ardagh Glass Finance plc - Irish Stock Exchange

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currency involved in such computation into euro at the spot rate for the purchase of euro with the<br />

applicable foreign currency as published under ‘‘Currency Rates’’ in the section of the Financial Times<br />

entitled ‘‘Currencies, Bonds & Interest Rates’’ on the date that is two Business Days prior to such<br />

determination.<br />

‘‘European Government Obligations’’ means direct obligations (or certificates representing an<br />

ownership interest in such obligations) of a member state of the European Union as of January 1, 2007<br />

(including any agency or instrumentality thereof) for the payment of which the full faith and credit of<br />

such government is pledged.<br />

‘‘<strong>Exchange</strong> Act’’ means the U.S. Securities <strong>Exchange</strong> Act of 1934, as amended, or any successor<br />

statute, and the rules and regulations promulgated by the Commission thereunder.<br />

‘‘Existing <strong>Ardagh</strong> Bonds’’ means (i) the 2007 Notes and (ii) the Senior Secured Notes.<br />

‘‘Fair Market Value’’ means, with respect to any asset or property, the sale value that would be<br />

obtained in an arm’s length free market transaction between an informed and willing seller under no<br />

compulsion to sell and an informed and willing buyer under no compulsion to buy, as determined in<br />

good faith by the Parent Guarantor’s board of directors.<br />

‘‘GE Commercial <strong>Finance</strong> Facility’’ means the £35,000,000 business finance agreement dated<br />

March 23, 2009 between <strong>Ardagh</strong> <strong>Glass</strong> Limited and GE Commercial <strong>Finance</strong> Limited relating to an<br />

invoice discounting facility.<br />

‘‘Generally Accepted Accounting Principles’’ or ‘‘GAAP’’ means International Financial Reporting<br />

Standards as adopted by the European Union, as in effect from time to time.<br />

‘‘Guarantee’’ means any guarantee of the Issuer’s obligations under the Indenture and the Notes<br />

by the Parent Guarantor, any Restricted Subsidiary or any other Person in accordance with the<br />

provisions of the Indenture, including the Guarantees by the Guarantors dated as of the date of the<br />

Indenture. When used as a verb, ‘‘Guarantee’’ shall have a corresponding meaning.<br />

‘‘guarantees’’ means, as applied to any obligation,<br />

(a) a guarantee (other than by endorsement of negotiable instruments for collection or deposit in<br />

the ordinary course of business), direct or indirect, in any manner, of any part or all of such<br />

obligation; and<br />

(b) an agreement, direct or indirect, contingent or otherwise, the practical effect of which is to<br />

assure in any way the payment or performance (or payment of damages in the event of<br />

non-performance) of all or any part of such obligation, including, without limiting the<br />

foregoing, by the pledge of assets and the payment of amounts drawn down under letters of<br />

credit.<br />

‘‘Interest Rate Agreements’’ means, in respect of a Person, any interest rate protection agreements<br />

and other types of interest rate hedging agreements (including, without limitation, interest rate swaps,<br />

caps, floors, collars and similar agreements) designed to protect such Person against or manage<br />

exposure to fluctuations in interest rates.<br />

‘‘Intercreditor Agreement’’ means the Intercreditor Agreement dated June 18, 2007 as amended,<br />

restated, modified or replaced from time to time, by and among the Issuer, the Parent Guarantor, the<br />

Subsidiary Guarantors party thereto, the Trustee, Law Debenture Trust Company of New York as<br />

trustee for the Senior Secured Notes, Anglo <strong>Irish</strong> Bank Corporation Limited, The Bank of New York<br />

Mellon as trustee for the 2007 Notes and others.<br />

‘‘Investment’’ means, with respect to any Person, any direct or indirect advance, loan or other<br />

extension of credit (including guarantees) or capital contribution to (by means of any transfer of cash<br />

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