Common use of Change of Clause in Contracts

Change of. basis If, at any time, the Borrower changes or proposes to change in any material respect the basis upon which the Group's audited annual consolidated accounts are prepared (whether or not by reason of a change in accounting standards or otherwise), then:- (a) the Borrower shall promptly notify the Facility Agent of the change or proposed change; (b) subject to paragraph (c) below, the Borrower shall calculate the financial covenants under Clause 17.14 (Financial covenants) on the basis of the accounting standards used for the Original Group Accounts and shall provide appropriate calculations with the certificates delivered under Clause 17.2(c) (Financial information) to show the reconciliations and adjustments that have been made as a result of the change in accounting standards; and (c) if the Borrower so requests at any time:- (i) the Borrower and the Facility Agent shall enter into discussions for a period of not more than 45 days with a view to agreeing the amendments which would be required to be made to Clause 17.14 (Financial Covenants) to procure that, as far as possible, the Borrower and the Banks are in no worse position than they would have been in if the change in accounting standards had not occurred, (ii) any agreement between the Borrower and the Facility Agent under sub- paragraph (i) above shall be, with the prior consent of the Majority Banks, binding on all the Parties; and (iii) if no agreement is reached under sub-paragraph (i) above, then the Borrower's auditors shall certify the amendments which would be required to be made to this Agreement to place the Borrower, the Borrower and the Banks in the same position they would have been in if the change had not taken place; a certificate of the auditors in accordance with the above will, in the absence of manifest error, be binding on all the Parties.

Change of. basis If, at any time, the Borrower changes or proposes to change in any material respect the basis upon which the Group's audited annual consolidated accounts are prepared (whether or not by reason of a change in accounting standards or otherwise), then:- (a) the Borrower shall promptly notify the Facility Agent of the change or proposed change; (b) subject to paragraph (c) below, the Borrower shall calculate the financial covenants under Clause 17.14 16.15 (Financial covenants) on the basis of the accounting standards used for the Original Group Accounts and shall provide appropriate calculations with the certificates delivered under Clause 17.2(c16.2(c) (Financial information) to show the reconciliations and adjustments that have been made as a result of the change in accounting standards; and (c) if the Borrower so requests at any time:-time: (i) the Borrower and the Facility Agent shall enter into discussions for a period of not more than 45 days with a view to agreeing the amendments which would be required to be made to Clause 17.14 16.15 (Financial Covenants) to procure that, as so far as possible, the Borrower and the Banks are in no worse position than they would have been in if the change in accounting standards had not occurred,; (ii) any agreement between the Borrower and the Facility Agent under sub- paragraph (i) above shall be, with the prior consent of the Majority Banks, binding on all the Parties; and (iii) if no agreement is reached under sub-paragraph (i) above, then the Borrower's auditors shall certify the amendments which would be required to be made to this Agreement to place the Borrower, the Borrower and the Banks in the same position they would have been in if the change had not taken place; a certificate of the auditors in accordance with the above will, in the absence of manifest error, be binding on all the Parties.

Change of. basis If, at any time, the Borrower YPG changes or proposes to change in any material respect the basis upon which the Group's audited annual consolidated accounts are prepared (whether or not by reason of a change in accounting standards or otherwise), then:- (a) the Borrower YPG shall promptly notify the Facility Agent of the change or proposed change; (b) subject to paragraph (c) below, the Borrower YPG shall calculate the financial covenants under Clause 17.14 16.17 (Financial covenants) on the basis of the accounting standards used for the Original Group Accounts and shall provide appropriate calculations with the certificates delivered under Clause 17.2(c16.2(c) (Financial information) to show the reconciliations and adjustments that have been made as a result of the change in accounting standards; and (c) if the Borrower YPG so requests at any time:-time: (i) the Borrower YPG and the Facility Agent shall enter into discussions for a period of not more than 45 days with a view to agreeing the amendments which would be required to be made to Clause 17.14 16.17 (Financial Covenants) to procure that, as so far as possible, the Borrower Borrowers and the Banks are in no worse position than they would have been in if the change in accounting standards had not occurred,; (ii) any agreement between the Borrower YPG and the Facility Agent under sub- paragraph (i) above shall be, with the prior consent of the Majority Banks, binding on all the Parties; and (iii) if no agreement is reached under sub-paragraph (i) above, then the BorrowerYPG's auditors shall certify the amendments which would be required to be made to this Agreement to place the BorrowerYPG, the Borrower Borrowers and the Banks in the same position they would have been in if the change had not taken place; a certificate of the auditors in accordance with the above will, in the absence of manifest error, be binding on all the Parties.