Common use of Procedure for novations Clause in Contracts

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a Novation Certificate); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Facility Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Facility Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Facility Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Facility Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and, (ii) the Agent executes it; and (iii) the novation is in accordance with Clause 26.2(a) (Transfers by Banks). (b) Each Party party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) if the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part 1 of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate); and (ii) and the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it; (iii) the New Bank gives the Spanish Security Agent a notarised and apostillised power of attorney in the form of Schedule 8 (Form of Bank's Power of Attorney); and (iv) the New Bank gives the Spanish Security Agent a notarised and apostilled deed of assignment of interest in the form of Schedule 9 (Form of Deed of Assignment of Interest). (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, certificate substantially in the form of Part I of Schedule 4 5 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which (subject to Clause 39.5 (No extra cost) differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which (subject to Clause 29.5 (No extra cost)) differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 5 (Form of a "Novation Certificate) (a Novation Certificate"); andand -------------------- (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the "existing -------- Parties") will be released from their obligations to each ------- other (the "discharged obligations");; ---------------------- (ii) the New Bank and the existing Parties will assume obligations towards each other which (subject to Clause 29.5) differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; ----------------- and (iv) the New Bank and the existing Parties will acquire rights against each other which (subject to Clause 29.5) differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, -------------------------------------------------------------------------------- 46 BK:796867.10 -------------------------------------------------------------------------------- all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Facility Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Facility Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Facility Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Facility Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Facility Agent a duly completed certificate, substantially in the form of Schedule 4 5 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Facility Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes the Facility Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Facility Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 6 (Form of Novation Certificate) (a Novation Certificate); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) 26.3.1 A novation is effected if: (ia) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of a “Novation Certificate) (a Novation Certificate”); and (iib) the Agent executes it. (b) 26.3.2 Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalfbehalf which, subject to the terms of this Agreement, it shall execute save where it would incur any liability as a consequence of so executing. (c) 26.3.3 To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (ia) the Existing Bank and the other Parties (the “existing Parties”) will be released from their obligations to each other (the “discharged obligations”); (iib) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iiic) the rights of the Existing Bank against the existing Parties and vice versa (the “discharged rights”) will be cancelled; and (ivd) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly duly- completed certificate, certificate substantially in the form of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly duly-completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the a Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;; -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); andand ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;, (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 5 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which (subject to Clause 29.5) differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which (subject to Clause 29.5) differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a "Novation Certificate"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part 1 of Schedule 4 (Form of Novation Certificate) 6 (a Novation Certificate)"NOVATION CERTIFICATE") and such delivery may be by fax and such faxed copy may be duly executed by the Agent; and (ii) the Agent executes itit (which the Agent shall promptly do). (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a “Novation Certificate”); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the “existing Parties”) will be released from their obligations to each other (the “discharged obligations”); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the “discharged rights”) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) if the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 5 (Form of a “Novation Certificate”) (a Novation Certificate); and (ii) and the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the “existing Parties”) will be released from their obligations to each other (the “discharged obligations”); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the “discharged rights”) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) 3 (a Novation Certificate); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank Lender and the New Bank Lender deliver to the Facility Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate); and (ii) the Facility Agent executes it. (b) Each Party (other than the Existing Bank Lender and the New BankLender) irrevocably authorizes the Facility Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank Lender and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations); (ii) the New Bank Lender and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank Lender instead of the Existing BankLender; (iii) the rights of the Existing Bank Lender against the existing Parties and vice versa (the discharged rights) will be cancelled; and (iv) the New Bank Lender and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank Lender instead of the Existing BankLender, all on the date of execution of the Novation Certificate by the Facility Agent or, if later, the date specified in the Novation CertificateCertificate (the Transfer Date).

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 6 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 (Form of Novation Certificate) 5 (a Novation Certificate)"NOVATION CERTIFICATE") and the Agent executes it; andor (ii) a Syndication Agreement is executed by all the Agent executes parties to it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (aA) A novation is effected if: (i) the Existing Bank Lender and the New Bank Lender deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a Novation Certificate)14; and (ii) the Agent executes itit which it may do within 5 Business Days of receipt. (bB) Each Party (other than the Existing Bank Lender and the New BankLender) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate novation certificate on its behalf. (cC) To the extent that they are expressed to be the subject of the novation in the Novation Certificatenovation certificate: (i) the Existing Bank Lender and the other Parties parties to this Agreement (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank Lender and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank Lender instead of the Existing BankLender; (iii) the rights of the Existing Bank Lender against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank Lender and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank lender instead of the Existing BankLender, all on the date of execution of the Novation Certificate novation certificate by the Agent or, if later, the date specified in the Novation Certificatenovation certificate.

Procedure for novations. (aA) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 4 5 (Form of a “Novation Certificate) (a Novation Certificate”); and (ii) the Agent executes it. (bB) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf. (cC) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the “existing Parties”) will be released from their obligations to each other (the “discharged obligations”); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the “discharged rights”) will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if:if:- (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of a "Novation Certificate) (a Novation Certificate"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes the Agent to execute any duly completed Novation Certificate on its behalf. (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:Certificate:- (i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.

Procedure for novations. (a) A novation is effected if: (i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a Novation Certificate"NOVATION CERTIFICATE"); and (ii) the Agent executes it. (b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorizes authorises the Agent to execute any duly completed Novation Certificate on its behalf.. -------------------------------------------------------------------------------- (c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate: (i) the Existing Bank and the other Parties (the existing Parties"EXISTING PARTIES") will be released from their obligations to each other (the discharged obligations"DISCHARGED OBLIGATIONS"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights"DISCHARGED RIGHTS") will be cancelled; and (iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.