Arrow Electronics 2013 Annual Report Download - page 123

Eurocurrency Loans outstanding are held by all of the Banks as nearly as may be in accordance with the pro rata provisions of subsection
8.3 based on such new Revolving Commitment Percentage.
(iv) In the event that on any such Re-Allocation Date there is any outstanding L/C Exposure, the interests of each L/C Participant
shall be adjusted in accordance with the pro rata provisions of subsection 8.3 based on the Revolving Commitment Percentages (or relevant
Foreign Currency Revolving Commitment Percentages, as the case may be) in effect on and after such Re-Allocation Date.
(f) Notwithstanding anything to the contrary in this subsection 2.10, no Bank shall have any obligation to increase its
Revolving Commitment unless it agrees to do so in its sole discretion.
2.11 Refunding of Committed Rate Loans Denominated in Available Foreign Currencies .
(a) Notwithstanding noncompliance with the conditions precedent set forth in subsection 10.2, if any Committed Rate
Loans denominated in any Available Foreign Currency (any such Loans, “Specified Loans”) are outstanding on (i) any date on which an
Event of Default pursuant to subsection 13(g) shall have occurred with respect to the Company or (ii) any Acceleration Date, then, at 10:00
A.M., New York City time, on the second Business Day immediately succeeding (x) the date on which such Event of Default occurs (in the
case of clause (i) above) or (y) such Acceleration Date (in the case of clause (ii) above), the Administrative Agent shall be deemed to have
received a notice from the Company pursuant to subsection 2.2 requesting that Committed Rate ABR Loans be made pursuant to subsection
2.1 on such second Business Day in an aggregate amount equal to the Dollar Equivalent Amount of the aggregate amount of all Specified
Loans, and the procedures set forth in subsection 2.2 shall be followed in making such Committed Rate ABR Loans. The proceeds of such
Committed Rate ABR Loans shall be applied to repay such Specified Loans.
(b) If, for any reason, Committed Rate ABR Loans may not be made pursuant to paragraph (a) of this subsection 2.11 to
repay Specified Loans as required by such paragraph, effective on the date such Committed Rate ABR Loans would otherwise have been
made, (i) the principal amount of each relevant Specified Loan shall be converted into Dollars (calculated on the basis of the Exchange Rate
as of the immediately preceding Business Day) (“ Converted Specified Loans”) and (ii) each Bank severally, unconditionally and irrevocably
agrees that it shall purchase in Dollars a participating interest in such Converted Specified Loans in an amount equal to the amount of
Committed Rate ABR Loans which would otherwise have been made by such Bank pursuant to paragraph (a) of this subsection 2.11. Each
Bank will immediately transfer to the Administrative Agent, in immediately available funds, the amount of its participation, and the proceeds of
such participation shall be distributed by the Administrative Agent to each Bank having such Specified Loans in such amount as will reduce
the amount of the participating interest retained by such Bank in the Converted Specified Loans to the amount of the Committed Rate ABR
Loans which were to have been made by it pursuant to paragraph (a) of this subsection 2.11. All Converted Specified Loans shall bear interest
at the rate which would otherwise be applicable to Committed Rate ABR Loans. Each Bank shall share on a pro rata basis (calculated by
reference to its participating interest in such Converted Specified Loans) in any interest which accrues thereon and in all repayments thereof.
(c) If, for any reason, Committed Rate ABR Loans may not be made pursuant to paragraph (a) of this subsection 2.11 to
repay Specified Loans as required by such paragraph and the principal amount of any Specified Loans may not be converted into Dollars in
the manner contemplated by paragraph (b) of this subsection 2.11, (i) the Administrative Agent shall determine the Dollar Equivalent Amount
of such Specified Loans (calculated on the basis of the Exchange Rate determined as of the Business Day immediately preceding the date on
which Committed Rate ABR Loans would otherwise have been made pursuant to said paragraph (a)) and (ii) effective on the date on which
Committed Rate ABR Loans would otherwise have been made pursuant to said paragraph (a), each Bank severally, unconditionally and
irrevocably agrees that it shall purchase in Dollars a participating interest in such Specified Loans in an amount equal to the amount of
Committed Rate ABR Loans which would otherwise have been made by such Bank pursuant to paragraph (a) of this subsection 2.11. Each
Bank will immediately transfer to the Administrative Agent, in immediately available funds, the amount of its participation, and the proceeds of
such participation shall be distributed by the Administrative Agent to each relevant Bank having Specified Loans in such amount as will reduce
the Dollar Equivalent Amount as of such