OfficeMax 2013 Annual Report Download - page 191

“European Letter of Credit” means any letter of credit or similar instrument (including a bank guarantee) acceptable to the applicable Issuing
Bank issued for the purpose of providing credit support to a European Borrower.
“European Loan Parties” means, individually and collectively, the Canadian Loan Parties, the Dutch Loan Parties, the Irish Loan Parties, the
Luxembourg Loan Parties, the UK Loan Parties and any other Loan Party that is organized in a member State of the European Union.
“European Loans” means, individually and collectively, the European Revolving Loans, the European Swingline Loans and the European
Protective Advances.
“European Protective Advance” has the meaning assigned to such term in Section 2.04.
“European Revolving Loan” means a Revolving Loan made to a European Borrower.
“European Sublimit” means, at all times prior to the termination of the European Sublimit in accordance with Section 2.09, an amount equal to
the Facility B Commitments then in effect.
“European Swingline Lender” means J.P. Morgan Europe Limited, in its capacity as lender of European Swingline Loans hereunder, and its
successors and assigns in such capacity.
“European Swingline Loan” means a Swingline Loan made to a European Borrower.
“Events of Default” has the meaning assigned to such term in Article VII.
“Excluded Swap Obligation” means, with respect to any Guarantor (other than the Borrower), (a) any Swap Obligation in respect of a Swap if,
and to the extent that, and only for so long as, all or a portion of the guarantee of such Guarantor of, or the grant by such Guarantor of a security interest to
secure, as applicable, such Swap Obligation (or any guarantee thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or
order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such Guarantor’s failure to
constitute an “eligible contract participant,” as defined in the Commodity Exchange Act and the regulations thereunder, at the time the guarantee of (or grant of
such security interest by, as applicable) such Guarantor becomes or would become effective with respect to such Swap Obligation or (b) any other Swap
Obligation designated as an “Excluded Swap Obligation” of such Guarantor as specified in any agreement between the relevant Loan Parties and counterparty
applicable to such Swap Obligations, and agreed by the Administrative Agent. If a Swap Obligation arises under a master agreement governing more than one
Swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to Swaps for which such Guarantee or security interest is or
becomes illegal.
“Excluded Taxes” means, with respect to the Administrative Agent, the European Administrative Agent, either Collateral Agent, any Lender, any
Issuing Bank or any other recipient of any payment to be made by or on account of any obligation of any Loan Party hereunder or any other Loan Document,
(a) any Other Connection Taxes, (b) U.S. federal withholding Tax imposed by a Requirement of Law (including FATCA) in effect at the time a Foreign Lender
(other than an assignee under Section 2.19(b)) becomes a party hereto (or designates a new lending office), with respect to any payment made by or on account
of any obligation of a US Borrower to such Foreign Lender, except to the extent that such Foreign Lender (or its assignor, if any) was entitled, at the time of
designation of a new lending office (or assignment), to receive additional amounts with respect to such withholding Tax under clause (a) of Section 2.17, or
(c) Taxes attributable to a Lender’s failure to comply with Section 2.17(h).
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