McKesson 2005 Annual Report Download - page 277

“Amortization Date” means the earliest to occur of (i) the day on which any of the conditions precedent set forth in Section 5.2 are
not satisfied, (ii) the Business Day immediately prior to the occurrence of an Amortization Event set forth in Section 8.1(d), (iii) the Business
Day specified in a written notice from the Collateral Agent pursuant to Section 8.2 following the occurrence of any other Amortization Event,
and (iv) the date which is sixty (60) Business Days after the Collateral Agent’s receipt of written notice from Seller that it wishes to terminate
the facility evidenced by this Agreement.
“Amortization Event” has the meaning specified in Article VIII.
“Applicable Margin” means, on any date and with respect to each funding made at the LIBO Rate, the number of basis points per
annum set forth under the heading “Eurodollar Rate +” which corresponds to the “Debt Rating” of McKesson on such date, under and as
defined in the definition of “Applicable Rate” set forth in the Revolving Credit Agreement; provided, however, that if (i) the Revolving Credit
Agreement terminates, by acceleration or otherwise, and is replaced by a successor or replacement facility of similar tenor, “Applicable
Margin” shall mean, on any date and with respect to each funding made at the LIBO Rate, the number of basis points per annum in excess of
the eurodollar rate or London-interbank offered rate (or similar rate howsoever denominated) set forth in the agreement evidencing such
replacement or successor facility, applicable on such date to advances or loans funded by the lenders to McKesson thereunder which pursuant
to the terms thereof accrue interest at such rate or (ii) the Revolving Credit Agreement terminates, by acceleration or otherwise, and is not
replaced by a successor or replacement facility of similar tenor, “Applicable Margin” shall mean, on any date and with respect to each funding
made at the LIBO Rate, the number of basis points per annum set forth under the heading “Eurodollar Rate +” which corresponds to the “Debt
Rating” of McKesson under and as defined in the definition of “Applicable Rate” set forth in the Revolving Credit Agreement on the date of
such termination.
“Assignment Agreement” has the meaning set forth in Section 11.1(b).
“Authorized Officer” shall mean, with respect to any Seller Party, its respective corporate controller, treasurer, assistant treasurer,
vice president-finance or chief financial officer and, in addition, in the case of the Seller, its president so long as the president retains the duties
of a financial officer of the Seller.
“Bank One” has the meaning set forth in the preamble to this Agreement.
“Bank One Group Reference Bank ” means Bank One or such other bank as Bank One shall designate with the consent of Seller.
“Base Rate” means:
(a) with respect to PREFCO and its Committed Purchasers and Falcon and its Committed Purchasers, a rate per annum equal to the
corporate base rate, prime rate or base rate of interest, as applicable, announced by the Bank One Group Reference Bank from time to time,
changing when and as such rate changes;
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