McKesson 2005 Annual Report Download - page 290

displayed on page “LIBOR” of the Reuters Screen as of 11:00 a.m. (London time) two Business Days prior to the first day of such Tranche
Period (it being understood that if at least two (2) such rates appear on such page, the rate will be the arithmetic mean of such displayed rates);
provided, further, that in the event fewer than two (2) such rates are displayed, or if no such rate is relevant, the “LIBO Rate” shall be the rate
per annum equal to the average of the rates at which deposits in Dollars for one month are offered by SunTrust at approximately 11:00 a.m.
(London time) two Business Days prior to the first day of such Tranche Period in the London interbank market plus (ii) the Applicable Margin;
(e) with respect to Gotham and its Committed Purchasers, for any Tranche Period, the sum of (i) either (x) the interest rate per annum
designated as The Bank of Tokyo-Mitsubishi LIBO Rate for a period of time comparable to such Tranche Period that appears on the Reuters
Screen LIBO Page as of 11:00 a.m. (London, England time) on the second Business Day preceding the first day of such Tranche Period or
(y) if such rate cannot be determined under clause (x), an annual rate equal to the average (rounded upwards if necessary to the nearest 1/100 th
of 1%) of the rates per annum at which deposits in U.S. Dollars with a duration equal to such Tranche Period in a principal amount
substantially equal to the applicable amount of the Capital to be funded or maintained are offered to the principal London office of the BTM
Group Reference Bank by three London banks, selected by the related Managing Agent in good faith at about 11:00 a.m. (London, England
time) on the second Business Day preceding the first day of such Tranche Period plus (ii) the Applicable Margin; and
(f) with respect to Nieuw Amsterdam and its Committed Purchasers, for any Tranche Period, the sum of (i) (x) the rate of interest
mentioned at the display of the London Interbank Offered Rates of major banks for Eurodollar Deposits designated as page “LIBO” on the
Reuters Monitor Money Rates Services (or such other page as may replace the LIBO page for the purpose of displaying such London Interbank
Offered Rates for Eurodollar Deposits) at or about 11:00 a.m. (London time) two Business Days prior to the first day of such Tranche Period
for deposits in Dollars in an amount comparable to the amount of the applicable Tranche and for a period comparable in duration to such
Tranche Period divided by (y) one minus the maximum aggregate reserve requirement (including all basic, supplemental, marginal or other
reserves) which is imposed against the Rabobank Group Reference Bank in respect of Eurocurrency Liabilities, as defined in Regulation D of
the Board of Governors of the Federal Reserve System as in effect from time to time (expressed as a decimal), applicable to such Tranche
Period plus (ii) the Applicable Margin.
“Liquidity Agreement” means an agreement entered into by a Conduit Purchaser with one or more financial institutions in connection
herewith for the purpose of providing liquidity with respect to the Capital funded by such Conduit Purchaser under this Agreement.
“Liquidity Termination Date” means June 9, 2005, unless such date is extended with the consent of the parties hereto.
“Lock-Box” means a locked postal box maintained by McKesson, in its capacity as Servicer with respect to which a bank who has
executed a Collection Account Agreement has been granted exclusive access for the purpose of retrieving and processing payments made on
the Receivables and which is listed on Exhibit IV.
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