EFTA01353272

(k) -Default Market Value", the meaning specified in paragraph Ilk (1) "Default Notice", a written notice served by the non-Defaulting Party on the Defaulting Party under paragraph Ill stating that an event shall be treated as an Event of Default for the purposes of this Agreement; (m) "Default Valuation Notice". the meaning specified in paragraph 10: (a) -Default Valuation Time", the meaning specified in paragraph 10; (o) "Deliverable Securities". the meaning specified in paragraph 10: (p) - Designated Office". with respect to a party, a branch or office of that party which is specified as such in Annex I hereto or such other branch or office as may be agreed to by the parties; (u) "Distributions", the meaning specified in subparagraph (w) below: (r) "Equivalent Margin Securities", Securities equivalent to Securities previously transferred as Margin Securities: (s) "Equivalent Securities", with respect to a Transaction, Securities equivalent to Purchased Securities under that Transaction. If and to the extent that such Purchased Securities have been redeemed the expression shall mean a sum of money equivalent to the proceeds of the redemption; (0 Securities are "equivalent to- other Securities for the purposes of this Agreement if they arc: (i) of the same issuer: (ii) pan of the same issue: and (iii) of an identical type, nominal value, description and (except where otherwise stated) amount as those other Securities, provided that - (A) Securities will be equivalent to other Securities notwithstanding that those Securities have been redenominated into cum or that the nominal value of those Securities has changed in connection with such redcnomination: and (B) whore Securities have been convened. subdivided or consolidated or have become the subject of a takemer or the holders of Securities have become entitled to receive or acquire other Securities or other property or the Securities have become subject to any similar event. the expression -equivalent to" shall mean Securities equivalent to (as defined in the provisions of this definition preceding the proviso) the original Securities together with or replaced by a sum of money or Securities or other property equivalent to (as so defined) that receivable by holders of such original Securities resulting from such event; (u) "Euroclear. Morgan Guaranty 'Dust Company of New York, Brussels office. as operator of the Euroclear System; (v) "Event of Default", the meaning specified in paragraph 10; (w) "Income". with respect to any Security at any time, all interest, dividends or other distributions thereon, but excluding distributions which are a payment or repayment of principal in respect of the relevant securities ("Distributions"); (x) "Income Payment Date". with respect to any Securities, the date on which Income is paid in respect of such Securities or, in the case of registered Securities, the date by reference to which particular registered holders are identified as being entitled to payment of Income: (Y) "LIBOR", in relation to any sum in any currency, the one month London Inter Bank Offered Rate in respect of that currency as quoted on page 3750 on the Bridge Telerate Service (or such other page as may replace page 3750 on that service) as of 11:00 a.m., London time. on the date on which it is to be determined: (z) -Margin Ratio". with respect to a Transaction. the Market Value of the Purchased Securities at the time when the Transaction was entered into divided by the Purchase Price (and so that. where a Transaction 3 Confidential CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0037582 SDNY GM 00183766 EFTA01353272