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p. 26 of 46 BACK | NEXT Section 1: Introduction Section 2: Procedures for Exercising Loan Conversion Options Section 3: Limitations, Restrictions and Establishment of Imprest Account Section 4: Basis for Executing Conversion Transactions A. Certain Definitions Relating to Conversion Transactions B. Conversion Dates C. Failure to Effect Conversion During Execution Period D. Types of Conversion Transactions E. Market Transactions F. Currency Conversion of Unwithdrawn Amounts G. Conversion of Withdrawn Amounts H. Partial Maturity Conversion of Withdrawn Amounts I. Interest Rate Cap or Collar J. Conditional Requests K. Notification of Conversion Transactions L. Interest Payments on Conversion Date Section 5: Specified Rate Fixing (SRF) Section 6: Transaction Fees Section 7: Rounding Convention Used in Conversions

Guidelines for Conversion of Loan Terms for ADB LIBOR-Based Loan Product : Section 4: Basis for Executing Conversion Transactions

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C. Failure to Effect Conversion During Execution Period

4.2 ADB will exercise reasonable efforts to execute within the Execution Period any Request which is in form and substance satisfactory to ADB. However, ADB will not be liable if, in the exercise of such reasonable efforts, it fails to do so.

4.3 Since interest and exchange rates may fluctuate throughout the Execution Period, and the range of rates will only be known after the end of the Execution Period, ADB cannot ensure when the resulting financial terms it obtains effecting the Conversion will fall within this range. However, in effecting a Conversion, ADB will exercise the same standard of care as it uses with respect to transactions it enters into for its own account.

4.4 If, during the Execution Period, any national or international calamity or development, crisis of a political or economic nature or change in the financial markets in which a Conversion may be executed, has occurred, the effect of which, in the judgement of ADB, would materially and adversely affect its ability to execute such Conversion, ADB will notify the Borrower of such circumstances, and ADB and the Borrower together will determine what actions, if any, should be taken with respect to such Conversion.

Back B. Conversion Dates	Next D. Types of Conversion Transactions