CREDIT FACILITIES AGREEMENT

ARTICLE 2 DRAWINGS

2.1 Definitions

The term Available Amount shall mean, on a given date, the maximum amount of the credit facilities as defined in Article 1, reduced by the aggregate of all outstanding Drawings as of the said date. For the purpose of determining the Available Amount, the aggregate amount of all Drawings made in USD (respectively in CAD) then outstanding shall be converted in EUR by using the exchange rate USD/EUR (respectively CAD/EUR) as published by the Banque de France at or about 4:30 p.m (Paris Time) on the Banking Day preceding the Day when such determination is to be made.

The term Drawings shall mean drawings made by the Client in accordance with the provisions of this Agreement.

The term Banking Day shall mean a day (other than a saturday or sunday) on which the TARGET system operates, and on which banks are open simultaneously in the euro-zone, in London and in New-York.

The term Event shall mean a change in circumstances as defined in article 5 or an event of default as defined in article 8.

2.2 Condition precedent to first Drawing

The Banks obligation to make the first Drawing available to the Client is also subject to the following condition being fulfilled: evidence of the full repayment and expiration of the credit facility agreement signed on December 3^rd, 2004 between the Bank and the Client for an amount of 100,000,000 EUR (one hundred million euros) as amended and extended from December 2^nd, 2005 to January 16^th, 2006 by an amendment letter dated December 2^nd, 2005, (copy Appendix 2) and re-extended from January 16^th, 2006 to February 28, 2006 by an amendment letter dated January 16, 2006. (copy Appendix 3).

2.3 Conditions precedent to each Drawing

The Banks obligation to make any Drawing available to the Client is also subject to the following conditions being fulfilled :

           the amount of the Drawing shall be within the limit of the Available Amount, and its maturity date shall not be later than the credit facilities repayment date;

           there has not occurred any event which constitutes or might constitute an Event.

2.4 Drawing notice

Each Drawing shall be made on a date corresponding to a Banking Day, and notice thereof shall reach the Bank by 10 a.m. (Paris time) at the latest two Banking Days before the date of making funds available, by receipt of a Drawing notice, in the form of Appendix 1, sent if need be, by fax or by mail (which shall constitute evidence of instructions received). Applications for renewal of Drawings shall be made with the same notice period.