Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of Applicable Margin is hereby amended to read as follows: (a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period shall be determined by reference to the Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end of the relevant fiscal period is actually delivered to the Managing Agents pursuant to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Samsonite Corp/Fl)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997, the The Applicable Margin shall be a function of the Borrower's ratio of Funded Debt divided by Adjusted EBITDA and shall be calculated quarterly based upon the Borrower's internally-prepared financial statement or if available, Borrower's annual audited financial statement. Upon Bank's receipt of said financial statement, Bank shall calculate the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each inform Borrower of same. Revolving Line of Credit Loan Agreement Romac International, Inc. Within one (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, business day of its receipt of the Applicable Margin for each such period calculation, Borrower shall inform the Bank of its choice of Interest Rate Option, which Interest Rate Option shall be determined by reference in effect for the quarter subsequent to the Leverage quarter for which said financial statement was prepared. In the event Borrower fails to notify Bank of its rate selection in a timely manner, Borrower shall be deemed, for all purposes herein, to have selected Option One. Prior to Borrower's selection of the applicable Interest Rate Option, interest shall be charged on the outstanding principal balance of the Loan at the Interest Ratio determined Option for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding prior quarter. The monthly interest payment due immediately subsequent to the terms Borrower's choice of the definition of Interest Rate Option shall be adjusted with the Leverage RatioBorrower either paying any shortfall or receiving credit for any overpayment, to reflect any difference between the prior quarter's Interest Rate Option and the current quarter's Interest Rate Option for purposes of such two specific Applicable Margin calculations only, payments made during the numerator current quarter. The Funded Debt portion of the Leverage Ratio (clause (a) calculation will be determined based on the then-current quarter end; whereas the Adjusted EBITDA portion of the definition thereof) shall reflect, without duplication, calculation will be determined based on the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end of the relevant previous four fiscal period is actually delivered to the Managing Agents pursuant to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may bequarters.
Appears in 1 contract
Sources: Revolving Line of Credit Loan Agreement (Romac International Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan and in Section 2.5(d) with respect to any Acceptance Fee applicable to any Canadian BA Borrowing (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring Domestic Borrower, on March 22behalf of itself and the Canadian Borrower, 1997is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Domestic Borrower; provided, however, that (a) the initial Applicable Margin shall be based on Pricing Level III (as shown below) and shall remain at Pricing Level III until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the fiscal quarter ending June 30, 1997 thorough 2002 and, thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Domestic Borrower preceding the applicable Calculation Date, and (b) if the Domestic Borrower, on behalf of itself and the Canadian Borrower, fails to provide the Officer's Compliance Certificate as required by Section 8.2 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Domestic Borrower preceding the Leverage Ratioapplicable Calculation Date, for purposes of such two specific the Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of the Domestic Borrower preceding such Calculation Date. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to the Managing Agents pursuant all Extensions of Credit then existing or subsequently made or issued. --------------------------------- Applicable Margin ----------------------------------------------------------------------------------------------------------------- Pricing Level Leverage Ratio LIBOR Rate Base Rate and and Canadian Base Acceptance Rate Fee ================================================================================================================= I Greater than or equal to and in accordance with (S)9.4(d) hereof (2.75 to 1.00 1.750 0.500 ----------------------------------------------------------------------------------------------------------------- II Greater than or equal to 2.25 to 1.00 but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, less than 2.75 to 1.00 1.500 0.250 ----------------------------------------------------------------------------------------------------------------- III Greater than or April 30, 1997, as the case may be.equal to 1.75 to 1.00 but less than 2.25 to 1.00 1.250 0.000 ----------------------------------------------------------------------------------------------------------------- IV Less than 1.75 to 1.00 1.000 0.000 -----------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Sources: Credit Agreement (G&k Services Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing First Incremental Term Loan shall be the corresponding percentages per annum as set forth below based on the Redemption Notice Date through Net Leverage Ratio: I > 3.50: 1.00 1.500% 2.500% II > 3.00:1.00 but < 3.50:1.00 1.125% 2.125% CHAR1\▇▇▇▇▇▇▇▇▇ III > 2.50:1.00 but < 3.00:1.00 0.875% 1.875% IV > 1.75:1.00 but < 2.50:1.00 0.625% 1.625% V > 1.25:1.00 but < 1.75:1.00 0.500% 1.500% The Applicable Margin shall be determined and adjusted quarterly on the first Business Day (each a “Calculation Date”) immediately following the date immediately preceding by which the Adjustment Date occurring on March 22Borrower provides an Officer’s Compliance Certificate pursuant to Section 7.2 of the Credit Agreement for the most recently ended fiscal quarter of the Borrower; provided, 1997however, that (a) the Applicable Margin shall be based on Pricing Level I until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each first Calculation Date following receipt of (1) the period commencing with Officer’s Compliance Certificate for the Adjustment Date occurring on fiscal quarter ended March 2231, 1997 thorough 2022 and, thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Net Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period quarter of the Borrower preceding the applicable Calculation Date, and (b) if the Borrower fails to provide the Officer’s Compliance Certificate within five (5) days of the date for delivery required by Section 7.2 of the Credit Agreement for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, then, upon the request of the Required Lenders, the Applicable Margin from such Calculation Date shall be based on Pricing Level I until such time as an appropriate Officer’s Compliance Certificate is actually delivered provided, at which time the Pricing Level shall be determined by reference to the Managing Agents pursuant Net Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, all Extensions of Credit then existing or April 30, 1997, as the case may besubsequently made or issued.
Appears in 1 contract
Sources: First Incremental Term Loan Agreement (Blackbaud Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 3.1(a) with respect to any Construction Loan Advance (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrower is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; provided, 1997however, that (i) the initial Applicable Margin shall be 3.50% for Eurodollar Rate Loans and 2.25% for Base Rate Loans and shall remain in effect until the Initial Pricing Adjustment Date and thereafter the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period shall be determined by reference to the Guarantor Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period quarter of the Borrower preceding the applicable Calculation Date and (ii) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 6.2 for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level IV (as shown below) until such time as an appropriate Officer's Compliance Certificate is actually delivered provided, at which time the Pricing Level shall be determined by reference to the Managing Agents pursuant Guarantor Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, all Construction Loan Advances then existing or April 30, 1997, as the case may besubsequently made or issued.
Appears in 1 contract
Sources: Loan Agreement (Medcath Corp)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan and in Section 2.5(d) with respect to any Acceptance Fee applicable to any Canadian BA Borrowing (the period commencing “Applicable Margin”) shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a “Calculation Date”) ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring Domestic Borrower, on March 22behalf of itself and the Canadian Borrower, 1997is required to provide an Officer’s Compliance Certificate for the most recently ended fiscal quarter of the Domestic Borrower; provided, however, that (a) the initial Applicable Margin shall be based on Pricing Level III (as shown below) and shall remain at Pricing Level III until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the fiscal quarter ending September 30, 1997 thorough 2005 and, thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Domestic Borrower preceding the applicable Calculation Date, and (b) if the Domestic Borrower, on behalf of itself and the Canadian Borrower, fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Domestic Borrower preceding the Leverage Ratioapplicable Calculation Date, for purposes of such two specific the Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level VI (as shown below) until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of the Domestic Borrower preceding such Calculation Date. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to the Managing Agents pursuant all Extensions of Credit then existing or subsequently made or issued. I Less than 1.25 to and in accordance with (S)9.4(d) hereof (1.00 0.55 % 0.00 % II Greater than or equal to 1.25 to 1.00 but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, less than 2.00 to 1.00 0.75 % 0.00 % III Greater than or April 30, 1997, as the case may be.equal to 2.00 to 1.00 but less than 2.50 to 1.00 0.875 % 0.00 % IV Greater than or equal to 2.50 to 1.00 but less than 3.00 to 1.00 1.00 % 0.00 % V Greater than or equal to 3.00 to 1.00 but less than 3.25 to 1.00 1.25 % 0.00 % VI Greater than or equal to 3.25 to 1.00 1.50 % 0.25 %
Appears in 1 contract
Sources: Credit Agreement (G&k Services Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period “Applicable Margin”) shall be based upon the table set forth below and shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the earlier of (i) the date on which Borrower provides or (ii) the date on which the Borrower is required to provide, an Officer’s Compliance Certificate for the most recently ended Fiscal Quarter of the Borrower; provided, however, that (A) commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997Fourth Amendment Effective Date, the Applicable Margin shall be based on Pricing Level IV (as shown below) and shall remain at Pricing Level IV until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the Fourth Amendment Effective Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Adjusted Debt to EBITDAR Ratio determined as of the last day of the most recently ended Fiscal Quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms most recently ended Fiscal Quarter of the definition Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the Adjusted Debt to EBITDAR Ratio as of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion last day of the Leverage Ratio (clause (a) most recently ended Fiscal Quarter of the definition thereofBorrower preceding such Calculation Date. Subject to Sections 5.1(c)(ii)(A) shall reflect, without duplication, the applicable reduction and (if anyB) in the outstanding principal preceding sentence, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of the Subordinated Notes resulting from the Redemption Credit then existing or subsequently made or issued. Pricing Grid I Greater than or equal to 5.25 to 1.00 3.250 % 4.000 % II Greater than or equal to 5.00 to 1.00 but less than 5.25 to 1.00 2.750 % 3.500 % III Greater than or equal to 4.50 to 1.00 but less than 5.00 to 1.00 2.500 % 3.250 % IV Greater than or equal to 4.00 to 1.00 but less than 4.50 to 1.00 2.250 % 3.000 % V Less than 4.00 to 1.00 2.000 % 2.750 %
(g) Amendment to Section 5.3. Section 5.3(a) (“Commitment Fee”) is hereby deleted in its entirety and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared replaced as of the end of the relevant fiscal period is actually delivered to the Managing Agents pursuant to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.follows:
Appears in 1 contract
Sources: Fourth Amendment (O Charleys Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period commencing “Applicable Margin”) shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a “Calculation Date”) ten (10) Business Days after the earlier of (i) the date immediately preceding on which Borrower provides or (ii) the Adjustment Date occurring date on March 22which the Borrower is required to provide, 1997an Officer’s Compliance Certificate for the most recently ended Fiscal Quarter of the Borrower; provided, however, that (A) the initial Applicable Margin shall be based on Pricing Level IV (as shown below) and shall remain at Pricing Level IV until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Senior Secured Leverage Ratio determined as of the last day of the most recently ended Fiscal Quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms most recently ended Fiscal Quarter of the definition Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the Senior Secured Leverage Ratio as of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion last day of the Leverage Ratio (clause (a) most recently ended Fiscal Quarter of the definition thereofBorrower preceding such Calculation Date. Subject to Sections 5.1(c)(ii)(A) shall reflect, without duplication, the applicable reduction and (if anyB) in the outstanding principal preceding sentence, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant Credit then existing or subsequently made or issued. Pricing Grid I Greater than or equal to (S)10.8 hereof and which have occurred on 1.75 to 1.00 0.500 % 1.250 % II Greater than or prior equal to the date the applicable Compliance Certificate prepared as of the end of the relevant fiscal period is actually delivered 1.25 to the Managing Agents pursuant 1.00 but less than 1.75 to and in accordance with (S)9.4(d) hereof (1.00 0.250 % 1.000 % III Greater than or equal to 0.75 to 1.00 but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.less than 1.25 to 1.00 0.125 % 0.875 % IV Less than 0.75 to 1.00 0.000 % 0.750 %
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period commencing "Applicable Margin") shall be based upon the applicable table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Borrower is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; provided that (a) the initial Applicable Margin under the Revolving Credit Facility shall be based on Pricing Level II (as shown below) and shall remain at Pricing Level II until the first Calculation Date occurring on March 22after the Closing Date and, 1997, thereafter the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined for as of the last day of the most recently ended fiscal quarter of the Borrower preceding the applicable fiscal periods ending January 31Calculation Date, 1997 and April 30, 1997, respectively, provided that, notwithstanding (b) the terms of the definition of the Leverage Ratio, for purposes of such two specific initial Applicable Margin calculations onlyunder the Term Loan Facility shall be based on Pricing Level I (as shown below) and shall remain at Pricing Level I until the first Calculation Date occurring after the Closing Date and, thereafter the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of the Borrower preceding the applicable Calculation Date, and (c) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 8.2 for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I (as shown below) with respect to the Managing Agents pursuant to Revolving Credit Facility and in accordance with (S)9.4(d) hereof (but only if the Term Loan Facility until such Open Market Purchases are reflected and described in reasonable detail in such time as an appropriate Officer's Compliance Certificate and is provided, at which time the Subordinated Notes so purchased have been cancelled Pricing Level shall be determined by reference to the Company)Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. Except as provided in the preceding sentence, as if such reductions had occurred on January 31, 1997, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of Credit then existing or April 30, 1997, as the case may be.subsequently made or issued. Revolving Credit Facility -------------------------------------------------------------------------------- Pricing Leverage Ratio Applicable Applicable Base Level LIBOR Rate Margin Margin -------------------------------------------------------------------------------- I Greater than or equal to 2.50% 1.25% 1.75 to 1.00 -------------------------------------------------------------------------------- II Greater than or equal to 2.25% 1.00% 1.00 to 1.00 but less than 1.75 to 1.00 -------------------------------------------------------------------------------- III Less than 1.00 to 1.00 2.00% 0.75% -------------------------------------------------------------------------------- Term Loan Facility -------------------------------------------------------------------------------- Pricing Leverage Ratio Applicable Applicable Base Level LIBOR Rate Margin Margin -------------------------------------------------------------------------------- I Greater than or equal to 2.75% 1.50% 1.25 to 1.00 -------------------------------------------------------------------------------- II Less than 1.25 to 1.00 2.50% 1.25% --------------------------------------------------------------------------------
Appears in 1 contract
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph The applicable margin (athe “Applicable Margin”) of the definition of Applicable Margin is hereby amended to read as follows:
(aprovided for in Section 5.1(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate with respect to: (i) any Initial Term Loan that is a LIBOR Rate Loan shall be (x) with respect to Lenders holding Initial Term Loans who consent to Amendment No. 6 from and after the period commencing on Amendment No. 6 Effective Date, 2.00% and (y) in all other cases from and after the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22Amendment No. 6 Effective Date, 19971.50%, the Applicable Margin (ii) any Initial Term Loan that is a Base Rate Loan shall be the Applicable Margin set forth in Tier 2 above; and (iix) with respect to each Lenders holding Initial Term Loans who consent to Amendment No. 6 from and after the Amendment No. 6 Effective Date, 1.00% and (y) in all other cases from and after the Amendment No. 6 Effective Date, 0.50%, (iii) any Incremental Term Loan of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough any Series made after the date immediately preceding of the Adjustment Date occurring on June 19, 1997 consummation of the Acquisition shall be as agreed upon at the time the Incremental Term Loan Commitments of such Series are established pursuant to Section 14.23 and (2iv) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period any Revolving Credit Loan held by Non-Extending Revolving Lenders or Extending Revolving Lenders shall be determined by reference to the applicable table set forth below and shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the date by which the Borrower is required to provide an Officer’s Compliance Certificate for the most recently ended Fiscal Quarter and the Pricing Level shall be determined by reference to the Total Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant fiscal period most recently ended Fiscal Quarter preceding the applicable Calculation Date; provided, however, that if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the most recently ended Fiscal Quarter preceding the applicable Calculation Date, the Applicable Margin for the Revolving Credit Loans from such Calculation Date shall be (x) with respect to Non-Extending Revolving Lenders, based on Pricing Level V of the “Applicable Margin — Non-Extending Revolving Lenders” table set forth below and (y) with respect to Extending Revolving Lenders, based on Pricing Level IV of the “Applicable Margin — Extending Revolving Lenders” table set forth below, in each case until such time as an appropriate Officer’s Compliance Certificate is actually delivered provided, at which time (but with no retroactive effect) the Pricing Level shall be determined by reference to the Managing Agents pursuant Total Leverage Ratio as of the last day of the most recently ended Fiscal Quarter preceding such Calculation Date. The Applicable Margin for the Revolving Credit Loans shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (all Revolving Credit Loans then existing or subsequently made or issued. V Greater than 5.00 to 1.00 2.50 % 1.50 % IV Greater than 3.00 to 1.00, but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company)less than or equal to 5.00 to 1.00 2.25 % 1.25 % III Greater than 2.50 to 1.00, as if such reductions had occurred on January 31but less than or equal to 3.00 to 1.00 2.00 % 1.00 % II Greater than 2.00 to 1.00, 1997but less than or equal to 2.50 to 1.00 1.75 % 0.75 % I Less than or equal to 2.00 1.50 % 0.50 % IV Greater than 3.00 to 1.00 3.50 % 2.50 % III Greater than 2.50 to 1.00, but less than or April 30equal to 3.00 to 1.00 3.25 % 2.25 % II Greater than 2.00 to 1.00, 1997, as the case may be.but less than or equal to 2.50 to 1.00 3.00 % 2.00 % I Less than or equal to 2.00 2.75 % 1.75 %”
Appears in 1 contract
Sources: Credit Agreement (Geo Group Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997On any date, the Applicable Margin for SOFR Rate Revolving Credit Loans, Base Rate Revolving Credit Loans, SOFR Rate Term Loans and Base Rate Term Loans shall be a percentage per annum as set forth below based on the ratio of the Consolidated Total Indebtedness to Borrower’s Gross Asset Value: Pricing Level Ratio Applicable Margin for SOFR Rate Revolving Credit Loans Applicable Margin for Revolving Credit Base Rate Loans Applicable Margin for SOFR Rate Term Loans Applicable Margin for Term Base Rate Loans Pricing Level 1 Less than 55% 2.40% 1.40% 2.35% 1.35% Pricing Level 2 Equal to or greater than 55% but less than 60% 2.65% 1.65% 2.60% 1.60% US_ACTIVE\121755035\V-6 Pricing Level Ratio Applicable Margin for SOFR Rate Revolving Credit Loans Applicable Margin for Revolving Credit Base Rate Loans Applicable Margin for SOFR Rate Term Loans Applicable Margin for Term Base Rate Loans Pricing Level 3 Equal to or greater than 60% 2.90% 1.90% 2.85% 1.85% The Applicable Margin as of the First Amendment Date shall be at Pricing Level 1. The Applicable Margin for each such period Base Rate Loan shall be determined by reference to the Leverage Ratio determined ratio of Consolidated Total Indebtedness to Gross Asset Value in effect from time to time, and the Applicable Margin for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms any Interest Period for all SOFR Rate Loans comprising part of the definition same borrowing shall be determined by reference to the ratio of Consolidated Total Indebtedness to Gross Asset Value in effect on the first (1st) day of such Interest Period. The Applicable Margin shall not be adjusted based upon such ratio, if at all, until the first (1st) day of the Leverage Ratiofirst (1st) month following the delivery by REIT to the Agent of the Compliance Certificate after the end of a calendar quarter. In the event that REIT shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for purposes Loans shall be at Pricing Level 3 until such failure is cured within any applicable cure period, or waived in writing by the Required Lenders in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such two specific Compliance Certificate. In the event that the Agent, REIT or the Borrower determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the application of a higher Applicable Margin calculations onlyfor any period (an “Applicable Period”) than the Applicable Margin applied for such Applicable Period, the numerator portion of the Leverage Ratio (clause then (a) of the definition thereof) Borrower shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior as soon as practicable deliver to the date Agent the corrected financial statements for such Applicable Period, (b) the Applicable Margin shall be determined as if the Pricing Level for such higher Applicable Margin were applicable Compliance Certificate prepared as for such Applicable Period, and (c) the Borrower shall within three (3) Business Days of demand thereof by the end of the relevant fiscal period is actually delivered Agent pay to the Managing Agents pursuant to and Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be promptly applied by the Agent in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may bethis Agreement.
Appears in 1 contract
Sources: Credit Agreement (GTJ Reit, Inc.)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (ai) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Revolving Credit Loans and Swingline Loans (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrower is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; provided, 1997however, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and that (ii) with respect to each of (1A) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the initial Applicable Margin for each such period the Revolving Credit Loans and Swingline Loans shall be based on Pricing Level III (as shown below) and shall remain at Pricing Level III until December 31, 2002, and, thereafter the Pricing Level shall be determined by reference to the Total Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 8.2 for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin for Revolving Credit Loans and Swingline Loans from such Calculation Date shall be based on Pricing Level IV (as shown below) until such time as an appropriate Officer's Compliance Certificate is actually delivered provided, at which time the Pricing Level shall be determined by reference to the Managing Agents Total Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. The Applicable Margin for Revolving Credit Loans and Swingline Loans shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of Credit then existing or subsequently made or issued. II >2.00x but <2.50x 2.50% 1.50% III >2.50x but <3.00x 2.75% 1.75% IV >3.00x 3.00% 2.00%
(ii) Subject to the provisions of Section 4.6(g), the Applicable Margin for Term Loans shall be based on the table set forth below and shall be determined and adjusted on each Calculation Date until such time as any change in the Applicable Margin or pricing grid, as applicable for Term Loans pursuant to Section 4.6; provided, however that (A) the initial Applicable Margin for Term Loans shall be based on Pricing Level II until the Calculation Date of December 31, 2002 and in accordance with (S)9.4(dB) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such the Borrower fails to provide the Officer's Compliance Certificate and as required by Section 8.2 for the Subordinated Notes so purchased have been cancelled most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin for Term Loans from such Calculation Date shall be based on Pricing Level II (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the Company), Total Leverage Ratio as if of the last day of the most recently ended fiscal quarter of the Borrower preceding such reductions had occurred on January 31, 1997, Calculation Date. The Applicable Margin for Term Loans shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Term Loans then existing or April 30, 1997, as the case may be.subsequently made or issued. II >2.50x 325.0 225.0
Appears in 1 contract
Applicable Margin. Effective as For purposes of February 11, 1997, ----------------- subparagraph calculating (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) rate payable with respect to Base Rate Loans, LIBOR Rate Loans or IBOR Rate Loans, and (b) the Unused Line Fee in connection with Section 2.2 hereof, the corresponding percentage set forth below, as shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the date of receipt by the Administrative Agent from LTI of the Compliance Certificate for the most recently ended fiscal quarter of LTI; provided that (x) for the period commencing on from the Redemption Notice Closing Date through to but not including the date immediately preceding Calculation Date for the Adjustment Date occurring on March 22fiscal year ending December 31, 19972004, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and based on Pricing Level II (iias shown below) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22and, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997thereafter, the Applicable Margin for each such period shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Borrower preceding any applicable Calculation Date, and (y) if at any time LTI fails to provide a Compliance Certificate for its most recently ended fiscal quarter preceding the applicable fiscal periods ending January 31Calculation Date, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level I (as shown below) until such date as an appropriate Compliance Certificate is provided, at which date (and without any retroactive adjustment to the numerator portion of Calculation Date) the Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of LTI preceding such Calculation Date. Except as previously described in the event of tardy delivery of a Compliance Certificate, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Loans then existing or subsequently made and to the Managing Agents pursuant Unused Line Fees accruing on or after such Calculation Date. I Greater than 2.50:1.00 0.50 % 1.75 % 0.375 % II Less than or equal to and in accordance with 2.50:1.00 but greater than 1.50:1.00 0.00 % 1.50 % 0.25 % III Less than or equal to 1.50:1.00 but greater than 1.00:1.00 0.00 % 1.25 % 0.225 % IV Less than or equal to 1.00:1.00 (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company0.50 ), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.% 1.00 % 0.20 %
Appears in 1 contract
Sources: Credit Agreement (Lionbridge Technologies Inc /De/)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrower is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; PROVIDED, 1997HOWEVER, that (a) the initial Applicable Margin shall be equal to the Applicable Margin percentages set forth in Tier 2 abovethe Certificate delivered on the Closing Date pursuant to 6.2(d)(ii); PROVIDED the Term Loan Applicable Margin shall initially be 1.5% and (ii) with respect to each of (1) remain at 1.5% until the period commencing with conditions set forth in Section 6.4 are satisfied, and shall remain at such level until the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, and (b) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 8.3 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Borrower preceding the Leverage Ratioapplicable Calculation Date, for purposes of such two specific the Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of the Borrower preceding such Calculation Date, such adjustment to occur ten (10) Business Days after the Managing Agents pursuant receipt of such certificate. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (all Extensions of Credit then existing or subsequently made or issued. REVOLVER REVOLVER PRICING LEVEL LEVERAGE RATIO LIBOR BASE RATE TERM LOAN ------------- -------------- ----- --------- --------- I Greater than or equal to 1.750% 0.750% 1% 4.00 to 1.0 II Greater than or equal to 1.625% 0.625% 1% 3.50 to 1.0, but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company)less than 4.00 to 1.0 III Greater than or equal to 1.500% 0.500% 1% 3.00 to 1.0, as if such reductions had occurred on January 31but less than 3.50 to 1.0 IV Greater than or equal to 1.375% 0.375% 1% 2.50 to 1.0, 1997but less than 3.00 to 1.0 V Greater than or equal to 1.250% 0.250% 1% 2.00 to 1.0, or April 30, 1997, as the case may be.but less than 2.50 to 1.0 VI Less than 2.00 to 1 1.000% 0.000% 1%
Appears in 1 contract
Sources: Credit Agreement (Hickory Tech Corp)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period commencing “Applicable Margin”) shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a “Calculation Date”) ten (10) Business Days after the earlier of (i) the date immediately preceding on which Borrower provides or (ii) the Adjustment Date occurring date on March 22which the Borrower is required to provide, 1997an Officer’s Compliance Certificate for the most recently ended Fiscal Quarter of the Borrower; provided, however, that (A) the initial Applicable Margin shall be based on Pricing Level III (as shown below) and shall remain at Pricing Level III until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) first Calculation Date following the period commencing with first full Fiscal Quarter occurring after the Adjustment Closing Date occurring on March 22and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Adjusted Debt to EBITDAR Ratio determined as of the last day of the most recently ended Fiscal Quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms most recently ended Fiscal Quarter of the definition Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the Adjusted Debt to EBITDAR Ratio as of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion last day of the Leverage Ratio (clause (a) most recently ended Fiscal Quarter of the definition thereofBorrower preceding such Calculation Date. Subject to Sections 5.1(c)(ii)(A) shall reflect, without duplication, the applicable reduction and (if anyB) in the outstanding principal preceding sentence, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of Credit then existing or subsequently made or issued. Notwithstanding the Subordinated Notes resulting from foregoing, in the Redemption and event that any Open Market Purchases which are permitted financial statement or Officer’s Compliance Certificate delivered pursuant to Section 8.1 or 8.2 is shown to be inaccurate (S)10.8 hereof regardless of whether (i) this Agreement is in effect, (ii) the Revolving Credit Commitment is in effect, or (iii) any Extension of Credit is outstanding when such inaccuracy is discovered or such financial statement or Officer’s Compliance Certificate was delivered), and which such inaccuracy, if corrected, would have occurred on or prior led to the date application of a higher Applicable Margin for any period (an “Applicable Period”) than the applicable Applicable Margin applied for such Applicable Period, then (x) the Borrower shall promptly deliver to the Administrative Agent a corrected Officer’s Compliance Certificate prepared for such Applicable Period, (y) the Applicable Margin for such Applicable Period shall be determined as of if the end of Adjusted Debt to EBITDAR Ratio in the relevant fiscal period is actually delivered corrected Officer’s Compliance Certificate were applicable for such Applicable Period, and (z) the Borrower shall promptly and retroactively be obligated to pay to the Managing Agents pursuant to Administrative Agent the accrued additional interest and fees owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be promptly applied by the Administrative Agent in accordance with (S)9.4(dSection 5.4. Nothing in this paragraph shall limit the rights of the Administrative Agent and Lenders with respect to Sections 5.1(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate 12.2 nor any of their other rights under this Agreement. The Borrower’s obligations under this paragraph shall survive the termination of the Revolving Credit Commitment and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, repayment of all other Obligations hereunder. I Greater than or April 30, 1997, as the case may be.equal to 5.00 to 1.00 3.000 % 4.000 % II Greater than or equal to 4.50 to 1.00 but less than 5.00 to 1.00 2.750 % 3.750 % III Greater than or equal to 4.00 to 1.00 but less than 4.50 to 1.00 2.500 % 3.500 % IV Greater than or equal to 3.50 to 1.00 but less than 4.00 to 1.00 2.250 % 3.250 % V Less than 3.50 to 1.00 2.000 % 3.000 %
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph The Applicable Margin provided for in Section 4.1 (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to any Loan (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrowers are required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrowers; provided, 1997however, that (a) the initial Applicable Margin shall be based on Pricing Level II (as shown below) and shall remain at Pricing Level II until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Borrowers preceding the applicable Calculation Date, and (b) if the Borrowers fail to provide the Officer's Compliance Certificate as required by Section 7.2 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Borrowers preceding the Leverage Ratioapplicable Calculation Date, for purposes of such two specific the Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of the Borrowers preceding such Calculation Date. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to the Managing Agents pursuant all Extensions of Credit then existing or subsequently made or issued. PRICING LEVEL LEVERAGE RATIO LIBOR RATE LOANS BASE RATE LOANS ------------- -------------- ---------------- --------------- I Greater than or equal to and in accordance with (S)9.4(d) hereof (1.000% 0% 3.00 to 1.00 II Greater than or equal to 0.750% 0% 2.25 to 1.00, but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.less than 3. 00 to 1.00
Appears in 1 contract
Sources: Bridge Credit Agreement (Belk Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Loan (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "Calculation Date") ten (10) Business Days after the earlier of (i) the date immediately preceding on which Borrower provides or (ii) the Adjustment Date occurring date on March 22which the Borrower is required to provide, 1997an Officer's Compliance Certificate for the most recently ended Fiscal Quarter of the Borrower; provided, however, that (A) the initial Applicable Margin shall be based on Pricing Level II (as shown below) and shall remain at Pricing Level II until the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Adjusted Debt to EBITDAR Ratio determined as of the last day of the most recently ended Fiscal Quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 8.2 for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms most recently ended Fiscal Quarter of the definition Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the Adjusted Debt to EBITDAR Ratio as of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion last day of the Leverage Ratio (clause (a) most recently ended Fiscal Quarter of the definition thereofBorrower preceding such Calculation Date. Subject to Sections 5.1(c)(ii)(A) shall reflect, without duplication, the applicable reduction and (if anyB) in the outstanding principal preceding sentence, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Extensions of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on Credit then existing or prior to the date the applicable Compliance Certificate prepared as of the end of the relevant fiscal period is actually delivered to the Managing Agents pursuant to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, subsequently made or April 30, 1997, as the case may be.issued. Pricing Grid
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of The term “Applicable Margin” means the definition of Applicable Margin is hereby amended annual percentage rate to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee be added to LIBOR to determine the LIBOR Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997under this Agreement. Initially, the Applicable Margin shall be 1.80% per annum. The Applicable Margin will be adjusted (up or down) on a quarterly basis as determined by Borrower’s Total Funded Debt to EBITDA ratio. Adjustments in the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period shall will be determined by reference to the Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio following grid: Greater than or equal to 1.75 2.25% Greater than 1.0 but less than 1.75 1.80% Less than or equal to 1.0 1.50% Within forty-five (clause (a45) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as days of the end of each Fiscal Quarter of Borrower (provided that Borrower shall have ninety (90) days after the relevant fiscal period is actually delivered end of each Fiscal Year), Borrower shall (a) deliver to BANK its Financial Statements covering such Fiscal Quarter (which shall be management prepared financial statements for purposes hereof), (b) deliver to BANK the quarterly financial covenant compliance certificate of Borrower, and (c) certify to Bank the then Total Funded Debt to EBITDA ratio of Borrower and Borrower's determination of Applicable Margin therefrom on such form as the Bank may from time to time specify. Borrower shall also Commercial Loan Agreement – Micronetics, Inc. provide to the Managing Agents pursuant Bank such other reasonable information as Bank may request of Borrower to verify its determination of the Applicable Margin. As of the tenth (10th) Business Day after the Borrower's delivery of all of the above-referenced items to the Bank, the Bank shall notify Borrower of its determination of the Applicable Margin. The new Applicable Margin as so determined by the BANK shall be effective as to all then outstanding LIBOR Advances and all new LIBOR Advances thereafter made, and such new Applicable Margin shall remain in effect through the next date upon which the determination of a new Applicable Margin becomes effective in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by above provisions. Notwithstanding the Company)foregoing, as if such reductions had occurred on January 31upon any Event of Default, 1997, or April 30, 1997, as the case may beApplicable Margin shall be 2.25%.
Appears in 1 contract
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (ai) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Revolving Credit Loan, Swingline Loan or Term Loan shall be based upon the period commencing on Leverage Ratio as of the Redemption Notice Date through end of the date fiscal quarter immediately preceding the Adjustment Date occurring on March 22delivery of the financial statements and the accompanying Officer’s Compliance Certificate for such fiscal quarter, 1997as follows: I Greater than 2.50 to 1.00 1.625 % 0.625 % II Greater than or equal to 1.50 to 1.00 but less than or equal to 2.50 to 1.00 1.375 % 0.375 % III Less than 1.50 to 1.00 1.125 % 0.125 %
(ii) Adjustments, if any, in the Applicable Margin shall be made on the date (each a “Calculation Date”) ten (10) Business Days after the date on which the Borrower provides quarterly financial statements of the Borrower and its Subsidiaries and an accompanying Officer’s Compliance Certificate setting forth the Leverage Ratio of the Borrower and its Subsidiaries for the most recently ended fiscal quarter of the Borrower and its Subsidiaries; provided that (A) the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) shall be based on Pricing Level II until the period commencing with the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Borrower and its Subsidiaries preceding the Leverage Ratioapplicable Calculation Date, for purposes of such two specific the Applicable Margin calculations onlyshall be based on Pricing Level I (as shown above) from such Calculation Date until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the numerator portion of Applicable Margin shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered to quarter of the Managing Agents pursuant to Borrower and its Subsidiaries preceding such Calculation Date. Except as provided in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by preceding sentence, the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as Applicable Margin shall be effective from one Calculation Date until the case may benext Calculation Date.
Appears in 1 contract
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (ai) of the definition of The Applicable Margin is hereby amended to read as follows:
(a) provided for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (iin Section 5.1(a) with respect to any Revolving Credit Loans and Swingline Loans (the period commencing "APPLICABLE MARGIN") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each a "CALCULATION DATE") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrower is required to provide an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; PROVIDED, 1997HOWEVER, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and that (ii) with respect to each of (1A) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the initial Applicable Margin for each such period the Revolving Credit Loans and Swingline Loans shall be based on Pricing Level IV (as shown below) and shall remain at Pricing Level IV until December 31, 2001, and, thereafter the Pricing Level shall be determined by reference to the Total Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period quarter of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to provide the Officer's Compliance Certificate as required by Section 8.2 for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin for Revolving Credit Loans and Swingline Loans from such Calculation Date shall be based on Pricing Level IV (as shown below) until such time as an appropriate Officer's Compliance Certificate is actually delivered provided, at which time the Pricing Level shall be determined by reference to the Managing Agents pursuant Total Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. The Applicable Margin for Revolving Credit Loans and Swingline Loans shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, all Extensions of Credit then existing or April 30, 1997, as the case may besubsequently made or issued.
Appears in 1 contract
Applicable Margin. Effective The applicable margin (the “Applicable Margin”) provided for in Section 5.1(a) with respect to: (i) any Initial Term Loan that is a LIBOR Rate Loan shall be 2.00%, (ii) any Initial Term Loan that is a Base Rate Loan shall be 1.00%, (iii) any Incremental Term Loan of any Series made after the date of the consummation of the Acquisition shall be as agreed upon at the time the Incremental Term Loan Commitments of February 11such Series are established pursuant to Section 14.23 and (iv) any Revolving Credit Loan shall be based upon the table set forth below and shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the date by which the Borrower is required to provide an Officer’s Compliance Certificate for the most recently ended Fiscal Quarter; provided, 1997however, ----------------- subparagraph that (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to the period commencing on the Redemption Notice Date through the date immediately preceding the Adjustment Date occurring on March 22, 1997, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and (ii) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the initial Applicable Margin for each such period the Revolving Credit Loans shall be based on Pricing Level IV (as shown below) and shall remain at Pricing Level IV until receipt by the Administrative Agent of the Officer’s Compliance Certificate for the Fiscal Quarter ending on or nearest to June 30, 2007 and, thereafter the Pricing Level shall be determined by reference to the Total Leverage Ratio determined for the applicable fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations only, the numerator portion of the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant fiscal period most recently ended Fiscal Quarter preceding the applicable Calculation Date, and (b) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 8.2 for the most recently ended Fiscal Quarter preceding the applicable Calculation Date, the Applicable Margin for the Revolving Credit Loans from such Calculation Date shall be based on Pricing Level VI (as shown below) until such time as an appropriate Officer’s Compliance Certificate is actually delivered provided, at which time (but with no retroactive effect) the Pricing Level shall be determined by reference to the Managing Agents pursuant Total Leverage Ratio as of the last day of the most recently ended Fiscal Quarter preceding such Calculation Date. The Applicable Margin for the Revolving Credit Loans shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to and in accordance with (S)9.4(d) hereof (all Revolving Credit Loans then existing or subsequently made or issued. V Greater than 5.00 to 1.00 2.50 % 1.50 % IV Greater than 3.00 to 1.00, but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company)less than or equal to 5.00 to 1.00 2.25 % 1.25 % III Greater than 2.50 to 1.00, as if such reductions had occurred on January 31but less than or equal to 3.00 to 1.00 2.00 % 1.00 % II Greater than 2.00 to 1.00, 1997, but less than or April 30, 1997, as the case may be.equal to 2.50 to 1.00 1.75 % 0.75 % I Less than or equal to 2.00 1.50 % 0.50 %
Appears in 1 contract
Sources: Credit Agreement (Geo Group Inc)
Applicable Margin. Effective as For purposes of February 11, 1997, ----------------- subparagraph calculating (a) of the definition of Applicable Margin is hereby amended to read as follows:
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) rate payable with respect to Base Rate Loans, LIBOR Rate Loans or IBOR Rate Loans, and (b) the Unused Line Fee in connection with Section 2.2 hereof, the corresponding percentage set forth below, as shall be determined and adjusted quarterly on the date (each a “Calculation Date”) ten (10) Business Days after the date of receipt by the Administrative Agent from LTI of the Compliance Certificate for the most recently ended fiscal quarter of LTI; provided that (x) for the period commencing on from the Redemption Notice Closing Date through to but not including the date immediately preceding Calculation Date for the Adjustment Date occurring on March 22fiscal year ending December 31, 19972004, the Applicable Margin shall be the Applicable Margin set forth in Tier 2 above; and based on Pricing Level II (iias shown below) with respect to each of (1) the period commencing with the Adjustment Date occurring on March 22and, 1997 thorough the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997thereafter, the Applicable Margin for each such period shall be determined by reference to the Leverage Ratio determined as of the last day of the most recently ended fiscal quarter of the Borrower preceding any applicable Calculation Date, and (y) if at any time LTI fails to provide a Compliance Certificate for its most recently ended fiscal quarter preceding the applicable fiscal periods ending January 31Calculation Date, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms of the definition of the Leverage Ratio, for purposes of such two specific Applicable Margin calculations onlyfrom such Calculation Date shall be based on Pricing Level I (as shown below) until such date as an appropriate Compliance Certificate is provided, at which date (and without any retroactive adjustment to the numerator portion of Calculation Date) the Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the end last day of the relevant most recently ended fiscal period is actually delivered quarter of LTI preceding such Calculation Date. Except as previously described in the event of tardy delivery of a Compliance Certificate, the Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Applicable Margin shall be applicable to all Loans then existing or subsequently made and to the Managing Agents pursuant Unused Line Fees accruing on or after such Calculation Date. I Greater than 2.50:1.00 0.50 % 1.75 % 0.375 % II Less than or equal to and in accordance with 2.50:1.00 but greater than 1.50:1.00 0.00 % 1.50 % 0.25 % III Less than or equal to 1.50:1.00 but greater than 1.00:1.00 0.00 % 1.25 % 0.225 % IV Less than or equal to 1.00:1.00 (S)9.4(d0.50 %) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Compliance Certificate and the Subordinated Notes so purchased have been cancelled by the Company), as if such reductions had occurred on January 31, 1997, or April 30, 1997, as the case may be.1.00 % 0.20 %
Appears in 1 contract
Sources: Credit Agreement (Lionbridge Technologies Inc /De/)
Applicable Margin. Effective as of February 11, 1997, ----------------- subparagraph (a) of the definition of The Applicable Margin is hereby amended to read as follows:provided for in Section ----------------- 3.1
(a) for purposes of interest on Loans outstanding, Commitment Fee Rate and Documentary Letter of Credit Fee Rate (i) with respect to any Loan (the period commencing "Applicable Margin") shall be based upon the table set forth below and shall be determined and adjusted quarterly on the Redemption Notice Date through date (each, a "Calculation Date") ten (10) Business Days after the date immediately preceding by which the Adjustment Date occurring on March 22Borrower provides an Officer's Compliance Certificate for the most recently ended fiscal quarter of the Borrower; provided, 1997however, that (a) the initial -------- Applicable Margin shall be based on the Applicable Margin table set forth below by reference to the Leverage Ratio as of the most recent fiscal quarter end preceding the Closing Date, as reflected in Tier 2 above; the certificate delivered pursuant to Section 4.2(d)(ii) and (ii) with respect to each of (1) shall remain at that Pricing Level until the period commencing with the Adjustment first Calculation Date occurring on March 22after the Closing Date and, 1997 thorough thereafter the date immediately preceding the Adjustment Date occurring on June 19, 1997 and (2) the period commencing with the Adjustment Date occurring on June 19, 1997 through the date immediately preceding the Adjustment Date occurring on September 19, 1997, the Applicable Margin for each such period Pricing Level shall be determined by reference to the Leverage Ratio determined as of the fiscal quarter end of the Borrower preceding the applicable Calculation Date, and (b) if the Borrower fails to provide an Officer's Compliance Certificate as required by Section 6.2 for the applicable most recently ended fiscal periods ending January 31, 1997 and April 30, 1997, respectively, provided that, notwithstanding the terms quarter of the definition of Borrower by the Leverage Ratiolatest date permitted by Section 6.2 (a "Deadline Date"), for purposes of such two specific the Applicable Margin calculations onlyfrom the date ten (10) Business Days after such Deadline Date (which shall also be a Calculation Date) shall be based on Pricing Level I (as shown below) until such time as an appropriate Officer's Compliance Certificate is provided, at which time the numerator portion of Pricing Level shall be determined by reference to the Leverage Ratio (clause (a) of the definition thereof) shall reflect, without duplication, the applicable reduction (if any) in the outstanding principal of the Subordinated Notes resulting from the Redemption and any Open Market Purchases which are permitted pursuant to (S)10.8 hereof and which have occurred on or prior to the date the applicable Compliance Certificate prepared as of the fiscal quarter end of the relevant fiscal period is actually delivered to Borrower for which such Officer's Compliance Certificate has been provided and the Managing Agents pursuant to and adjustment thereto made ten (10) Business Days after the delivery thereof. The Applicable Margin shall be effective from one Calculation Date until the next Calculation Date. Notwithstanding the foregoing, if the Officer's Compliance Certificate has not been provided in accordance with Section 6.2, the Applicable Margin shall be effective from the most recently determined Calculation Date until the date ten (S)9.4(d10) hereof (but only if such Open Market Purchases are reflected and described in reasonable detail in such Business Days after the date on which the Officer's Compliance Certificate and is provided to the Subordinated Notes so purchased have been cancelled by Administrative Agent. Any adjustment in the Company), as if such reductions had occurred on January 31, 1997, Applicable Margin shall be applicable to all Loans then existing or April 30, 1997, as the case may besubsequently made or issued.
Appears in 1 contract
Sources: Credit Agreement (Commonwealth Telephone Enterprises Inc /New/)