Common use of Applicable Margin Clause in Contracts

Applicable Margin. With respect to any Advance, the Applicable Margin shall be as set forth in a certificate of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waived.

Applicable Margin. With The Applicable Margin provided for in Section 4.1(a) with respect to any Advancethe Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.2, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate.

Applicable Margin. With respect to any Advance, the Applicable ----------------- Margin shall be as set forth in a certificate of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Leverage Ratio for the most recent fiscal quarter end for which end, effective as of the fifth (5th) Business Day after the financial statements referred to in Section 6.1, or Section 6.2 hereof, as the case may be, are required to be furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended ended, expressed as a per annum rate of interest as follows: Applicable Margin Leverage Ratio Base Rate Advance LIBOR Advance ------------------------ Applicable Margin Applicable Margin A. Greater than Margin ------------------ ------------------ 6.50:1 or equal 1.250greater 0.750% 2.5001.750% to 5.50:1 B. Greater than 6.00:1 or equal 1.125% 2.375% to 5.00:1greater, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.2500.500% 1.500% Changes to the Applicable Margin less than 6.50:1 5.50:1 or greater, but 0.250% 1.250% less than 6.00:1 5.00:1 or greater, but 0.000% 1.000% less than 5.50:1 4.50:1 or greater, but 0.000% 0.875% less than 5.00:1 Less than 4.50:1 0.000% 0.750% The Borrower may, at its option, provide financial statements for any quarter ending December 31 (which financial statements shall be effective (i) prepared in accordance with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the standards governing financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 hereof) for purposes of determining the Applicable Margin, which financial statements may be used for purposes of this Section in lieu of financial statements required by Section 6.2 hereof. In the event that the Borrower fails to timely provide the financial statements referred to above in accordance with the terms of Section 6.1 or Section 6.2 hereof, as the case may beapplicable, and without prejudice to any additional rights under Section 8.2 hereof, any increase in the Applicable Margin due to any increase in the Leverage Ratio as reflected in such financial statements shall be effective retroactively as of the fifth (B5th) Business Day after the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Defaultwere due, but any decrease in the Applicable Margins Margin due to any decrease in the Leverage Ratio shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A effective as of the above table until fifth (5th) Business Day after such time as such Event of Default is cured or waivedfinancial statements are delivered.

Applicable Margin. With The Applicable Margin provided for in Section 4.1(a) with respect to any Advancethe Loans (the "Applicable Margin") shall (i) from the effective date of the Sixth Amendment until the delivery of the applicable Margin Certificate and related financial statements for the fiscal quarter ending on March 31, 1999 equal 0.250% for Base Rate Loans and 1.150% for LIBOR Rate Loans, and (ii) for each fiscal quarter thereafter be determined by reference to the Total Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Margin Certificate as follows: Applicable Margin for Total Leverage Ratio Base Rate Loans LIBOR Rate Loans -------------------- --------------- ---------------- greater than or equal to 4.00 to 1.00 0.750% 1.550% less than 4.00 to 1.00 but greater than or equal to 3.50 to 1.00 0.250% 1.150% less than 3.50 to 1.00 but greater than or equal to 3.00 to 1.00 0.000% 0.950% less than 3.00 to 1.00 but greater than or equal to 2.50 to 1.00 0.000% 0.750% less than 2.50 to 1.00 but greater than or equal to 2.00 to 1.00 0.000% 0.650% less than 2.00 0.000% 0.550% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the fifth (5th) Business Day after receipt by the Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Total Leverage Ratio of the Borrower and its Consolidated Entities as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.1(c), the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished above until five (5) Business Days after receipt by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate."

Applicable Margin. (i) With respect to any AdvanceAdvance under the Revolving Loan Commitment and Term A Loans, the Applicable Margin shall be as set forth in a certificate of any calculation date the chief financial officer of the Borrower delivered to interest rate margin determined by the Administrative Agent based upon the Applicable Margin Leverage Ratio determined for the most recent fiscal quarter end for which end, to be adjusted from time to time effective as of the second Business Day after the financial statements referred to in Section 6.1 hereof are required to be furnished by the Borrower to the Administrative Agent and each Bank Lender for the fiscal quarter most recently ended ended, expressed as a per annum rate of interest as follows: Applicable Margin Ratio Base Rate Eurodollar Advance LIBOR Advance Applicable Applicable Leverage Ratio Margin Applicable Margin A. Margin -------------- ---------- ---------- Greater than 7.50 1.250% 2.250% Greater than 7.00 but less 1.000% 2.000% than or equal 1.250to 7.50 Greater than 6.00 but less 0.875% 2.5001.875% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, 7.00 Greater than 5.00 but less than 5.50:1 C. Greater 0.750% 1.750% than or equal 0.875% 2.125% to 4.50:1, 6.00 Greater than 4.00 but less than 5.00:1 D. Greater 0.500% 1.500% than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. 5.00 Less than 4.00:1 0.250or equal to 4.00 0.125% 1.5001.125% Changes In the event that the Borrower fails to timely provide (i) the financial statements referred to above in accordance with the terms of Section 6.1 hereof or (ii) the Performance Certificate referred to in Section 6.3 hereof, and without prejudice to any additional rights under Section 8.2 hereof, no downward adjustment of the Applicable Margin in effect for the preceding quarter shall be effective (i) with respect to an increase in occur until the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for actual delivery of the financial such statements, and . (ii) with With respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of DefaultTerm B Loans, the Applicable Margins Margin for Eurodollar Advances shall not be subject to downward adjustment 2.75% per annum and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedMargin for Base Rate Advances shall be 1.75% per annum.

Applicable Margin. With respect to any AdvanceLoan under the Commitment, the Applicable Margin shall be as set forth in a certificate of the chief financial officer of interest rate margin determined by the Borrower delivered to the Administrative Agent based upon the Applicable Margin Funded Indebtedness/EBITDA Coverage Ratio for the most recent fiscal quarter end for which end, effective as of the second Business Day after the financial statements referred to in SECTION 6.2(A) and (B), hereof, and an accompanying certificate of an Authorized Representative certifying the calculations of the Funded Indebtedness/EBITDA Coverage Ratio as set forth in SECTION 6.2(D) hereof, are furnished delivered by the Borrower Co-Borrowers to the Administrative Agent and each Bank for the fiscal quarter most recently ended ended, expressed as a per annum rate of interest as follows: Applicable Margin Ratio Funded Indebtedness/EBITDA Base Rate Advance LIBOR Advance Applicable Eurodollar Coverage Ratio Margin Applicable Margin A. Greater Rate Margin -------------------------- --------- ----------- Equal to or greater than or equal 1.2503.0 .75% 2.5002.25% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. 1.0 Less than 4.00:1 0.2503.00 to 1.0 .00% 1.5001.75% Changes ============================================================ From the Agreement Date until the first delivery of the financial statements and certificate required by SECTION 6.2(A), (B) AND (D) thereafter (without giving effect to any extension granted by the Securities and Exchange Commission), the Eurodollar Rate Margin shall be 1.75% and the Base Rate Margin shall be .00%. In the event that the Co-Borrowers fail to timely provide the financial statements and certificate referred to above in accordance with the terms of SECTION 6.2(A), (B) AND (D) hereof (without giving effect to any extension granted by the Securities and Exchange Commission), and without prejudice to any additional rights under Section 8.2 hereof, the Applicable Margin shall be effective (i) with respect to an increase in 29 the highest Applicable Margin, as Margin set forth above until the actual delivery of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate.

Applicable Margin. With The Applicable Margin provided for in Section 4.1(a) with respect to any AdvanceLibor Rate Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(e)(ii); and (ii) for each fiscal quarter thereafter be determined by reference to the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Applicable Ratio Margin ----- ------ Greater than or equal to 2.00 to 1.00 1.50% Less than 2.00 to 1.00 but greater 1.375% than or equal to 1.50 to 1.00 Less than 1.50 to 1.00 but greater 1.250% than or equal to 1.00 to 1.00 Less than 1.00 to 1.00 1.125% Adjustments, if any, in the Applicable Margin shall be as set forth in a certificate of the chief financial officer of the Borrower delivered to made by the Administrative Agent based upon on the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective fifth (i) with respect to an increase in the Applicable Margin, as of the second (2nd5th) Business Day after receipt by the day on which Administrative Agent of the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 7.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof7.2, as the case may be, for the Borrower and (B) its Subsidiaries and the date on which accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements are actually delivered to and certificate within the time required by Sections 7.1 and 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the fifth (5th) Business Day after receipt by the Administrative Agent of such financial statements and certificate. Notwithstanding any of the Banks. Upon foregoing to the occurrence and during the continuance of an Event of Defaultcontrary, the Applicable Margins Margin shall not be subject to downward adjustment recalculated and shall automatically revert to adjusted by the Applicable Margins set forth in part A Administrative Agent on the fifth (5th) Business Day following the date of any withdrawal by the above table until such time as such Event Borrower of Default is cured or waivedfunds from the Investment Account permitted by the Pledge Agreement.

Applicable Margin. With respect to any Advance, the Applicable ----------------- Margin shall be as set forth in a certificate of the chief financial officer of the Borrower Borrowers delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower Borrowers to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance ----------------------- Advance Applicable Applicable Margin Applicable Margin Margin ------ ------ A. Greater than or equal to 6.00:1 1.250% 2.5002.250% to 5.50:1 B. Greater than or equal 1.125to 5.50:1, but less than 6.00: 1 1.000% 2.3752.000% C. Greater than or equal to 5.00:1, but less than 5.50:1 C. 5.50:1 0.750% 1.750% D. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. 5.00:1 0.500% 1.500% E. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. 4.50:1 0.250% 1.250% F. Greater than or equal to 3.50: 1, but less than 4.00:1 0.000% 1.000% G. Less than 4.00:1 0.2503.50:1 0.000% 1.5000.750% Notwithstanding the foregoing, for the period from the Agreement Date through and including December 31, 1998, the Base Rate Advance Applicable Margin shall not be less than one percent (1.000%) and the LIBOR Advance Applicable Margin shall not be less than 2.000%. Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, that if such -------- ------- financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Subject to the second sentence of this Section 2.3(f), the Applicable Margin on the Agreement Date shall be based on the financial statements for the Borrowers with respect to March 31, 1998 and the Senior Debt as of the Agreement Date. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waived.

Applicable Margin. With The Applicable Margin provided for in Section 5.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date and for the fiscal quarters ending March 31, 1999 and June 30, 1999 equal 1.00% with respect to Base Rate Loans and Swingline Loans and 2.25% with respect to LIBOR Rate Loans and (ii) for each fiscal quarter thereafter be determined by reference to the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Applicable Margin Per Annum Level Ratio Base Rate + LIBOR Rate + ----- ----- --------------------------- 1 Greater than 3.00 to 1.00 but Less than or equal to 3.50 to 1.00 1.25% 2.50% 2 Greater than 2.50 to 1.00 but Less than or equal to 3.00 to 1.00 1.00% 2.25% 3 Greater than 2.00 to 1.00 but Less than or equal to 2.50 to 1.00 0.75% 2.00% 4 Less than or equal to 2.00 to 1.00 0.50% 1.75% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrowers and their Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of the Borrowers and their Subsidiaries as of the most recent fiscal quarter end. In addition to any Advanceincrease, if any, in the interest rate purusant to Section 5.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Sections 8.1 and 8.2 hereof, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate.

Applicable Margin. With The Applicable Margin provided for in Section ----------------- 3.1 (a) with respect to any Advancethe Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 4.2(d)(iv) and (ii) for each fiscal quarter thereafter be determined by reference to the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- ------------------------------- greater than 3.00x 0.00% .750% greater than 2.50 less than or equal to 3.00x 0.00% .625% greater than 2.00 less than or equal to 2.50x 0.00% .500% less than or equal to 2.00x 0.00% .425% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the fifth (5th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Designated Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of the Borrower and its Designated Subsidiaries as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate.

Applicable Margin. With respect to any Advance, the ----------------- Applicable Margin shall be as set forth in a certificate of the chief financial officer of the Borrower Borrowers delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower Borrowers to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance ----------------------- Advance Applicable Applicable Margin Applicable Margin Margin ------ ------ A. Greater than or equal to 6.00:1 1.250% 2.5002.250% to 5.50:1 B. Greater than or equal 1.125to 5.50:1, but less than 6.00: 1 1.000% 2.3752.000% C. Greater than or equal to 5.00:1, but less than 5.50:1 C. 5.50:1 0.750% 1.750% D. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. 5.00:1 0.500% 1.500% E. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. 4.50:1 0.250% 1.250% F. Greater than or equal to 3.50: 1, but less than 4.00:1 0.000% 1.000% G. Less than 4.00:1 0.2503.50:1 0.000% 1.5000.750% Notwithstanding the foregoing, for the period from the Agreement Date through and including December 31, 1998, the Base Rate Advance Applicable Margin shall not be less than one percent (1.000%) and the LIBOR Advance Applicable Margin shall not be less than 2.000%. Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, that if such -------- ------- financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Subject to the second sentence of this Section 2.3(f), the Applicable Margin on the Agreement Date shall be based on the financial statements for the Borrowers with respect to March 31, 1998 and the Senior Debt as of the Agreement Date. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waived.

Applicable Margin. With The Applicable Margin provided for in Section ----------------- 4.1 (a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(e)(ii) and (ii) for each fiscal quarter thereafter be determined by reference to the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate or as of the closing date of any AdvancePermitted Acquisition as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- ------------------------------ Greater than or equal to 3.50 to 1.00 0.500% 1.500% Less than 3.50 to 1.00 and greater than or equal to 3.00 to 1.00 0.250% 1.250% Less than 3.00 to 1.00 and greater than or equal to 2.50 to 1.00 0.000% 1.000% Less than 2.50 to 1.00 and greater than or equal to 2.00 to 1.00 0.000% 0.875% Less than 2.00 to 1.00 0.000% 0.750% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (each an "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for the Company and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of the Company and its Subsidiaries as of the most recent fiscal quarter end; provided that adjustments -------- in the Applicable Margin also shall be made by the Administrative Agent on the closing date of any Permitted Acquisition following receipt by the Administrative Agent of evidence of pro forma covenant compliance with each --------- covenant contained in Article IX (as delivered pursuant to Section 10.4(e) hereof). In the event the Company fails to deliver such financial statements and certificate or evidence of covenant compliance, as applicable, within the time required by Sections 7.1, 7.2 and 10.4(e) hereof, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the Adjustment Date following the delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on certificate or before the date specified in such Section, such increase shall be effective as evidence of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margincovenant compliance, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedapplicable.

Applicable Margin. (i) With respect to any AdvanceLoans outstanding under the Facility A Commitment or Facility B Commitment, the Applicable Margin shall be as set forth in a certificate of the chief financial officer of the Borrower delivered to the Administrative Agent table set forth below based upon the ratio of Total Debt to Annualized Operating Cash Flow determined as of the end of the most recently completed fiscal quarter. Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Base Rate Applicable Margin for Ratio Base Rate Advance of Total Debt to Annualized Operating Cash Flow Advances LIBOR Advance Applicable Margin Applicable Margin Advances ----------------------------------------------------- -------- -------------- A. Greater than or equal 1.2505.00:1 0.500% 2.5001.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. or equal to 5.00:1 0.375% 1.375% C. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 or equal to 4.50:1 0.000% 1.000% D. Greater than 3.50:1, but less than or equal to 4.00:1 0.000% 0.750% E. Less than 4.00:1 0.250or equal to 3.50:1 0.000% 1.5000.625% Changes to the Applicable Margin shall be effective (i1) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks Lenders pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, that if such financial statements are not delivered to the Administrative Agent and the Banks Lenders on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii2) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedLenders.

Applicable Margin. With The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall be determined by reference to the Total Debt Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the following chart: Total Debt Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- ----------- ------------ Less than 2.00 to 1.00 0.00% 0.875% Greater than or equal to 2.00 to 1.00 and less than 2.50 to 1.00 0.00% 1.125% Greater than or equal to 2.50 to 1.00 and less than 3.00 to 1.00 0.00% 1.375% Greater than or equal to 3.00 to 1.00 and less than 3.50 to 1.00 0.125% 1.625% Greater than or equal to 3.50 to 1.00 0.250% 1.750% Adjustments, if any, in the Applicable Margin shall be made by the Agent on the fifth (5th) day (or, if not a Business Day, on the next succeeding Business Day) following receipt by the Agent of financial statements for the Borrower and its Subsidiaries pursuant to Sections 7.1(a) and 7.1(b) and the accompanying Officer's Compliance Certificate (such date, the "Adjustment Date"), setting forth the Total Debt Leverage Ratio as of the most recent fiscal quarter end; provided that no adjustment shall be made to decrease the Applicable Margin at any Advancetime that a Default or Event of Default has occurred and is continuing. In the event the Borrower fails to deliver such financial statements and the accompanying Officer's Compliance Certificate within the time required by Sections 7.1 and 7.2 hereof, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the Adjustment Date following delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedaccompanying Officer's Compliance Certificate.

Applicable Margin. With respect to any AdvanceAdvance under the Term ----------------- Loan Commitment or the Revolving Loan Commitment, the Applicable Margin shall be as set forth in a certificate of the chief financial officer of the Borrower delivered to the Administrative Agent table set forth below based upon the Applicable Margin Leverage Ratio for as of the end of the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% completed calendar quarter. Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however-------- that, if such financial statements are not delivered to the Administrative Agent ---- and the Banks on or before within five (5) days after the date specified in such Section, such increase the Leverage Ratio shall be effective as of the date specified in such Section for delivery of the financial statementsdeemed to be greater than 6.00:1, and (ii) with respect the Applicable Margin shall be deemed to a decrease be the highest Applicable Margin set forth in the Applicable Margintable set forth below, as of the later of (A) until the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance its receipt of an Event of Defaultsuch delinquent financial statements, the Administrative Agent shall recalculate the Leverage Ratio and the Applicable Margins Margin by reference to such financial statements, and any change in the Applicable Margin shall not be subject to downward adjustment effective as of the second (2nd) Business Day after the Administrative Agent's receipt thereof. the the the Applicable Applicable Applicable Margin for Margin for Margin for If the Base Rate LIBOR CD Rate Leverage Advances Advances Advances Ratio is: then shall be and shall automatically revert be and shall be -------- ---------- ---------- ---------- Greater than 6.00:1 1.375% 2.375% 2.500% Greater than 5.50:1, but less than or equal to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured 6.00:1 1.125% 2.125% 2.250% Greater than 5.00:1, but less than or waived.equal to 5.50:1 0.875% 1.875% 2.000% Greater than 4.50:1, but less than or equal to 5.00:1 0.625% 1.625% 1.750% Greater than 4.00:1, but less than or equal to 4.50:1 0.375% 1.375% 1.500% Less than or equal to 4.00:1 0% 1.125% 1.250%

Applicable Margin. With The Applicable Margin provided for in Section 4.1(a) with respect to any Advancethe Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d)(iv) and (ii) for each fiscal quarter thereafter be determined by reference to the Unencumbered Asset Coverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum Unencumbered Asset Coverage Ratio Base Rate + LIBOR Rate + --------------------------------- ------------------------------------------- Equal to or greater than 6.67 to 1.00 0.000% 0.90% Equal to or greater than 3.33 to 1.00 0.000% 1.20% but less than 6.67 to 1.00 Less than 3.33 to 1.00 0.000% 1.60% Adjustments, if any, in the Applicable Margin as determined herein shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrowers and their Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Unencumbered Asset Coverage Ratio of the Borrowers and their Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.2 hereof, the Applicable Margin shall be as the highest Applicable Margin set forth in a certificate above until the delivery of the chief financial officer of the Borrower delivered to the Administrative Agent based upon the Applicable Margin Ratio for the most recent fiscal quarter end for which financial statements are furnished by the Borrower to the Administrative Agent and each Bank for the fiscal quarter most recently ended as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default is cured or waivedcertificate.

Applicable Margin. With respect The Applicable Margin shall be Level II set forth in the below table during the period commencing with the Closing Date and ending on the date that the Borrower’s financial statements are delivered to any Advancethe Administrative Agent pursuant to Section 5.1(b) hereof for the quarter ending September 30, 2010. Thereafter, the Applicable Margin shall be determined based upon the Leverage Ratio, as set forth in a certificate the table below, as of the chief financial officer most recent date of determination. For purposes of the Borrower foregoing, (i) the Leverage Ratio shall be determined as of the end of each Fiscal Quarter and set forth in the Compliance Certificate delivered to the Administrative Agent based upon pursuant to Section 5.1(c) and (ii) any increase or decrease in the Applicable Margin resulting from a change in the Leverage Ratio for shall become effective as of the most recent fiscal quarter end for first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 5.1(c); provided that if a Compliance Certificate is not delivered when due in accordance with Section 5.1(c), then Level IV shall apply as of the first Business Day after the date on which financial statements are furnished by the Borrower such Compliance Certificate was required to the Administrative Agent and each Bank for the fiscal quarter most recently ended have been delivered until such time as follows: Applicable Margin Ratio Base Rate Advance LIBOR Advance Applicable Margin Applicable Margin A. Greater than or equal 1.250% 2.500% to 5.50:1 B. Greater than or equal 1.125% 2.375% to 5.00:1such Compliance Certificate is delivered, but less than 5.50:1 C. Greater than or equal 0.875% 2.125% to 4.50:1, but less than 5.00:1 D. Greater than or equal 0.625% 1.875% to 4.00:1, but less than 4.50:1 E. Less than 4.00:1 0.250% 1.500% Changes to whereupon the Applicable Margin shall be effective (i) with respect to an increase in the Applicable Margin, determined as of the second (2nd) Business Day after the day on which the financial statements are required to be delivered to the Administrative Agent and the Banks pursuant to Section 6.1 or Section 6.2 hereof, as the case may be; provided, however, if such financial statements are not delivered to the Administrative Agent Compliance Certificate had been timely delivered, and the Banks on or before the date specified in such Section, such increase shall be effective as of the date specified in such Section for delivery of the financial statements, and (ii) with respect to a decrease in the Applicable Margin, as of the later of (A) the second (2nd) first Business Day after the day on which such financial statements are required to be delivered pursuant to Section 6.1 or Section 6.2 hereof, as the case may be, and (B) immediately following the date on which such financial statements are actually delivered to the Administrative Agent and the Banks. Upon the occurrence and during the continuance of an Event of Default, the Applicable Margins shall not be subject to downward adjustment and shall automatically revert to the Applicable Margins set forth in part A of the above table until such time as such Event of Default Compliance Certificate is cured or waived.delivered: I < 1.00:1.00 2.50 % 1.50 % 0.45 % II > 1.00:1.00 but < 1.50:1.00 2.75 % 1.75 % 0.50 % III > 1.50:1.00 but < 2.00:1.00 3.00 % 2.00 % 0.50 % IV > 2.00:1.00 3.25 % 2.25 % 0.50 %