Applicable Margin. The Applicable Margin provided for in Section 3.1(a) with respect to the Loans (the "Applicable Margin") shall: (i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below; (ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a4.1(a) with respect to the Loans (the "Applicable Margin") shall:
shall be (i) for during the period commencing on from the Closing Date through and ending on including the date immediately preceding the fifth which is five (5th5) Business Day Days following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries Officer's Compliance Certificate for the fiscal quarter ending March 31June 30, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered 1996 required pursuant to Section 4.2(e)(ii) in accordance with the chart below;
Sections 7.1 and 7.2, respectively, 0.00% for Base Rate Loans and 0.75% for LIBOR Rate Loans and (ii) for the period commencing on the fifth (5th) Business Day following after receipt by the Administrative Agent of the such financial statements of BREED for the Borrower and its Subsidiaries for the fiscal quarter ending June 30, 1997 noted in (i) above and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Datefor 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 in accordance with the chart belowas follows: Applicable Margin Per Annum Tier Senior Leverage Ratio Base Rate + LIBOR Rate + Greater ---- --------------------- ------------------------- I less than 3.25 0.30 0.00% 0.950.50% Less II greater than or equal to 3.25 0.30 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but 0.45 0.00% .75% III greater than 2.00 .45 0.00% 0.375% less than or equal to 2.00 0.00% 0.3001.00% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED 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 3.1(d4.1(d), in the event the Borrowers fail Borrower fails to deliver such financial statements and certificate within the time required by Section 6.2 Sections 7.1 and 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the tenth (10th) Business Day after delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Sources: Credit Agreement (Corrections Corporation of America)
Applicable Margin. The Applicable Margin provided shall be determined on the basis of Coolbrands' Funded Debt to EBITDA Ratio, as calculated based on Coolbrands' consolidated financial statements for its most recent fiscal year or quarter. The Agent shall determine the Applicable Margin within five (5) Business Days after it has received the financial statements of Coolbrands' as required by Section 5.01(b)(i) or (ii), as applicable. The Agent shall promptly notify the Borrower and the Lenders of such determination, which shall be conclusive, in Section 3.1(a) with respect to the Loans (the "absence of manifest error. The Applicable Margin") shallMargin shall be determined as follows:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the The initial Applicable Margin shall be made by the Administrative Agent on the tenth 250 basis points for Eurodollar Loans and 50 basis points for Prime Rate Loans, and shall be applicable until five (10th5) Business Day (the "Adjustment Date") days after receipt by the Administrative Agent delivery of quarterly Coolbrands' consolidated financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject year ending August 31, 2001 pursuant to Section 3.1(d), in the event the Borrowers fail to deliver such 5.01(b) hereof. Beginning five (5) days after delivery of Coolbrands' consolidated financial statements for the fiscal year ending August 31, 2001, and certificate within the time required by Section 6.2 hereoffor each fiscal year or quarter thereafter, the Applicable Margin shall be determined in accordance with the highest table set forth in Exhibit 2.09 annexed hereto. The Applicable Margin set forth above until for any Eurodollar Loan shall change during the delivery term of such Eurodollar Loan as a result of this Section 2.09. In the event that the Borrower fails to deliver any financial statements and certificate. Notwithstanding anything to the contrary contained herein, in related certificate on the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period due date therefor set forth in Section 5.01(b)(i) or (ii) hereof, unless an Event of Default is declared as a result of such Section 8.3failure, the Applicable Margin set forth for Eurodollar Loans shall be 300 basis points and the Applicable Margin for Prime Rate Loans shall be 100 basis points until the Borrower delivers all required financial statements and certificates at which time the Applicable Margins shall be redetermined as provided for in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless 2.09. Upon the occurrence and during the continuance of a Default or an Event of Default the Applicable Margin with respect Margins may, as a result of changes in Coolbrands' Funded Debt to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))EBITDA Ratio, increase but will not decrease.
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a) with respect to the Term Loan (the "TL Applicable Margin")and the Applicable Margin for Revolving Credit Loans (the "RC Applicable Margin") shallshall each be determined on the basis of the RC Borrower's Funded Debt to EBITDA Ratio, as calculated based on the Borrower's consolidated financial statements for its most recent fiscal year or quarter. The Agent shall determine the TL Applicable Margin and the RC Applicable Margin within five (5) Business Days after it has received the financial statements of the RC Borrower as required by Section 5.01(b)(i) or (ii), as applicable. The Agent shall promptly notify the Borrowers and the Lenders of such determination, which shall be conclusive, in the absence of manifest error. The TL Applicable Margin and the RC Applicable Margin shall be determined as follows:
(i) for The initial TL Applicable Margin shall be 275 basis points and the period commencing on the Closing Date initial RC Applicable Margin shall be 200 basis points, and ending on the date immediately preceding the fifth shall be applicable until five (5th5) Business Day following receipt by the Administrative Agent days after delivery of the RC Borrower's consolidated financial statements for its fiscal year ending September 30, 1998 pursuant to Section 5.01(b) hereof. Beginning five (5) days after delivery of BREED and its Subsidiaries the RC Borrower's consolidated financial statements for the fiscal year ending September 30, 1998, and for each fiscal year or quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;thereafter:
(ii) for If the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying OfficerRC Borrower's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference Funded Debt to the Leverage EBITDA Ratio as of the end of such fiscal year or quarter is less than 1.75 to 1.00, the fiscal quarter immediately preceding TL Applicable Margin shall be 225 basis points and the delivery RC Applicable Margin shall be 150 basis points.
(iii) If the RC Borrower's Funded Debt to EBITDA Ratio as of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than end of such fiscal year or quarter is equal to 3.25 and or greater than 3.00 0.00% 0.700% Less than or equal 1.75 to 3.00 and greater than 2.50 0.00% 0.500% 1.00 but less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments1.00, if any, in the TL Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries 250 basis points and the accompanying OfficerRC Applicable Margin shall be 175 basis points.
(iv) If the RC Borrower's Compliance Certificate setting forth the Leverage Funded Debt to EBITDA Ratio as of the most recent end of such fiscal year or quarter endis greater than 2.50 to
1. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof00, the TL Applicable Margin shall be 275 basis points and the highest RC Applicable Margin set forth above until shall be 200 basis points. The Applicable Margin for any Eurodollar Loan shall change during the delivery term of such Eurodollar Loan as a result of this Section 2.16. In the event that the RC Borrower fails to deliver any financial statements and certificate. Notwithstanding anything to the contrary contained herein, in related certificate on the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period due date therefor set forth in Section 5.01(b)(i) or (ii) hereof, unless an Event of Default is declared as a result of such Section 8.3failure, the TL Applicable Margin set forth shall be 275 basis points and the RC Applicable Margin shall be 200 basis points until the RC Borrower delivers all required financial statements and certificates at which time the TL Applicable Margin and the RC Applicable Margin shall be redetermined as provided for in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless 2.16. Upon the occurrence and during the continuance of a Default or an Event of Default the TL Applicable Margin with respect and the RC Applicable Margin may, as a result of changes in the RC Borrower's Funded Debt to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))EBITDA Ratio, increase but will not decrease.
Appears in 1 contract
Sources: Loan Agreement (Allied Devices Corp)
Applicable Margin. The Applicable Margin applicable margin provided for in Section 3.1(a) with respect to the Eurodollar Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, shall be determined by reference to the Leverage Ratio as of the end of the each fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart belowquarter, as follows: Leverage Ratio Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- --------------------------- Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.002.00% 0.700% Less .50 to 1.00 Greater than or equal to 3.00 and greater than 2.50 0.001.75% 0.500% .375 to 1.00 but less than or equal .50 to 2.50 but greater 1.00 Less than 2.00 0.00% 0.375% less than or equal .375 to 2.00 0.00% 0.3001.00 1.50% Adjustments, if any, in the Applicable Margin based on the Leverage Ratio shall be made by the Administrative Agent on the tenth (10th) Business Day (the each an "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED GTA and its Subsidiaries the other Credit Parties and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of GTA and the other Credit Parties as of the most recent fiscal quarter end. Subject to Section 3.1(d3.1(c), in the event the Borrowers fail to deliver such financial statements and certificate of covenant compliance are not delivered within the time required by Section 6.2 hereofSections 7.1 and 7.2, the Applicable Margin shall be the highest Applicable Margin set forth above until the Adjustment Date following the delivery of such financial statements and certificatecertificate or evidence of covenant compliance, as applicable. Notwithstanding anything the foregoing, at such time as the Borrower or GTA obtains an investment-grade senior debt rating by ▇▇▇▇▇'▇ and S&P (the "Dual Rating") and for so long as the Borrower or GTA retains such Dual Rating, the Applicable Margin shall be determined by reference to the contrary contained hereinlower of ▇▇▇▇▇'▇ or S&P's ratings thereof in accordance with the following pricing matrix: Senior Debt Rating Applicable Margin Per Annum ------------------ --------------------------- BBB/Baa2 or higher 1.25% BBB-/Baa3 1.35% ; provided, that, in the event the Interest Coverage Ratio Borrower or GTA obtains an investment-grade senior debt rating by either ▇▇▇▇▇'▇ (as determined pursuant to Section 8.3 Baa3 or higher) or S&P (BBB- or higher) (the "Senior Rating"), and provided the rating of this Agreement) the other rating agency is not less than 3.00 to 1.00 during the applicable period set forth in grade immediately below investment grade (i.e., Ba1 if ▇▇▇▇▇'▇ and BB+ if S&P) (the "Junior Rating" and collectively with the Senior Rating, the "Combined Rating")) and for so long as the Borrower or GTA retains such Section 8.3Combined Rating, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.0001.50% with respect to LIBOR Rate Loans per annum. In the event the Borrower or GTA, as applicable, loses (unless i) the Dual Rating or (ii) the Senior Rating or the Junior Rating, as applicable, the Applicable Margin with respect to LIBOR Rate Loans is shall thereafter be determined to be 1.250% pursuant by reference to the terms of this Section 3.1(c))Leverage Ratio as provided above until such time as the Borrower or GTA obtains a Dual Rating or a Combined Rating.
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a5.1(a) with respect to the Loans any Loan (the "Applicable Margin") shall:
(i) for shall be based upon the period commencing on the Closing Date table set forth below and ending shall be determined and adjusted quarterly on the date immediately preceding the fifth (5theach a "Calculation Date") ten (10) Business Day following Days after the date by 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) the initial Applicable Margin shall be based on Pricing Level III (as shown below) and shall remain at Pricing Level III until receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including for the Credit Facility Termination Dateperiod ended June 30, 2003 and, thereafter the Pricing Level shall be determined by reference to the Leverage Ratio as of the end last day of the most recently ended fiscal quarter immediately of the Borrower preceding the delivery of applicable Calculation Date, and (b) if the applicable Borrower fails to provide the Officer's Compliance Certificate in accordance with as required by Section 8.2 for the chart below: most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin Per Annum 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 provided, at which time the Pricing Level shall be determined by reference to the Leverage Ratio Base Rate + 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 all Extensions of Credit then existing or subsequently made or issued. REVOLVING CREDIT LOANS TERM LOANS -------------------------------- --------------------------------- PRICING LEVEL LEVERAGE RATIO LIBOR Rate + BASE RATE LIBOR BASE RATE -------------- ---------------------------------- --------------- ---------------- ---------------- ---------------- IV Greater than 3.25 0.003.00 to 1.00 3.25% 0.9502.00% Less 4.00% 2.75% III Greater than or equal 2.50 to 3.25 and greater than 3.00 0.001.00, but 3.00% 0.7001.75% Less 4.00% 2.75% less than or equal to 3.00 and greater to 1.00 II Greater than 2.50 0.002.00 to 1.00, but 2.75% 0.5001.50% 4.00% 2.75% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less to 1.00 I Less than or equal to 2.00 0.002.50% 0.3001.25% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.0004.00% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).2.75%
Appears in 1 contract
Applicable Margin. The Applicable Margin applicable margin provided for in Section 3.1(a) with respect to the Eurodollar Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, shall be determined by reference to the Leverage Ratio as of the end of the each fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart belowquarter, as follows: Leverage Ratio Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- --------------------------- Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.002.00% 0.700% Less .50 to 1.00 Greater than or equal to 3.00 and greater than 2.50 0.001.75% 0.500% .375 to 1.00 but less than or equal .50 to 2.50 but greater 1.00 Less than 2.00 0.00% 0.375% less than or equal .375 to 2.00 0.00% 0.3001.00 1.50% Adjustments, if any, in the Applicable Margin based on the Leverage Ratio shall be made by the Administrative Agent on the tenth (10th) Business Day (the each an "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED GTA and its Subsidiaries the other Credit Parties and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio of GTA and the other Credit Parties as of the most recent fiscal quarter end. Subject to Section 3.1(d3.1(c), in the event the Borrowers fail to deliver such financial statements and certificate of covenant compliance are not delivered within the time required by Section 6.2 hereofSections 7.1 and 7.2, the Applicable Margin shall be the highest Applicable Margin set forth above until the Adjustment Date following the delivery of such financial statements and certificatecertificate or evidence of covenant compliance, as applicable. Notwithstanding anything the foregoing, at such time as the Borrower or GTA obtains an investment-grade senior debt rating by ▇▇▇▇▇'▇ AND S&P (the "Dual Rating") and for so long as the Borrower or GTA retains such Dual Rating, the Applicable Margin shall be determined by reference to the contrary contained hereinlower of ▇▇▇▇▇'▇ or S&P's ratings thereof in accordance with the following pricing matrix: Senior Debt Rating Applicable Margin Per Annum ------------------ --------------------------- BBB/Baa2 or higher 1.25% BBB-/Baa3 1.35% ; PROVIDED, that, in the event the Interest Coverage Ratio Borrower or GTA obtains an investment-grade senior debt rating by either ▇▇▇▇▇'▇ (as determined pursuant to Section 8.3 Baa3 or higher) OR S&P (BBB- or higher) (the "Senior Rating"), and provided the rating of this Agreement) the other rating agency is not less than 3.00 to 1.00 during the applicable period set forth in grade immediately below investment grade (I.E., Ba1 if ▇▇▇▇▇'▇ and BB+ if S&P) (the "Junior Rating" and collectively with the Senior Rating, the "Combined Rating")) and for so long as the Borrower or GTA retains such Section 8.3Combined Rating, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.0001.50% with respect to LIBOR Rate Loans per annum. In the event the Borrower or GTA, as applicable, loses (unless i) the Dual Rating or (ii) the Senior Rating or the Junior Rating, as applicable, the Applicable Margin with respect to LIBOR Rate Loans is shall thereafter be determined to be 1.250% pursuant by reference to the terms of this Section 3.1(c))Leverage Ratio as provided above until such time as the Borrower or GTA obtains a Dual Rating or a Combined Rating.
Appears in 1 contract
Applicable Margin. The As contemplated by clause (3) of the definition of “Applicable Margin provided for Margin” in Section 3.1(a) 1.01 of the Credit Agreement, the term “Applicable Margin” means, with respect to any Other Term Loan, (a) as of the Loans Refinancing Effective Date, (the "Applicable Margin") shall:
(ix) for ABR Loans, 2.25% and (y) for Eurocurrency Loans, 3.25%, and (b) following delivery of Required Financial Statements for the Borrower’s fiscal quarter ending February 1, 2014, the percentage per annum determined in accordance with the pricing grid set forth below, based on the Senior Secured First Lien Net Leverage Ratio for the most recent fiscal quarter ending on the date prior to the first day of each fiscal quarter of the Borrower: Category 1: Greater than 4.00 to 1.00 2.25 % 3.25 % Category 2: Less than or equal to 4.00 to 1.00 2.00 % 3.00 % For purposes of the foregoing, each change in the Applicable Margin under this paragraph (a) resulting from a change in the Senior Secured First Lien Net Leverage Ratio shall be effective during the period commencing on and including the Closing Date date of delivery to the Administrative Agent pursuant to Section 5.04(1) or 5.04(2) of the Credit Agreement of the Required Financial Statements indicating such change and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent effective date of the financial statements of BREED and its Subsidiaries for next such change; provided that the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Senior Secured First Lien Net Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect in Category 1, at the option of the Administrative Agent or at the request of the Required Lenders, if the Borrower fails to LIBOR Rate Loans (unless deliver the Applicable Margin with respect to LIBOR Rate Loans is determined Required Financial Statements required to be 1.250% delivered by it pursuant to Section 5.04(1) or 5.04(2) of the terms Credit Agreement or the certificate of this a Financial Officer of the Borrower required pursuant to Section 3.1(c))5.04(3) of the Credit Agreement during the period from the expiration of the time for delivery thereof until such Required Financial Statements and such certificate are delivered.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Neiman Marcus Group LTD LLC)
Applicable Margin. The Applicable Margin provided for in Section 3.1(a4.1(a) with respect to the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth initial Adjustment Date (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificateas hereinafter defined), be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant 1.25% with respect to Section 4.2(e)(ii) in accordance LIBOR Rate Loans and 0.00% with the chart below;respect to Base Rate Loans and Swingline Loans; and
(ii) for upon the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED initial Adjustment Date and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Dateat all times thereafter, be determined by reference to the Adjusted 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 chart belowfollowing charts: Adjusted Applicable Margin Per Annum Leverage --------------------------- Level Ratio LIBOR Rate Base Rate + LIBOR Rate + ----- -------- ---------- --------- I Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 2.75 to 1.00 1.75% 0.00% 0.700% II Less than or equal 2.75 to 3.00 and greater than 2.50 1.00 1.25% 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "“Adjustment Date"”) after receipt by the Administrative Agent of quarterly financial statements for BREED the Borrower and its Subsidiaries delivered under Section 7.1(a) or (b), as applicable, and the accompanying Officer's ’s Compliance Certificate setting forth the Adjusted Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject The Administrative Agent agrees to Section 3.1(d)give the Borrower and the Lenders notice of any adjustment in the Applicable Margin within two (2) Business Days of such adjustment; provided, that the Administrative Agent’s failure to give such notice shall not result in any liability to the Administrative Agent or in any way affect the validity of any such adjustment. In the event the Borrowers fail Borrower fails to deliver such financial statements and certificate within the time required by Section 6.2 Sections 7.1 and 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to certificate unless at such time the contrary contained herein, in outstanding principal balance of the event Loans are bearing interest at the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period “default rate” set forth in such Section 8.3, 4.1(d) below in which case the Applicable Margin set forth in this Section 3.1 shall not be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% increased pursuant to the terms of this Section 3.1(c))sentence.
Appears in 1 contract
Sources: Credit Agreement (Rare Hospitality International Inc)
Applicable Margin. The Applicable Margin provided for in Section 3.1(a) with respect Revolving Credit Loans shall be determined on the basis of the Borrower's Debt to the Loans EBITDA Ratio (the "Applicable Margin"), as calculated based on the Borrower's consolidated financial statements for its most recent fiscal year or quarter. The Bank shall determine the Applicable Margin within five (5) shallBusiness Days after it has received the financial statements of the Borrower as required by Section 5.01(b)(i) or (ii), as applicable. The Bank shall promptly notify the Borrower of such determination, which shall be conclusive, in the absence of manifest error. The Applicable Margin shall be determined as follows:
(i) for the period commencing on the Closing Date The initial Applicable Margin shall be 85 basis points and ending on the date immediately preceding the fifth shall be applicable until five (5th5) Business Day following receipt by the Administrative Agent Days after delivery of the Borrower's consolidated financial statements for its fiscal year ending December 31, 1998 pursuant to Section 5.01(b) hereof. Beginning five (5) Business Days after delivery of BREED and its Subsidiaries the Borrower's consolidated financial statements for the fiscal quarter year ending March December 31, 1997 1998, and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;for each fiscal year or quarter thereafter:
(ii) for If the period commencing on the fifth Borrower's Debt to EBITDA Ratio (5thApplicable Margin) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference to the Leverage Ratio as of the end of the such fiscal year or quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or is equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal 1.50 to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof1.00, the Applicable Margin shall be 70 basis points.
(iii) If the highest Borrower's Debt to EBITDA Ratio (Applicable Margin set forth above until Margin) as of the delivery end of such financial statements and certificatefiscal year or quarter is greater than 1.50 to 1. Notwithstanding anything 00 but equal to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is or less than 3.00 2.00 to 1.00 during the applicable period set forth in such Section 8.31.00, the Applicable Margin shall be 85 basis points.
(iv) If the Borrower's Debt to EBITDA Ratio (Applicable Margin) as of the end of such fiscal year or quarter is greater than 2.00 to 1.00, but equal to or less than 2.25 to 1.00, the Applicable Margin shall be 100 basis points.
(v) If the Borrower's Debt to EBITDA Ratio (Applicable Margin) as of the end of such fiscal year or quarter is greater than 2.25 to 1.00, but equal to or less than 2.50 to 1.00, the Applicable Margin shall be 125 basis points.
(vi) If the Borrower's Debt to EBITDA Ratio (Applicable Margin) as of the end of such fiscal year or quarter is greater than 2.50 to 1.00, but equal to or less than 2.75 to 1.00, the Applicable Margin shall be 150 basis points.
(vii) If the Borrower's Debt to EBITDA Ratio (Applicable Margin) as of the end of such fiscal year or quarter is greater than 2.75 to 1.00, the Applicable Margin shall be 175 basis points. The Applicable Margin for any Eurodollar Loan shall change during the term of such Eurodollar Loan as a result of this Section 2.05. In the event that the Borrower fails to deliver any financial statements and the related certificate on the due date therefor set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans 5.01(b) (i) or (ii) hereof, unless an Event of Default is declared as a result of such failure, the Applicable Margin with respect to LIBOR Rate Loans is determined to shall be 1.250% pursuant to 175 basis points until the terms of Borrower delivers all required financial statements and certificates at which time the Applicable Margin shall be redetermined as provided for in this Section 3.1(c2.05. Upon the occurrence and during the continuance of a Default or an Event of Default the Applicable Margin may, as a result of changes in the Borrower's Debt to EBITDA Ratio (Applicable Margin)), increase but will not decrease.
(b) Section 5.01 (b)(i) and (ii) of the Agreement shall be amended to read in their entirety as follows:
Appears in 1 contract
Applicable Margin. The term “Applicable Margin” means the annual percentage rate to be added to the Bank’s prime rate to determine the Prime Rate under this Agreement and LIBOR to determine the LIBOR Rate under this Agreement. The Applicable Margin provided for in Section 3.1(a) with respect to the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, shall be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) 3.00% per annum until a determination is made otherwise in accordance with this Agreement based upon the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent ratio of Total Funded Debt to EBITDA as of the financial statements of BREED and its Subsidiaries for the fiscal quarter Fiscal Quarter ending June 30, 1997 2010. The Applicable Margin for both the Revolving Line of Credit Loan and the accompanying Officer's Compliance Certificate and continuing through and including Term Loan will be adjusted (up or down) on a quarterly basis as determined by Borrower’s Total Funded Debt to EBITDA ratio beginning with the Credit Facility Termination DateFiscal Quarter ending June 30, 2010. Adjustments in the Applicable Margin will be determined by reference to the Leverage following grid: If Total Funded Debt to EBITDA Ratio as is: Then Applicable Margin is: ³ 2.0:1 3.50 % ³ 1.75:1, but < 2.0:1 3.00 % ³ 1.25:1, but < 1.75:1 2.75 % < 1.25:1 2.25 % Within forty-five (45) days of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance each Fiscal Quarter, beginning with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal Fiscal Quarter ending June 30, 2010, of Borrower (provided that Borrower shall have ninety (90) days after the end of each Fiscal Year thereafter), Borrower shall (a) deliver to 3.25 the Bank its Financial Statements covering such Fiscal Quarter (which shall be management prepared financial statements for purposes hereof), (b) deliver to the Bank the quarterly financial covenant compliance certificate of Borrower, and greater than 3.00 0.00% 0.700% Less than or equal (c) certify to 3.00 Bank the then Total Funded Debt to EBITDA ratio of Borrower and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in Borrower’s determination of the Applicable Margin therefrom on such form as the Bank may from time to time specify. Borrower shall be made by also provide to the Administrative Agent on Bank such other reasonable information as the Bank may request of Borrower to verify its determination of the Applicable Margin. As of the tenth (10th) Business Day (after the "Adjustment Date") after receipt 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 Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio Bank shall be effective as of the most recent fiscal quarter endfirst day of the current Fiscal Quarter, and such new Applicable Margin shall remain in effect through the last day of such current Fiscal Quarter, to be adjusted as of the first day of the following Fiscal Quarter, based upon the determination of a new Applicable Rate Margin in accordance with the above provisions. Subject to Section 3.1(d)Notwithstanding the foregoing, in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereofupon any Event of Default, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))3.50%.”
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a----------------- 4.1
(a) with respect to the Loans (the "Applicable Margin") shall:
(i) shall for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the each fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance (or, with respect to the chart belowClosing Date, the Financial Condition Certificate delivered pursuant to Section 5.2(d)(ii)) as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + -------------- --------------------------- Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 to 1.00 0.00% 0.3000.625% Greater than or equal to 1.00 to 1.00 but less than 2.00 to 1.00 0.00% 0.500% Less than 1.00 to 1.00 0.00% 0.375% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED the Borrower and its Subsidiaries and the 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 3.1(d4.1(d), in the event the Borrowers fail Borrower fails to deliver such financial statements and certificate within the time required by Section 6.2 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained hereinforegoing, for the period from and including the Closing Date through and including the tenth (10th) Business Day following the delivery of the financial statements and Officer's Compliance Certificate for the fiscal quarter ending March 31, 1997, the Applicable Margin shall be 0.00% for Base Rate Loans and 0.500% for LIBOR Loans; provided, that in the event the Interest Coverage Ratio (as determined Borrower fails to make the payments -------- required pursuant to Section 8.3 the promissory notes in favor of this Agreementthe phantom stock holders described in Schedule 6.1(t) is less than 3.00 on or prior to 1.00 during the applicable period set forth in such Section 8.3March 1, 1997, the Applicable Margin set forth in this Section 3.1 --------------- shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% calculated pursuant to the terms of this Section 3.1(c))Leverage Ratio as set forth above.
Appears in 1 contract
Sources: Credit Agreement (American Business Information Inc /De)
Applicable Margin. (i) The Applicable Margin provided for in Section 3.1(a5.1 (a) with respect to the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, any Revolving Credit Loan or Swingline Loan shall be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference to upon the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable financial statements and the accompanying Officer's Compliance Certificate in accordance with the chart belowfor such fiscal quarter, as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + APPLICABLE LIBOR Rate + PRICING LEVEL LEVERAGE RATIO MARGIN APPLICABLE BASE RATE MARGIN ------------- ------------------------ ---------- --------------------------- I Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.002.50% 0.7001.25% Less 1.75 to 1.00 II Greater than or equal 2.25% 1.00% to 3.00 and greater than 2.50 0.00% 0.500% 1.00 to 1.00 but less than or equal 1.75 to 2.50 but greater 1.00 III Less than 2.00 0.001.00 to 2.00% 0.3750.75% less than or equal 1.00
(ii) The Applicable Margin with respect to 2.00 0.00the Term Loans shall be 1.00% 0.300with respect to Base Rate Loans and 2.25% with respect to LIBOR Rate Loans.
(iii) Adjustments, if any, in the Applicable Margin with respect to Revolving Credit Loans and Swingline Loans shall be made by the Administrative Agent on the tenth date (10th) Business Day (the each a "Adjustment Calculation Date") ten (10) Business Days after receipt the date by which the Administrative Agent of Borrower is required to provide quarterly financial statements for BREED of the Borrower and its Subsidiaries and the an accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the Borrower and its Subsidiaries for the most recent recently ended fiscal quarter end. Subject of the Borrower and its Subsidiaries; provided further that if the Borrower fails to Section 3.1(d), in provide the event the Borrowers fail to deliver such financial statements and certificate within the time Officer's Compliance Certificate as required by Section 6.2 hereof, 8.2 for the Applicable Margin shall be most recently ended fiscal quarter of the highest Applicable Margin set forth above until the delivery of such financial statements Borrower and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during its Subsidiaries preceding the applicable period set forth in such Section 8.3Calculation Date, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Revolving Credit Loans and Swingline Loans shall 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 Applicable Margin with respect to Revolving Credit Loans and Swingline Loans shall be determined to be 1.250% pursuant by reference to the terms Leverage Ratio as of this Section 3.1(c))the last day of the most recently ended fiscal quarter of the Borrower and its Subsidiaries preceding such Calculation Date. Except as provided in the preceding sentence, the Applicable Margin with respect to Revolving Credit Loans and Swingline Loans shall be effective from one Calculation Date until the next Calculation Date.
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a4.1(a) with respect to the Loans (the "“Applicable Margin"”) shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth initial Adjustment Date (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificateas hereinafter defined), be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant 0.50% with respect to Section 4.2(e)(ii) in accordance LIBOR Rate Loans and 0.00% with the chart below;respect to Base Rate Loans and Swingline Loans; and
(ii) for upon the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED initial Adjustment Date and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Dateat all times thereafter, be determined by reference to the Adjusted 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 chart belowfollowing charts: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + I Greater than 3.25 2.75 to 1.00 1.25% 0.00% 0.950% Less II Greater than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal 2.00 to 3.00 and greater than 2.50 0.00% 0.500% 1.00, but less than or equal to 2.50 but greater 2.75 to 1.00 0.75% 0.00% III Less than 2.00 to 1.00 0.50% 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "“Adjustment Date"”) after either:
(A) receipt by the Administrative Agent of quarterly financial statements for BREED the Borrower and its Subsidiaries delivered under Section 7.1(a) or (b), as applicable, and the accompanying Officer's ’s Compliance Certificate setting forth the Adjusted Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end; or
(B) receipt by the Administrative Agent of any Officer’s Compliance Certificate delivered in connection with a Permitted Acquisition setting forth the Adjusted Leverage Ratio of the Borrower and its Subsidiaries (as adjusted to give effect to the consummation of such Permitted Acquisition on a pro forma basis in accordance with GAAP, as if such Permitted Acquisition occurred on the first day of the applicable period of calculation for the Adjusted Leverage Ratio). Subject The Administrative Agent agrees to Section 3.1(d)give the Borrower and the Lenders notice of any adjustment in the Applicable Margin within two (2) Business Days of such adjustment; provided, that the Administrative Agent’s failure to give such notice shall not result in any liability to the Administrative Agent or in any way affect the validity of any such adjustment. In the event the Borrowers fail Borrower fails to deliver such financial statements and certificate within the applicable time required by Section 6.2 hereofhereunder, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to certificate unless at such time the contrary contained herein, in outstanding principal balance of the event Loans are bearing interest at the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period “default rate” set forth in such Section 8.3, 4.1(d) below in which case the Applicable Margin set forth in this Section 3.1 shall not be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% increased pursuant to the terms of this Section 3.1(c))sentence.
Appears in 1 contract
Sources: Credit Agreement (Rare Hospitality International Inc)
Applicable Margin. The Applicable Margin provided for in Section 3.1(a4.1(a) with respect to the Loans (other than Competitive Bid Loans) (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth tenth (5th10th) Business Day following receipt by the Administrative Agent of the Consolidated financial statements of BREED the Borrower and its Subsidiaries for the fiscal quarter ending March 31ended September 28, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below0.00% for Base Rate Loans and 0.500% for LIBOR Rate Loans;
(ii) for the period commencing on the fifth tenth (5th10th) Business Day following receipt by the Administrative Agent of the Consolidated financial statements of BREED the Borrower and its Subsidiaries for the fiscal quarter ending June 30ended September 28, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less to 30% Less than or equal to 2.50 but greater than 2.00 30% 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative dministrative Agent of quarterly Consolidated financial statements for BREED the Borrower and its Subsidiaries and the 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 3.1(d4.1(d), in the event the Borrowers fail Borrower fails to deliver such financial statements and certificate within the time required by Section 6.2 hereofSections 7.1 and 7.2, the Applicable Margin shall be the highest Applicable Margin set forth above until ten (10) Business Days after the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Applicable Margin. (i) The Applicable Margin provided for in Section 3.1(a5.1(a) with respect to the Revolving Credit Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 Term Loans and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, Commitment Fee Rate shall be determined by reference to the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable financial statements and the accompanying Officer's ’s Compliance Certificate in accordance with Certificate, as of the chart belowclosing date of any Permitted Acquisition or as of the date issuance of any equity securities of the Borrower as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + I Greater than 3.25 0.002.00 to 1.00 0.275 % 0.9500.000 % 1.375 % II Less than or equal to 3.25 2.00 to 1.00 and greater than 3.00 0.001.00 to 1.00 0.250 % 0.7000.000 % 1.250 % III Less than or equal to 3.00 and greater than 2.50 0.001.00 to 1.00 0.225 % 0.5000.000 % less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% 1.000 %
(ii) Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "each an “Adjustment Date"”) after receipt by the Administrative Agent of quarterly financial statements for BREED the Borrower and its Subsidiaries and the accompanying Officer's ’s Compliance Certificate setting forth the Leverage Ratio of the Borrower 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 (A) 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 X (as delivered pursuant to Section 11.4(e) hereof) and (B) on the date of issuance of any equity securities by the Borrower. Subject to Section 3.1(d5.1(d), in the event the Borrowers fail Borrower fails to deliver such financial statements and certificate Officer’s Compliance Certificate, evidence of covenant compliance or notice of issuance of equity securities, as applicable, within the time required by Section 6.2 Sections 8.1, 8.2 and 11.4(e) hereof, the Applicable Margin shall be the highest Applicable Margin set forth in clause (i) above until the Adjustment Date following the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained hereinOfficer’s Compliance Certificate, in the event the Interest Coverage Ratio (evidence of covenant compliance or notice of issuance of equity securities, as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))applicable.
Appears in 1 contract
Applicable Margin. The Applicable Margin provided for in Section 3.1(a) with respect to the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.9501.050% Less than or equal to 3.25 and greater than 3.00 0.00% 0.7000.800% 37 Less than or equal to 3.00 and greater than 2.50 0.00% 0.5000.600% less than or equal to 2.50 but greater than 2.00 0.00% 0.3750.475% less than or equal to 2.00 0.00% 0.3000.375% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Applicable Margin. The Prime Applicable Margin provided and the LIBOR Applicable Margin shall each be determined on the basis of the Borrower's Funded Debt to EBITDA Ratio, as calculated based on the Borrower's consolidated financial statements for in Section 3.1(a) with respect to its most recent fiscal year or quarter. The Prime Applicable Margin and the Loans (the "LIBOR Applicable Margin") shallMargin shall be determined as follows:
(i) for The initial Prime Applicable Margin shall be 125 basis points and the period commencing on the Closing Date initial LIBOR Applicable Margin shall be 300 basis points, and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent each shall be applicable until delivery of the Borrower's consolidated financial statements for its fiscal quarter ending May 30, 1999 pursuant to Section 5.01(b) hereof. Beginning with delivery of BREED and its Subsidiaries the Borrower's financial statements for the fiscal quarter ending March 31May 30, 1997 1999, and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;for each fiscal quarter thereafter:
(ii) for If the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying OfficerBorrower's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference Funded Debt to the Leverage EBITDA Ratio as of the end of the such fiscal year or quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less is less than or equal to 3.25 1.50 to 1.00, the Prime Applicable Margin shall be -0- basis points and the LIBOR Applicable Margin shall be 175 basis points.
(iii) If the Borrower's Funded Debt to EBITDA Ratio as of the end of such fiscal year or quarter is greater than 3.00 0.00% 0.700% Less 1.50 to 1.00 but less than or equal to 3.00 2.00 to 1.00, the Prime Applicable Margin shall be 50 basis points and the LIBOR Applicable Margin shall be 225 basis points.
(iv) If the Borrower's Funded Debt to EBITDA Ratio as of the end of such fiscal year or quarter is greater than 2.50 0.00% 0.500% 2.00 to 1.00 but less than or equal to 2.50 but to 1.00, the Prime Applicable Margin shall be 75 basis points and the LIBOR Applicable Margin shall be 250 basis points.
(v) If the Borrower's Funded Debt to EBITDA Ratio as of the end of such fiscal year or quarter is greater than 2.00 0.00% 0.375% 2.50 to 1.00 but less than or equal to 2.00 0.00% 0.300% Adjustments3.00 to 1.00, if any, in the Prime Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries 100 basis points and the accompanying OfficerLIBOR Applicable Margin shall be 275 basis points.
(vi) If the Borrower's Compliance Certificate setting forth the Leverage Funded Debt to EBITDA Ratio as of the most recent end of such fiscal year or quarter end. Subject is greater than 3.00 to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof1.00, the Prime Applicable Margin shall be 125 basis points and the highest LIBOR Applicable Margin set forth above until shall be 300 basis points. The Agent shall determine the delivery Applicable Margins within five (5) Business Days of such its receipt of all required financial statements and certificatecertificates. Notwithstanding anything to Upon the contrary contained hereinoccurrence and during the continuance of a Default or an Event of Default the Prime Applicable Margin and the LIBOR Applicable Margin may, as a result of changes in the event Borrower's Funded Debt to EBITDA Ratio, increase but will not decrease."
(h) Section 2.37 of the Interest Coverage Ratio (Agreement is hereby deleted in its entirety and replaced as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).follows:
Appears in 1 contract
Applicable Margin. The term “Applicable Margin” means the annual percentage rate to be added to the Bank’s prime rate to determine the Prime Rate under this Agreement and LIBOR to determine the LIBOR Rate under this Agreement. The Applicable Margin provided for in Section 3.1(a) shall be 4.25% per annum with respect to the Loans (Revolving Line of Credit Loan, and 3.75% with respect to the "Applicable Margin") shall:
(i) for Term Loan, until a determination is made otherwise in accordance with this Agreement based upon the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent ratio of Total Funded Debt to EBITDA as of the financial statements of BREED and its Subsidiaries for the fiscal quarter Fiscal Quarter ending March 31, 1997 2010. The Applicable Margin for both the Revolving Line of Credit Loan and the accompanying Officer's Compliance CertificateTerm Loan will be adjusted (up or down) on a quarterly basis as determined by Borrower’s Total Funded Debt to EBITDA ratio beginning with the Fiscal Quarter ending March 31, be determined based on the Leverage Ratio set forth 2010. Adjustments in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, Applicable Margin will be determined by reference to the Leverage following grid: If Total Funded Debt to EBITDA Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart belowis: Then Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + is: Greater than 3.25 0.00or equal to 2.0:1 4.25% 0.950with respect to the Revolving Line of Credit Loan and 3.75% with respect to the Term Loan Greater than 1.25:1 but less than 2.0:1 3.50% Less than or equal to 3.25 1.25:1 2.50% Within forty-five (45) days of the end of each Fiscal Quarter, beginning with the Fiscal Quarter ending March 31, 2010, of Borrower (provided that Borrower shall have ninety (90) days after the end of each Fiscal Year thereafter), Borrower shall (a) deliver to the Bank its Financial Statements covering such Fiscal Quarter (which shall be management prepared financial statements for purposes hereof), (b) deliver to the Bank the quarterly financial covenant compliance certificate of Borrower, and greater than 3.00 0.00% 0.700% Less than or equal (c) certify to 3.00 Bank the then Total Funded Debt to EBITDA ratio of Borrower and greater than 2.50 0.00% 0.500% less than or equal Borrower’s determination of Applicable Margin therefrom on such form as the Bank may from time to 2.50 but greater than 2.00 0.00% 0.375% less than or equal time specify. Borrower shall also provide to 2.00 0.00% 0.300% Adjustments, if any, in the Bank such other reasonable information as the Bank may request of Borrower to verify its determination of the Applicable Margin shall be made by the Administrative Agent on Margin. As of the tenth (10th) Business Day (after the "Adjustment Date") after receipt 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 Administrative Agent of quarterly financial statements for BREED Bank shall be effective as to all then outstanding LIBOR Advances and its Subsidiaries all new LIBOR Advances thereafter made, and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the new Applicable Margin shall be remain in effect through the highest next date upon which the determination of a new Applicable Margin set forth becomes effective in accordance with the above until the delivery of such financial statements and certificateprovisions. Notwithstanding anything to the contrary contained hereinforegoing, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 upon any Event of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3Default, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to the Revolving Line of Credit Loan shall be 1.2504.25% pursuant and the Applicable Margin with respect to the terms of this Section 3.1(c))Term Loan shall be 3.75%.”
Appears in 1 contract
Applicable Margin. The Applicable Margin APPLICABLE MARGIN provided for in Section 3.1(aSubsection 4.1.
(a) with respect to the Loans (the "Applicable Margin") LOANS shall:
(i) , for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the each fiscal quarter ending March 31, 1997 and the accompanying Officer's Compliance Certificatequarter, be determined based on by reference to the Leverage Ratio ratio of CONSOLIDATED TOTAL FUNDED INDEBTEDNESS to EBITDA as set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent , which ratio shall be calculated as of the financial statements end of BREED and its Subsidiaries for each fiscal quarter commencing with the fiscal quarter ending June 30, 1997 and 1996 (EBITDA shall be calculated on a cumulative basis for the accompanying Officer's Compliance Certificate and continuing through and including four (4) most recent fiscal quarters): APPLICABLE MARGIN PER ANNUM --------------------------- BASE LIBOR RATIO OF CONSOLIDATED TOTAL RATE RATE FUNDED INDEBTEDNESS TO EBITDA LOANS LOANS ------------------------------- ------ ------ Until the Credit Facility Termination Date, be determined by reference to the Leverage Ratio as first calculation of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + ratio 1.50% 2.75% Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.005.00:1 1.50% 0.7002.75% Less Greater than or equal to 3.00 and greater 4.00:1 but less than 2.50 0.005.00:1 1.0% 0.5002.25% less Greater than or equal to 2.50 3.00:1 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.004.00:1 0.50% 0.3001.75% Less than 3.00:1 0% 1.25% Adjustments, if any, in the Applicable Margin APPLICABLE MARGIN shall be made by the Administrative Agent ADMINISTRATIVE AGENT on the tenth (10th) Business Day (the "Adjustment Date") fifth BUSINESS DAY after receipt by the Administrative Agent ADMINISTRATIVE AGENT of quarterly financial statements for BREED the BORROWER and its Subsidiaries SUBSIDIARIES and the accompanying Officer's Compliance Certificate OFFICER'S COMPLIANCE CERTIFICATE setting forth the Leverage Ratio ratio of CONSOLIDATED TOTAL FUNDED INDEBTEDNESS to EBITDA of the CREDIT PARTIES as of the most recent fiscal quarter end. Subject to Section 3.1(d)the immediately succeeding sentence, in the event the Borrowers fail ADMINISTRATIVE AGENT makes an adjustment of the APPLICABLE MARGIN pursuant to the terms of this Subsection 4.1.(c), the new APPLICABLE MARGIN shall: (i) retroactively apply and be effective, as to BASE RATE LOANS, commencing with the first calendar day of the month in which the ADMINISTRATIVE AGENT receives the quarterly financial statements of the BORROWER and its SUBSIDIARIES and the accompanying OFFICER'S COMPLIANCE CERTIFICATE evidencing the ratio of CONSOLIDATED TOTAL FUNDED INDEBTEDNESS to EBITDA which is the basis for such adjustment; and (ii) as to LIBOR RATE LOANS, be effective for LIBOR RATE LOANS with INTEREST PERIODS commencing on or after the date, as set forth in the immediately preceding sentence, the ADMINISTRATIVE AGENT makes the adjustment to the APPLICABLE MARGIN. In the event the BORROWER fails to deliver such financial statements and certificate within the time required by Subsections 7.1.(b) and Section 6.2 7.2 hereof, the Applicable Margin APPLICABLE MARGIN shall be the highest Applicable Margin APPLICABLE MARGIN set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Sources: Credit Agreement (Unc Inc)
Applicable Margin. The Applicable Margin shall be subject to reduction or increase, as applicable, and as set forth in the table below, based upon the Leverage Ratio of the Borrower as reflected in the financial statements required to be delivered for the fiscal quarter most recently ended pursuant to Section 6.1 or Section 6.2 hereof. The adjustment provided for in this Section 3.1(a2.3(f) shall be effective (a) with respect to an increase of the Loans (the "Applicable Margin", as of the second (2nd) shall:
Business Day after the day on which financial statements are required to be delivered to the Administrative Agent pursuant to Sections 6.1 and 6.2 hereof, as the case may be, and (ib) with respect to a decrease in the Applicable Margin, as of the second (2nd) Business Day after except with respect to Interest Periods ending (or other payments of interest occurring) before the date that such financial statements are actually delivered to the Administrative Agent, the day on which such financial statements are required to be delivered to the Administrative Agent pursuant to Section 6.1 or 6.2 hereof, as the case may be. If the Borrower shall fail to deliver financial statements within seventy-five (75) days after the end of any of the first three fiscal quarters of the Borrower's fiscal year (or within one hundred twenty (120) days after the end of the last fiscal quarter of the Borrower's fiscal year), as required by Sections 6.1 or 6.2 hereof, it shall be conclusively presumed that the Applicable Margin is based upon a Leverage Ratio of 4.00:1 for the period commencing on from and including the Closing Date and ending on seventy-sixth (76th) day (or one hundred twenty-first (121st) day, in the date immediately preceding case of the last quarter) after the end of such fiscal quarter, as the case may be, to the fifth (5th) Business Day day following receipt the delivery by the Borrower to the Administrative Agent of such financial statements. The Applicable Margin in effect on the financial statements of BREED and its Subsidiaries for Agreement Date shall be based upon a certificate, dated the fiscal quarter ending March 31Agreement Date, 1997 and by the accompanying OfficerBorrower's Compliance Certificate, be determined based on Authorized Signatory showing the Leverage Ratio set forth in the Financial Condition Certificate on a pro forma basis (after giving effect to initial Advances hereunder) and delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Agreement Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).
Appears in 1 contract
Applicable Margin. (i) The Applicable Margin provided for in Section 3.1(a5.1(a) with respect to the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March 31any Revolving Credit Loan, 1997 and the accompanying Officer's Compliance Certificate, Swingline Loan or Term Loan shall be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference to upon the Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable financial statements and the accompanying Officer's ’s Compliance Certificate in accordance with the chart belowfor such fiscal quarter, as follows: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + I Greater than 3.25 0.002.50 to 1.00 1.625 % 0.9500.625 % Less II Greater than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal 1.50 to 3.00 and greater than 2.50 0.00% 0.500% 1.00 but less than or equal to 2.50 but greater to 1.00 1.375 % 0.375 % III Less than 2.00 0.001.50 to 1.00 1.125 % 0.375% less than or equal to 2.00 0.00% 0.300% 0.125 %
(ii) Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth date (10theach a “Calculation Date”) ten (10) Business Day (Days after the "Adjustment Date") after receipt by date on which the Administrative Agent of Borrower provides quarterly financial statements for BREED of the Borrower and its Subsidiaries and the an accompanying Officer's ’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 shall be based on Pricing Level II until the first Calculation Date occurring after the Closing Date and, thereafter the Pricing Level shall be determined by reference to the Leverage Ratio as of the last day of the most recent recently ended fiscal quarter end. Subject of the Borrower preceding the applicable Calculation Date, and (B) if the Borrower fails to Section 3.1(d), in provide the event the Borrowers fail to deliver such financial statements and certificate within the time Officer’s Compliance Certificate as required by Section 6.2 hereof8.2 for the most recently ended fiscal quarter of the Borrower and its Subsidiaries preceding the applicable Calculation Date, the Applicable Margin shall 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 highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything shall be determined by reference to the contrary contained herein, Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower and its Subsidiaries preceding such Calculation Date. Except as provided in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3preceding sentence, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless effective from one Calculation Date until the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))next Calculation Date.
Appears in 1 contract
Applicable Margin. The Applicable Margin provided Based upon, and three (3) Business Days following receipt by the Agent (the date of the effectiveness of any Performance Adjustment, a "PERFORMANCE ADJUSTMENT DATE") of, (a) beginning with the Borrower's financial statements as hereafter described for in Section 3.1(athe fiscal quarter of the Borrower ending December 31, 1997, (i) with respect to the Loans first three fiscal quarters of each fiscal year, the Borrower's quarterly unaudited consolidated and consolidating financial statements pursuant to SECTION 9.4(B) hereof and (ii) with respect to the "Applicable Margin"last fiscal quarter of each fiscal year, the Borrowers' annual audited consolidated and consolidating financial statements pursuant to SECTION 9.4(A) shall:
hereof, and (ib) for a certificate of the period commencing on chief financial officer of the Closing Date and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent Borrower setting forth calculations of the financial statements information set forth below (the Borrower also hereby agreeing to provide to the Agent, simultaneously with the delivery of BREED such certificate, telephonic notice of any Performance Adjustments based upon such calculations), the Base Rate Applicable Margin, the Eurodollar Applicable Margin and its Subsidiaries the Commitment Fee shall be subject to adjustment in accordance with the provisions of this paragraph (each such adjustment, a "PERFORMANCE ADJUSTMENT"). The Eurodollar Applicable Margin, the Base Rate Applicable Margin and the Commitment Fee with respect to any period following any Performance Adjustment Date until the next succeeding Performance Adjustment Date shall be as set forth in the table below on the line furthest down in such table with respect to which the Funded Debt Ratio for the fiscal quarter ending March 31, 1997 and most recently ended prior to such possible Performance Adjustment Date shall be less than the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio ratio set forth on such line in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart belowsuch table: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or ----------------------------------------------------------------------- BASE RATE FUNDED DEBT EURODOLLAR APPLICABLE COMMITMENT RATIO APPLICABLE MARGIN MARGIN FEE ----------------------------------------------------------------------- equal to 3.25 and or greater than 3.00 0.003.00:1.00 2.50% 0.7001.00% Less than or 0.50% ----------------------------------------------------------------------- equal to 3.00 and or greater than 2.50 0.00% 0.500% 2.50:1.00 but less than or equal to 2.50 but greater than 2.00 0.003.00:1.00 2.25% 0.75% 0.375% ----------------------------------------------------------------------- equal to or greater than 2.00:1.00 but less than or equal to 2.00 0.002.50:1.00 2.00% 0.3000.50% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is 0.375% ----------------------------------------------------------------------- less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.0002.00:1.00 1.75% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.2500.25% pursuant to the terms of this Section 3.1(c)).0.25% -----------------------------------------------------------------------
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (CRC Evans International Inc)
Applicable Margin. The Applicable Margin provided for Revolving Credit Loans shall be determined on the basis of the Borrower's Funded Debt to EBITDA Ratio, as calculated based on the Borrower's consolidated financial statements for its most recent fiscal year or quarter. The Agent shall determine the Applicable Margin within five (5) Business Days after it has received the financial statements of the Borrower as required by Section 5.01(b)(i) or (ii), as applicable. The Agent shall promptly notify the Borrower and the Lenders of such determination, which shall be conclusive, in Section 3.1(a) with respect to the Loans (the "absence of manifest error. The Applicable Margin") shallMargin shall be determined as follows:
(i) The initial Applicable Margin shall be 75 basis points for the period commencing on the Closing Date Alternate Base Rate Loans and ending on the date immediately preceding the fifth 375 basis points for Eurodollar Loans and shall be applicable until five (5th5) Business Day following receipt by the Administrative Agent Days after delivery of the Borrower's consolidated financial statements for its fiscal year ending December 31, 1999 pursuant to Section 5.01(b) hereof. Beginning five (5) Business Days after delivery of BREED and its Subsidiaries the Borrower's consolidated financial statements for the fiscal quarter year ending March December 31, 1997 1999, and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with the chart below;for each fiscal year or quarter thereafter:
(ii) for If the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 and the accompanying OfficerBorrower's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference Funded Debt to the Leverage EBITDA Ratio as of the end of the such fiscal year or quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or is equal to 3.25 and greater or less than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d), in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 6.2 hereof1.00, the Applicable Margin shall be -0- basis points for Alternate Base Rate Loans and 275 basis points for Eurodollar Loans.
(iii) If the highest Applicable Margin set forth above until Borrower's Funded Debt to EBITDA Ratio as of the delivery end of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) fiscal year or quarter is less greater than 3.00 to 1.00 during the applicable period set forth in such Section 8.3but less than 4.00 to 1.00, the Applicable Margin shall be 50 basis points for Alternate Base Rate Loans and 325 basis points for Eurodollar Loans.
(iv) If the Borrower's Funded Debt to EBITDA Ratio as of the end of such fiscal year or quarter is equal to or greater than 4.00 to 1.00, the Applicable Margin shall be 75 basis points for Alternate Base Rate Loans and 375 basis points for Eurodollar Loans. The Applicable Margin for any Eurodollar Loan shall change during the term of such Eurodollar Loan as a result of this Section 2.05. In the event that the Borrower fails to deliver any financial statements and the related certificate on the due date therefor set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans 5.01(b)(i) or (ii) hereof, unless an Event of Default is declared as a result of such failure, the Applicable Margin with respect to LIBOR shall be 75 basis points for Alternate Base Rate Loans is determined and 375 basis points for Eurodollar Loans until the Borrower delivers all required financial statements and certificates at which time the Applicable Margin shall be redetermined as provided for in this Section 2.05. Upon the occurrence and during the continuance of a Default or an Event of Default the Applicable Margin may, as a result of changes in the Borrower's Funded Debt to be 1.250% pursuant to EBITDA Ratio, increase but will not decrease. The Borrower and the terms Guarantors acknowledge and agree that (i) the provisions of this Section 3.1(c))2.05 and the Funded Debt to EBITDA Ratios used for pricing purposes shall not be, or result in, a waiver of any Default or Event of Default which may occur by virtue of the Borrower breaching the requirements of Section 5.03(d) of this Agreement and (ii) if such a Default or Event of Default should occur, the Agent and the Lenders reserve all rights under Section 2.18(b) of this Agreement.
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Applicable Margin. The Applicable Initially, and continuing through April 29, 2011, the applicable Base Rate Margin, LIBOR Margin, and Commitment Fee Margin provided for in Section 3.1(a) with respect to shall be 2.50%, 3.50%, and 0.500% per annum, respectively. From April 30, 2011, continuing through the Loans (the "Applicable Margin") shall:
(i) for the period commencing on the Closing Date and ending on the date day immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED and its Subsidiaries for the fiscal quarter ending March first Adjustment Date after December 31, 1997 2010 on which Borrower demonstrates by delivery of a Compliance Certificate that a change in the Base Rate Margin, the LIBOR Margin, and the accompanying Officer's Compliance CertificateCommitment Fee Margin is warranted and requests such change in writing, the applicable Base Rate Margin, LIBOR Margin, and Commitment Fee Margin shall be determined based 2.00%, 3.00%, and 0.375% per annum, respectively. Commencing on such Adjustment Date, the Leverage Ratio applicable Base Rate Margin, LIBOR Margin, and Commitment Fee Margin shall be for each Calculation Period the applicable per annum percentage set forth in the Financial Condition Certificate delivered pursuant to Section 4.2(e)(ii) in accordance with pricing table below opposite the chart below;
(ii) applicable Total Leverage Ratio of Borrower, determined on a consolidated basis for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent of the financial statements of BREED Borrower and its Subsidiaries for the fiscal quarter ending June 30Subsidiaries; provided, 1997 and the accompanying Officer's Compliance Certificate and continuing through and including the Credit Facility Termination Date, 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 in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less than or equal to 3.00 and greater than 2.50 0.00% 0.500% less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal to 2.00 0.00% 0.300% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Leverage Ratio as of the most recent fiscal quarter end. Subject to Section 3.1(d)that, in the event that (i) Administrative Agent shall not receive the Borrowers fail financial statements, Compliance Certificate, and Annual Officer’s Certificate required pursuant to deliver Subsections 4.6(A), 4.6(B), 4.6(C), and 4.6(D) when due, or (ii) an Event of Default occurs and Administrative Agent or Requisite Lenders so elect, then from such due date or dates and until the fifth Business Day following Administrative Agent’s receipt of such overdue financial statements statements, Compliance Certificate and certificate within Annual Officer’s Certificate or for so long as such Event of Default continues, as applicable (and in the time required by Section 6.2 hereofevent a decrease in the applicable margin is then warranted, receipt of Borrower’s written request to decrease such margin), the Applicable Base Rate Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.32.00% per annum, the Applicable LIBOR Margin set forth in this Section 3.1 shall be deemed 3.00% per annum, and the Commitment Fee Margin shall be 0.375%; provided, further, that effective upon the closing of any Acquisition that will increase the Total Leverage Ratio on a Pro forma Basis, the Base Rate Margin, LIBOR Margin and Commitment Fee Margin will immediately adjust to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c)).reflect such higher ratio. Second Amendment Agreement/Shenandoah Telecommunications Company
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Sources: Second Amendment Agreement (Shenandoah Telecommunications Co/Va/)
Applicable Margin. The Prime Applicable Margin provided and the LIBOR Applicable Margin shall each be determined on the basis of the Borrower's Cash Flow Leverage Ratio, as calculated based on the Borrower's financial statements for in Section 3.1(a) with respect to its most recent fiscal year or quarter. The Prime Applicable Margin and the Loans (the "LIBOR Applicable Margin") shallMargin shall be determined as follows:
(ia) for The Revolving Credit Loans: The initial Prime Applicable Margin shall be -0- basis points and the period commencing on the Closing Date initial LIBOR Applicable Margin shall be 150 basis points, and ending on the date immediately preceding the fifth (5th) Business Day following receipt by the Administrative Agent each shall be applicable until delivery of the Borrower's financial statements of BREED and for its Subsidiaries for the fiscal quarter ending March 31June 30, 1997 and the accompanying Officer's Compliance Certificate, be determined based on the Leverage Ratio set forth in the Financial Condition Certificate delivered 1999 pursuant to Section 4.2(e)(ii5.01(b) in accordance hereof. Beginning with the chart below;
(ii) for the period commencing on the fifth (5th) Business Day following receipt by the Administrative Agent delivery of the Borrower's financial statements of BREED and its Subsidiaries for the fiscal quarter ending June 30, 1997 1999, and for each fiscal quarter thereafter:
(i) if the accompanying OfficerBorrower's Compliance Certificate and continuing through and including the Credit Facility Termination Date, be determined by reference to the Cash Flow Leverage Ratio as of the end of such fiscal year or quarter (calculated on an annualized basis during the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate in accordance with the chart below: Applicable Margin Per Annum Leverage Ratio Base Rate + LIBOR Rate + Greater than 3.25 0.00% 0.950% Less than or equal to 3.25 and greater than 3.00 0.00% 0.700% Less year ending March 31, 2000) is less than or equal to 3.00 to 1.00, the Prime Applicable Margin shall be -0- basis points and the LIBOR Applicable Margin shall be 150 basis points.
(ii) if the Borrower's Cash Flow Leverage Ratio as of the end of such fiscal year or quarter (calculated on an annualized basis during the fiscal year ending March 31, 2000) is greater than 2.50 0.00% 0.500% 3.00 to 1.00 but less than or equal to 2.50 but greater than 2.00 0.00% 0.375% less than or equal 3.50 to 2.00 0.00% 0.300% Adjustments1.00, if any, in the Prime Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (the "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for BREED and its Subsidiaries -0- basis points and the accompanying OfficerLIBOR Applicable Margin shall be 175 basis points.
(iii) if the Borrower's Compliance Certificate setting forth the Cash Flow Leverage Ratio as of the most recent end of such fiscal year or quarter end. Subject (calculated on an annualized basis during the fiscal year ending March 31, 2000) is equal to Section 3.1(d), in the event the Borrowers fail or greater than 3.50 to deliver such financial statements and certificate within the time required by Section 6.2 hereof1.00, the Prime Applicable Margin shall be -0- basis points and the highest LIBOR Applicable Margin set forth above until the delivery of such financial statements and certificate. Notwithstanding anything to the contrary contained herein, in the event the Interest Coverage Ratio (as determined pursuant to Section 8.3 of this Agreement) is less than 3.00 to 1.00 during the applicable period set forth in such Section 8.3, the Applicable Margin set forth in this Section 3.1 shall be deemed to be 1.000% with respect to LIBOR Rate Loans (unless the Applicable Margin with respect to LIBOR Rate Loans is determined to be 1.250% pursuant to the terms of this Section 3.1(c))225 basis points.
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