Common use of Applicable Margin Clause in Contracts

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.2, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

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

Applicable Margin. The Applicable Margin provided for in Section 4.1(a----------------- 3.1 (a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d4.2(d)(iv) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 Greater + -------------- ------------------------------- greater than 2.5 to 1.00 3.00x 0.00% 1.25.750% 2 Greater greater than 2.0 to 1.00 0.00% 1.00% but 2.50 less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 3.00x 0.00% 0.75.625% but greater than 2.00 less than or equal to 2.0 to 1.00 4 Less 2.50x 0.00% .500% less than or equal to 1.5 to 1.00 2.00x 0.00% 0.50.425% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth fifth (10th5th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Designated Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Designated Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d3.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.26.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a5.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date and for the fiscal quarters ending March 31, 1999 and June 30, 1999 equal the percentages set forth in the certificate delivered pursuant 1.00% with respect to Section 5.2(d) Base Rate Loans and Swingline Loans and 2.25% with respect to LIBOR Rate Loans and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate + ----- --------------------- --------- ---------- ----- --------------------------- 1 Greater than 2.5 3.00 to 1.00 0.00but Less than or equal to 3.50 to 1.00 1.25% 1.252.50% 2 Greater than 2.0 2.50 to 1.00 0.00% 1.00% but less Less than or equal to 2.5 3.00 to 1.00 1.00% 2.25% 3 Greater than 1.5 2.00 to 1.00 0.00% 0.75% but less Less than or equal to 2.0 2.50 to 1.00 0.75% 2.00% 4 Less than or equal to 1.5 2.00 to 1.00 0.000.50% 0.501.75% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower Borrowers and its their Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower Borrowers and its their Subsidiaries as of the most recent fiscal quarter end. Subject In addition to any increase, if any, in the interest rate purusant to Section 4.1(d5.1(d), in the event the Borrower fails Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.2Sections 8.1 and 8.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Level Leverage Ratio Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less -------------- ----------------- I greater than or 162.5 bps equal to 3.0 II greater than or 112.5 bps equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but and less than 3.0 III greater than or 100.0 bps equal to 2.0 to 1.00 4 Less and less than 2.5 IV greater than or 87.5 bps equal to 1.5 and less than 2.0 V greater than or 70.0 bps equal to 1.00 0.00% 0.50% 1.0 and less than 1.5 VI less than 1.0 55.0 bps Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on on: (i) the tenth third (10th3rd) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower JLG and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower Borrowers and its their Subsidiaries as of the most recent fiscal quarter endend and (ii) the date upon which the Administrative Agent confirms to JLG by written notice that it has received formal and final approval by Required Lenders for Amendment No. 3, at which time the Applicable Margin shall be the highest Applicable Margin until an adjustment is otherwise permitted hereunder. Subject to Section 4.1(d), in the event the Borrower fails Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.27.1 hereof, the Applicable Margin shall may, at the discretion of the Administrative Agent, be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a3.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Level Leverage Ratio Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less -------------- ----------------- I greater than or 162.5 bps equal to 3.0 II greater than or 112.5 bps equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but and less than 3.0 III greater than or 100.0 bps equal to 2.0 to 1.00 4 Less and less than 2.5 IV greater than or 87.5 bps equal to 1.5 and less than 2.0 V greater than or 70.0 bps equal to 1.00 0.00% 0.50% 1.0 and less than 1.5 VI less than 1.0 55.0 bps Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on on: (i) the tenth third (10th3rd) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower JLG and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower Borrowers and its their Subsidiaries as of the most recent fiscal quarter endend and (ii) the date upon which the Administrative Agent confirms to JLG by written notice that it has received formal and final approval by Required Lenders for Amendment No. 2, at which time the Applicable Margin shall be the highest Applicable Margin until an adjustment is otherwise permitted hereunder. Subject to Section 4.1(d3.1(d), in the event the Borrower fails Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.26.1 hereof, the Applicable Margin shall may, at the discretion of the Administrative Agent, be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- -------------- --------- ---------- 1 Greater than 2.5 3.50 to 1.00 0.00% 1.25% 2 Greater than 2.0 3.00 to 1.00 0.00% 1.001.125% but less than or equal to 2.5 3.50 to 1.00 3 Greater than 1.5 2.25 to 1.00 0.00% 0.750.875% but less than or equal to 2.0 3.00 to 1.00 4 Greater than 1.75 to 1.00 0.00% 0.625% but less than or equal to 2.25 to 1.00 5 Less than or equal to 1.5 1.75 to 1.00 0.00% 0.500.500% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.2, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a5.1(a) with respect to the Loans (the "Applicable Margin") shall (i) shall, for the period commencing on the Closing Date and ending on the Adjustment Date following the Fiscal Quarter ending February 28, 1998, equal the percentages percentage set forth as follows: Applicable Margin Per Annum Base Rate + LIBOR Rate + ----------------------------- 0.00% .75% Commencing on the Adjustment Date following the Fiscal Quarter ending February 28, 1998, the Applicable Margin provided for in the certificate delivered pursuant to Section 5.2(d5.1(a) and (ii) for each fiscal quarter thereafter shall be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter Fiscal Quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 + ------------------ --------------------------- Greater than 2.5 or equal to 1.00 2.75 to 1.0. 0.00% 1.25.950% 2 Greater than 2.0 or equal to 1.00 2.50 to 1.0 0.00% 1.00.750% but less than 2.75 to 1.0. Greater than or equal to 2.5 2.00 to 1.00 3 Greater than 1.5 to 1.00 1.0 0.00% 0.75.625% but less than or equal 2.50 to 2.0 to 1.00 4 Less 1.0. Greater than or equal to 1.5 1.50 to 1.00 1.0 0.00% 0.50.500% but less than 2.00 to 1.0. Less than 1.50 to 1.0. 0.00% .375% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth fifth (10th5th) Business Day (each an "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter Fiscal Quarter end. Subject to Section 4.1(d5.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.2Sections 8.1 and 8.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the Adjustment Date following delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a3.1(a) with respect to the Loans (the "Applicable Margin") shall shall: (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) 4.2(e)(ii); and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Ratio Applicable Margin Non-Usage Fee Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 + ------------------------------------------------------------------------------- Less than or equal .75% .25% to 1.0 to 1.0 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater .375% 1.0 to 1.0 but less than 2.0 to 1.00 0.00% 1.00% but less 1.0 Greater than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.001.75% 0.75.375% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% 1.0 Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent Lender on the tenth (10th) Business Day after receipt by the Administrative Agent Lender of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d3.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.26.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) from the effective date of the Sixth Amendment until the delivery of the applicable Margin Certificate and related financial statements for the fiscal quarter ending on the Closing Date March 31, 1999 equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) 0.250% for Base Rate Loans and 1.150% for LIBOR Rate Loans, and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Total Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Margin Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior for Total Leverage Ratio Base Rate Loans LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less Loans -------------------- --------------- ---------------- greater than or equal to 2.5 4.00 to 1.00 3 Greater 0.750% 1.550% less than 1.5 4.00 to 1.00 0.00% 0.75% but less greater than or equal to 2.0 3.50 to 1.00 4 Less 0.250% 1.150% less than 3.50 to 1.00 but greater than or equal to 1.5 3.00 to 1.00 0.000.000% 0.500.950% less than 3.00 to 1.00 but greater than or equal to 2.50 to 1.00 0.000% 0.750% less than 2.50 to 1.00 but greater than or equal to 2.00 to 1.00 0.000% 0.650% less than 2.00 0.000% 0.550% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth fifth (10th5th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Total Leverage Ratio of the Borrower and its Subsidiaries Consolidated Entities as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.27.1(c), the Applicable Margin shall be the highest Applicable Margin set forth above until five (5) Business Days after receipt by the delivery Agent of such financial statements and certificate."

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Level Leverage Ratio Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- Rate 1 Greater than 2.5 0.50 to 1.00 0.00% 1.250.600% 2 Greater than 2.0 0.40 to 1.00 0.00% 1.000.475% but less than or equal to 2.5 0.50 to 1.00 3 Greater than 1.5 0.30 to 1.00 0.00% 0.750.350% but less than or equal to 2.0 0.40 to 1.00 4 Less than or equal to 1.5 0.30 0.00% 0.275% to 1.00 0.00% 0.50% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.27.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The With respect to any Advance under the Term ----------------- Loan Commitment or the Revolving Loan Commitment, the Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages be as set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to table set forth below based upon the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 most recently completed calendar quarter. Changes to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% Adjustments, if any, in the Applicable Margin shall be made by effective as of the Administrative Agent on the tenth second (10th2nd) Business Day after receipt by the day on which the financial statements are required to be delivered to the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject Banks pursuant to Section 4.1(d)6.1 hereof; provided, in the event the Borrower fails to deliver -------- that, if such financial statements are not delivered to the Administrative Agent ---- and certificate the Banks within five (5) days after the time required by Section 7.2date specified in such Section, the Leverage Ratio shall be deemed to be greater than 6.00:1, and the Applicable Margin shall be deemed to be the highest Applicable Margin set forth above in the table set forth below, until the delivery of second (2nd) Business Day after the date on which such financial statements are actually delivered to the Administrative Agent and certificate.the Banks. Upon its receipt of such delinquent financial statements, the Administrative Agent shall recalculate the Leverage Ratio and the Applicable Margin by reference to such financial statements, and any change in the Applicable Margin shall be effective as of the second (2nd) Business Day after the Administrative Agent's receipt thereof. the the the Applicable Applicable Applicable Margin for Margin for Margin for If the Base Rate LIBOR CD Rate Leverage Advances Advances Advances Ratio is: then shall be and shall be and shall be -------- ---------- ---------- ---------- Greater than 6.00:1 1.375% 2.375% 2.500% Greater than 5.50:1, but less than or equal to 6.00:1 1.125% 2.125% 2.250% Greater than 5.00:1, but less than or equal to 5.50:1 0.875% 1.875% 2.000% Greater than 4.50:1, but less than or equal to 5.00:1 0.625% 1.625% 1.750% Greater than 4.00:1, but less than or equal to 4.50:1 0.375% 1.375% 1.500% Less than or equal to 4.00:1 0% 1.125% 1.250%

Applicable Margin. The Applicable Margin provided for shall be determined based upon the chart below and shall be subject to adjustment (upwards or downwards, as appropriate) based on the Leverage Ratio at the end of each of the first three fiscal quarters of each fiscal year of the Company and at the end of each fiscal year of the Company. The Leverage Ratio shall be determined (i) in Section 4.1(a) the case of determinations made with respect to the Loans (first three fiscal quarters of the "Applicable Margin") shall (i) on Company's fiscal year, by reference to the Closing Date equal quarterly financial statements of such fiscal quarter and the percentages set forth in the certificate Compliance Certificate for such fiscal quarter delivered pursuant to Section 5.2(dSections 6.1(b) and 6.1(d) and (ii) for each in the case of determinations made with respect to the last fiscal quarter thereafter be determined of the Company's fiscal year, by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's financial statements and Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 delivered by the Company pursuant to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% AdjustmentsSections 6.1(a) and 6.1(d). The adjustment, if any, in to the Applicable Margin shall be made by the Administrative Agent effective commencing on the tenth (10th) fifth Business Day after receipt by the Administrative Agent delivery of such quarterly financial statements or annual financial statements and Compliance Certificate and shall be effective only for the Borrower period subsequent to such date. In the event that the Company shall at any time fail to furnish to the Lenders the financial statements 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 required to be delivered pursuant to Section 4.1(d6.1(a), in (b) or (d), the event the Borrower fails to deliver maximum Applicable Margin shall apply until such time as such financial statements and certificate within Compliance Certificate are so delivered to the time required by Section 7.2, the Administrative Agent. Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.------------------------------------ Floating Eurodollar Leverage Ratio Rate Rate -------------- ------------ ------------ Greater than or equal to 6.5:1.0 0.625% 1.750% Less than 6.5:1.0 but greater than or equal to 6.0:1.0 0.250% 1.375% Less than 6.0:1.0 but greater than or equal to 5.5:1.0 0.000% 1.125% Less than 5.5:1.0 but greater than or equal to 5.0:1.0 0.000% 0.875% Less than 5.0:1.0 but greater than or equal to 4.5:1.0 0.000% 0.625% Less than 4.5:1.0 but greater than or equal to 4.0:1.0 0.000% 0.500% Less than 4.0:1.0 0.000% 0.400%

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d5.2(e)(ii) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Applicable Margin Per Annum --------------------------- Level Senior Leverage for Ratio Base Rate Loans LIBOR Rate Loans ----- --------------------- --------- ---------- 1 Greater ---------------------------------------- greater than 2.5 or equal to 1.00 0.007.00 1.500% 1.252.500% 2 Greater less than 2.0 7.00 but greater than or equal to 1.00 0.006.00 1.250% 1.002.250% less than 6.00 but greater than or equal to 5.00 1.000% 2.000% less than 5.00 but greater than or equal to 4.00 0.750% 1.750% less than 4.00 0.500% 1.500% ; provided, that at all times that Consolidated Cash Flow for the Loan Parties and their Subsidiaries is less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% zero Dollars ($0), the highest Applicable Margin shall apply. Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries Loan Parties and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries Loan Parties as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails Loan Parties fail to deliver such financial statements and certificate within the time required by Section 7.27.1(a), the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Libor Rate Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) 5.2(e)(ii); and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Leverage Applicable Ratio Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 ------ Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 2.00 to 1.00 3 Greater 1.50% Less than 1.5 2.00 to 1.00 0.00but greater 1.375% 0.75% but less than or equal to 2.0 1.50 to 1.00 4 Less than 1.50 to 1.00 but greater 1.250% than or equal to 1.5 1.00 to 1.00 0.00% 0.50Less than 1.00 to 1.00 1.125% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth fifth (10th5th) Business Day after receipt by the Administrative Agent of quarterly the financial statements required pursuant to Section 7.1 or 7.2, as the case may be, for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.2Sections 7.1 and 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery fifth (5th) Business Day after receipt by the Administrative Agent of such financial statements and certificate. Notwithstanding any of the foregoing to the contrary, the Applicable Margin shall be recalculated and adjusted by the Administrative Agent on the fifth (5th) Business Day following the date of any withdrawal by the Borrower of funds from the Investment Account permitted by the Pledge Agreement.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a----------------- 4.1 (a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d5.2(e)(ii) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate or as of the closing date of any Permitted Acquisition as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 + -------------- ------------------------------ Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 3.50 to 1.00 3 Greater 0.500% 1.500% Less than 1.5 3.50 to 1.00 0.00% 0.75% but less and greater than or equal to 2.0 3.00 to 1.00 4 0.250% 1.250% Less than 3.00 to 1.00 and greater than or equal to 1.5 2.50 to 1.00 0.000.000% 0.501.000% Less than 2.50 to 1.00 and greater than or equal to 2.00 to 1.00 0.000% 0.875% Less than 2.00 to 1.00 0.000% 0.750% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day (each an "Adjustment Date") after receipt by the Administrative Agent of quarterly financial statements for the Borrower Company and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower Company and its Subsidiaries as of the most recent fiscal quarter end. Subject ; provided that adjustments -------- in the Applicable Margin also shall be made by the Administrative Agent on the closing date of any Permitted Acquisition following receipt by the Administrative Agent of evidence of pro forma covenant compliance with each --------- covenant contained in Article IX (as delivered pursuant to Section 4.1(d10.4(e) hereof), in . In the event the Borrower Company fails to deliver such financial statements and certificate or evidence of covenant compliance, as applicable, within the time required by Section 7.2Sections 7.1, 7.2 and 10.4(e) hereof, 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.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a----------------- Section (a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate (or, with respect to the Closing Date, the Financial Condition Certificate delivered pursuant to Section 5.2(d)(ii)) as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 + -------------- --------------------------- Greater than 2.5 or equal to 2.00 to 1.00 0.00% 1.250.625% 2 Greater than 2.0 or equal to 1.00 to 1.00 but less than 2.00 to 1.00 0.00% 1.000.500% but less Less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.500.375% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails to deliver such financial statements and certificate within the time required by Section 7.27.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Total Debt Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as followsin accordance with the following chart: Total Debt Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 Greater + -------------- ----------- ------------ Less than 2.5 2.00 to 1.00 0.00% 1.250.875% 2 Greater than 2.0 or equal to 2.00 to 1.00 and less than 2.50 to 1.00 0.00% 1.001.125% but less Greater than or equal to 2.5 2.50 to 1.00 3 Greater and less than 1.5 3.00 to 1.00 0.00% 0.751.375% but less Greater than or equal to 2.0 3.00 to 1.00 4 Less and less than 3.50 to 1.00 0.125% 1.625% Greater than or equal to 1.5 3.50 to 1.00 0.000.250% 0.501.750% Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the tenth fifth (10th5th) day (or, if not a Business Day after Day, on the next succeeding Business Day) following receipt by the Administrative Agent of quarterly financial statements for the Borrower and its Subsidiaries pursuant to Sections 7.1(a) and 7.1(b) and the accompanying Officer's Compliance Certificate (such date, the "Adjustment Date"), setting forth the Senior Total Debt Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end; provided that no adjustment shall be made to decrease the Applicable Margin at any time that a Default or Event of Default has occurred and is continuing. Subject to Section 4.1(d), in In the event the Borrower fails to deliver such financial statements and certificate the accompanying Officer's Compliance Certificate within the time required by Section 7.2Sections 7.1 and 7.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the Adjustment Date following delivery of such financial statements and certificatethe accompanying Officer's Compliance Certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with With respect to any Loan under the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Ratio Base Rate LIBOR Rate ----- --------------------- --------- ---------- 1 Greater than 2.5 to 1.00 0.00% 1.25% 2 Greater than 2.0 to 1.00 0.00% 1.00% but less than or equal to 2.5 to 1.00 3 Greater than 1.5 to 1.00 0.00% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.50% AdjustmentsCommitment, if any, in the Applicable Margin shall be made the interest rate margin determined by the Administrative Agent on based upon the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements Funded Indebtedness/EBITDA Coverage Ratio for the Borrower and its Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Ratio of the Borrower and its Subsidiaries as of the most recent fiscal quarter end. Subject , effective as of the second Business Day after the financial statements referred to Section 4.1(din SECTION 6.2(A) and (B), hereof, and an accompanying certificate of an Authorized Representative certifying the calculations of the Funded Indebtedness/EBITDA Coverage Ratio as set forth in SECTION 6.2(D) hereof, are delivered by the event Co-Borrowers to the Borrower fails Agent and each Bank for the fiscal quarter most recently ended, expressed as a per annum rate of interest as follows: Funded Indebtedness/EBITDA Base Rate Eurodollar Coverage Ratio Margin Rate Margin -------------------------- --------- ----------- Equal to deliver such or greater than 3.0 .75% 2.25% to 1.0 Less than 3.00 to 1.0 .00% 1.75% ============================================================ From the Agreement Date until the first delivery of the financial statements and certificate within the time required by SECTION 6.2(A), (B) AND (D) thereafter (without giving effect to any extension granted by the Securities and Exchange Commission), the Eurodollar Rate Margin shall be 1.75% and the Base Rate Margin shall be .00%. In the event that the Co-Borrowers fail to timely provide the financial statements and certificate referred to above in accordance with the terms of SECTION 6.2(A), (B) AND (D) hereof (without giving effect to any extension granted by the Securities and Exchange Commission), and without prejudice to any additional rights under Section 7.28.2 hereof, the Applicable Margin shall be 29 the highest Applicable Margin set forth above until the actual delivery of such financial statements and certificate.

Applicable Margin. The Applicable Margin provided for in Section 4.1(a) with respect to the Loans (the "Applicable Margin") shall (i) on the Closing Date equal the percentages set forth in the certificate delivered pursuant to Section 5.2(d5.2(d)(iv) and (ii) for each fiscal quarter thereafter be determined by reference to the Senior Leverage Unencumbered Asset Coverage Ratio as of the end of the fiscal quarter immediately preceding the delivery of the applicable Officer's Compliance Certificate as follows: Applicable Margin Per Annum --------------------------- Level Senior Leverage Unencumbered Asset Coverage Ratio Base Rate + LIBOR Rate ----- --------------------- --------- ---------- 1 Greater + --------------------------------- ------------------------------------------- Equal to or greater than 2.5 6.67 to 1.00 0.000.000% 1.250.90% 2 Greater Equal to or greater than 2.0 3.33 to 1.00 0.000.000% 1.001.20% but less than or equal to 2.5 6.67 to 1.00 3 Greater Less than 1.5 3.33 to 1.00 0.000.000% 0.75% but less than or equal to 2.0 to 1.00 4 Less than or equal to 1.5 to 1.00 0.00% 0.501.60% Adjustments, if any, in the Applicable Margin as determined herein shall be made by the Administrative Agent on the tenth (10th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrower Borrowers and its their Subsidiaries and the accompanying Officer's Compliance Certificate setting forth the Senior Leverage Unencumbered Asset Coverage Ratio of the Borrower Borrowers and its their Subsidiaries as of the most recent fiscal quarter end. Subject to Section 4.1(d), in the event the Borrower fails Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.27.2 hereof, the Applicable Margin shall be the highest Applicable Margin set forth above until the delivery of such financial statements and certificate.