Common use of Applicable Margin Clause in Contracts

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.75% 0.75% Pricing Level 2 Greater than or equal to 45% but less than 55% 2.00% 1.00% Pricing Level 3 Greater than or equal to 55% but less than 60% 2.25% 1.25% Pricing Level 4 Greater than or equal to 60% 2.50% 1.50% The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 2. The provisions of this definition shall be subject to §2.6(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.751.30 % 0.750.30 % Pricing Level 2 Greater Equal to or greater than 45% but less than 50% 1.45 % 0.45 % Pricing Level 3 Equal to or equal to 45greater than 50% but less than 55% 2.001.50 % 1.000.50 % Pricing Level 3 Greater 4 Equal to or greater than or equal to 55% but less than 60% 2.251.55 % 1.250.55 % Pricing Level 4 Greater 5 Equal to or greater than or equal to 60% 2.501.65 % 1.500.65 % The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratio, if at all, until the third (3rd) Business Day first day of the first month following receipt the delivery of any updated Compliance CertificateCertificate as required pursuant to §7.4(c). In the event that Parent Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate Margin in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate Margin pursuant to the provisions hereof shall be determined based upon Pricing Level 24. The provisions of this definition shall be subject to §2.6(e).

Applicable Margin. The On any date, the Applicable Margin for LIBOR Rate Revolving Credit Loans, Base Rate Revolving Credit Loans, LIBOR Rate Term Loans and Base Rate Term Loans shall be a percentage per annum as set forth below based on the ratio of the Consolidated Leverage Ratio as set forth in Total Indebtedness to the most recent Compliance Certificate pursuant to §7.4(c): Consolidated Total Asset Value: Pricing Level Consolidated Leverage Ratio LIBOR Rate Revolving Credit Loans Base Rate Revolving Credit Loans LIBOR Rate Term Loans Base Rate Term Loans Pricing Level 1 Less than 40% 1.60% 0.35% 1.55% 0.30% Pricing Level 2 Greater than or equal to 40% but less than 45% 1.75% 0.750.50% 1.70% 0.45% Pricing Level 2 3 Greater than or equal to 45% but less than 5550% 2.001.90% 1.000.65% Pricing Level 3 Greater than or equal to 551.85% but less than 60% 2.25% 1.250.60% Pricing Level 4 Greater than or equal to 6050% 2.50but less than 55% 1.502.05% 0.80% 2.00% 0.75% Pricing Level 5 Greater than or equal to 55% 2.20% 0.95% 2.15% 0.90% The initial Applicable Margin shall be at Pricing Level 4. The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third (3rd) Business Day first day of the first month following receipt the delivery by the Borrower to the Agent of any updated the Compliance CertificateCertificate after the end of a calendar quarter. In the event that the Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then then, without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect 5 until such failure is curedcured within any applicable cure period, or waived in writing by the Majority Lenders, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate In the event that the Agent, REIT or the Borrower in good faith determines that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin applied for such Applicable Period, then (a) the Borrower shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (b) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (c) the Borrower shall within three (3) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.751.80 % 0.750.80 % Pricing Level 2 Greater Equal to or greater than 45% but less than 50% 1.95 % 0.95 % Pricing Level 3 Equal to or equal to 45greater than 50% but less than 55% 2.002.10 % 1.001.10 % Pricing Level 3 Greater 4 Equal to or greater than or equal to 55% but less than 60% 2.252.25 % 1.251.25 % Pricing Level 4 Greater 5 Equal to or greater than or equal to 60% 2.50but less than 65% 1.502.35 % 1.35 % Pricing Level 6 Equal to or greater than 65% 2.45 % 1.45 % The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratio, if at all, until the third (3rd) Business Day first day of the first month following receipt the delivery of any updated Compliance Certificate. Certificate as required pursuant to §7.4(c) In the event that Parent Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 6 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate Margin in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate Margin pursuant to the provisions hereof shall be determined based upon Pricing Level 23. The provisions of this definition shall be subject to §2.6(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio Revolving Credit LIBOR Rate Loans Revolving Credit Base Rate Loans Term LIBOR Rate Loans Term Base Rate Loans Pricing Level 1 Less than 4540% 1.751.45%1.35% 0.750.45%0.35% 1.30% 0.30% Pricing Level 2 Greater Equal to or greater than 40% but less than 45% 1.55%1.45% 0.55%0.45% 1.40% 0.40% Pricing Level 3 Equal to or equal greater than 45% but less than 50% 1.65%1.55% 0.65%0.55% 1.50% 0.50% Pricing Level 4 Equal to 45or greater than 50% but less than 55% 2.001.80%1.70% 1.000.80%0.70% 1.65% 0.65% Pricing Level 3 Greater 5 Equal to or greater than or equal to 55% but less than 60% 2.252.00%1.90% 1.251.00%0.90% Pricing Level 4 Greater than or equal to 601.85% 2.50% 1.500.85% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 23. The provisions of this definition shall be subject to §2.6(e2.7(e).

Applicable Margin. The On any date, the Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the ratio of the Consolidated Leverage Ratio as set forth in Total Indebtedness to the most recent Compliance Certificate pursuant to §7.4(c): Consolidated Total Asset Value: Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 4540% 1.751.60 % 0.750.35 % Pricing Level 2 Greater than or equal to 40% but less than 45% 1.75 % 0.50 % Pricing Level 3 Greater than or equal to 45% but less than 5550% 2.001.90 % 1.00% Pricing Level 3 Greater than or equal to 55% but less than 60% 2.25% 1.250.65 % Pricing Level 4 Greater than or equal to 6050% 2.50but less than 55% 1.502.05 % 0.80 % Pricing Level 5 Greater than or equal to 55% 2.20 % 0.95 % Notwithstanding the foregoing, until such time that Consolidated Tangible Net Worth exceeds $350,000,000.00, as demonstrated by the quarterly Compliance Certificate and financial statements delivered to Agent and the Lenders in compliance with §7.4, then the Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be thirty-five basis points (0.35%) higher across all Pricing Levels set forth above. The initial Applicable Margin shall be at Pricing Level 1. The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third (3rd) Business Day first day of the first month following receipt the delivery by the Borrower to the Agent of any updated the Compliance CertificateCertificate after the end of a calendar quarter. In the event that the Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then then, without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect 5 until such failure is curedcured within any applicable cure period, or waived in writing by the Majority Lenders, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate In the event that the Agent, REIT or the Borrower in good faith determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin applied for such Applicable Period, then (a) the Borrower shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (b) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (c) the Borrower shall within three (3) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than or equal to 45% 1.751.65 % 0.750.65 % Pricing Level 2 Greater than or equal to 45% but less than or equal to 55% 2.001.85 % 1.000.85 % Pricing Level 3 Greater than or equal to 55% but less than or equal to 60% 2.252.15 % 1.251.15 % Pricing Level 4 Greater than 60% but less than or equal to 6065% 2.502.25 % 1.501.25 % Pricing Level 5 Greater than 65% 2.45 % 1.45 % The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratio, if at all, until first day of the third (3rd) Business Day next fiscal quarter following receipt of any updated Compliance Certificate. In the event that Parent Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Closing Date through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 25. The provisions of this definition shall be subject to §2.6(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be a percentage per annum as set forth below based on the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Leverage Ratio on:   Period: Applicable Margin for LIBOR Rate Loans Applicable Margin for Base Rate Loans Pricing From March 30, 2020 through and including October 1, 2020 3.25% 2.25% From October 2, 2020 through and including April 1, 2021 3.50% 2.50% From April 2, 2021 through and including October 1, 2021 3.75% 2.75% For the period from October 2, 2021 and thereafter 4.00% 3.00%  In the event that, with respect to any period when the Applicable Margin was determined based upon the applicable Leverage Ratio: Pricing Level Leverage Ratio (Consolidated Total Indebtedness to Consolidated Total Asset Value) 1 Leverage Ratio (Consolidated Total Indebtedness to EBITDA) 2 Applicable Margin for LIBOR Rate Loans Applicable Margin for Base Rate Loans Pricing Level 1 Less than 45% 1.75Less than 5 to 1 2.25% 0.751.25% Pricing Pricing Level 2 Greater Equal to or greater than or equal to 45% but less than 55% 2.00% 1.00% Pricing Level 3 Greater Equal to or greater than or equal 5 to 55% 1 but less than 60% 2.25% 1.25% Pricing Level 4 Greater than or equal 5.5 to 60% 1 2.50% 1.50% Pricing Level 3 Equal to or greater than 55% Equal to or greater than 5.5 to 1 3.00% 2.00% The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third first (3rd1st) Business Day day of the first (1st) month following receipt the delivery by REIT to the Agent of any updated the Compliance CertificateCertificate after the end of a fiscal quarter. In the event 102175686\V-9 102175686\V-9 US_Active\114487228114490487\V-17 that Borrower REIT shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect 3 until such failure is curedcured within any applicable cure period, or waived in writing by the Required Lenders, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate Xxxxxxxxxxx.Xx the event that, the Agent, REIT or the Borrower determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin applied for such Applicable Period, then (a) the Borrower shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (b) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (c) the Borrower shall within three (3) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.

Applicable Margin. The Applicable Margin for LIBOR Rate SOFR Loans and Base Rate Loans of each Class shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Revolving Credit SOFR Loans Revolving Credit Base Rate Loans Term Base Rate Loans Term Loan SOFR Loans Pricing Level 1 Less than 4540% 1.751.35% 0.750.35% 0.30% 1.30% Pricing Level 2 Greater Equal to or greater than 40% but less than 45% 1.45% 0.45% 0.40% 1.40% Pricing Level 3 Equal to or equal greater than 45% but less than 50% 1.55% 0.55% 0.50% 1.50% Pricing Level 4 Equal to 45or greater than 50% but less than 55% 2.001.70% 1.000.70% 0.65% 1.65% Pricing Level 3 Greater 5 Equal to or greater than or equal to 55% but less than 60% 2.251.90% 1.250.90% Pricing Level 4 Greater than or equal to 600.85% 2.50% 1.501.85% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 24. The provisions of this definition shall be subject to §2.6(e2.7(g).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 4550% 1.752.50% 0.751.50% Pricing Level 2 Greater Xxxxx 0 Equal to or greater than or equal to 45% but less than 55% 2.00% 1.00% Pricing Level 3 Greater than or equal to 5550% but less than 60% 2.252.70% 1.251.70% Pricing Level 4 Greater Xxxxx 0 Equal to or greater than or equal to 60% 2.50but less than 65% 1.503.00% 2.00% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 3 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 21. The provisions of this definition shall be subject to §2.6(e2.7(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 40% 1.30% 0.30% Pricing Xxxxx 0 Equal to or greater than 40% but less than 45% 1.751.40% 0.750.40% Pricing Level 2 Greater Xxxxx 0 Equal to or greater than 45% but less than 50% 1.50% 0.50% Pricing Xxxxx 0 Equal to or equal to 45greater than 50% but less than 55% 2.001.65% 1.000.65% Pricing Level 3 Greater Xxxxx 0 Equal to or greater than or equal to 55% but less than 60% 2.251.85% 1.25% Pricing Level 4 Greater than or equal to 60% 2.50% 1.500.85% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 23. The provisions of this definition shall be subject to §2.6(e2.7(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.75% 0.75% Pricing Level 2 Greater than or equal to 45% but less than 5550% 2.00% 1.00% Pricing Level 3 Greater Xxxxx 0 Equal to or greater than or equal to 5550% but less than 60% 2.25% 1.25% Pricing Level 4 Greater Xxxxx 0 Equal to or greater than or equal to 60% but less than 65% 2.50% 1.50% The Applicable Margin shall not be adjusted based upon such Consolidated Leverage RatioTotal Leverage, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 3 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 2. The provisions of this definition shall be subject to §2.6(e).

Applicable Margin. The (a) From and after the Amendment Effective Date (and unless and until the Borrower and/or Parent obtains an Investment Grade Rating and Borrower elects to have the Applicable Margin determined pursuant to subparagraph (b) below), the Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be a percentage per annum as set forth below based on the ratio of the Consolidated Leverage Ratio as set forth in Total Indebtedness to the most recent Compliance Certificate pursuant to §7.4(c): Consolidated Total Asset Value: Pricing Level Consolidated Leverage Ratio Revolving Credit LIBOR Rate Loans Revolving Credit Base Rate Loans Pricing Level Term LIBOR Rate Loans Term Base Rate Loans 1 Less than 45or equal to 40% 1.751.35% 0.750.35% Pricing Level 1.25% 0.25% 2 Greater than 40% but less than or equal to 45% 1.40% 0.40% 1.35% 0.35% 3 Greater than 45% but less than 55or equal to 50% 2.001.65% 1.000.65% Pricing Level 3 1.60% 0.60% 4 Greater than 50% but less than or equal to 55% but less 1.90% 0.90% 1.85% 0.85% 5 Greater than 6055% 2.252.15% 1.251.15% 2.10% 1.10% The Applicable Margin as of the Amendment Effective Date shall be at Pricing Level 4 Greater than or equal to 60% 2.50% 1.50% 3. The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third first (3rd1st) Business Day following receipt the delivery by Parent to the Agent of any updated the Compliance CertificateCertificate at the end of a calendar quarter. In the event that Borrower Parent shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect 5 until such failure is curedcured within any applicable cure period, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month Business Day following receipt of such Compliance Certificate. The Applicable Rate In the event that the Agent and Parent determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin applied for such Applicable Period, then (i) Parent shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (ii) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (iii) the Borrower shall within five (5) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.

Applicable Margin. The (a) On any date from and after the date of this Agreement (and unless and until the Borrower obtains an Investment Grade Rating and irrevocably elects to have the Applicable Margin determined pursuant to subparagraph (b) below), the Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the ratio of the Consolidated Leverage Ratio as set forth in Total Indebtedness to the most recent Compliance Certificate pursuant to §7.4(c): Consolidated Total Adjusted Asset Value: Pricing Level Consolidated Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.751.751.35 % 0.750.750.35 % Pricing Level 2 Greater than or equal to 45% but less than 5550% 2.002.001.55 % 1.001.000.55 % Pricing Level 3 Greater than or equal to 50% but less than 6055% 2.251.70 % 1.250.70 % Pricing Level 4 Greater than or equal to 55% but less than 60% 2.252.501.90 % 1.251.500.90 % Pricing Level 4 5 Greater than or equal to 60% 2.502.15 % 1.501.15 % The initial Applicable Margin shall be at Pricing Level 3. The1. At such time as this subparagraph (a) is applicable, the Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third (3rd) Business Day first day of the first month following receipt the delivery by the Borrower to the Agent of any updated the Compliance CertificateCertificate after the end of a calendar quarter. In the event that the Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c7.1(c), then then, without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect Xxxxx 00 until such failure is curedcured within any applicable cure period, or waived in writing by the Required Lenders, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate In the event that the Agent or the Borrower determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin pursuant to this subparagraph (a) for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin that was applied for such Applicable Period, then (a) the Borrower shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (b) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (c) the Borrower shall within three (3) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.

Applicable Margin. The Applicable Margin for LIBOR Rate SOFR Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Rate SOFR Loans Base Rate Loans Pricing Level 1 Less than 40% 1.30% 0.30% Pricing Xxxxx 0 Equal to or greater than 40% but less than 45% 1.751.40% 0.750.40% Pricing Level 2 Greater Xxxxx 0 Equal to or greater than 45% but less than 50% 1.50% 0.50% Pricing Xxxxx 0 Equal to or equal to 45greater than 50% but less than 55% 2.001.65% 1.000.65% Pricing Level 3 Greater Xxxxx 0 Equal to or greater than or equal to 55% but less than 60% 2.251.85% 1.25% Pricing Level 4 Greater than or equal to 60% 2.50% 1.500.85% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 5 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 24. The provisions of this definition shall be subject to §2.6(e2.7(e).

Applicable Margin. The Applicable Margin for LIBOR Rate Loans and Base Rate Loans shall be as set forth below based on the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate pursuant to §7.4(c): Pricing Level Consolidated Total Leverage Ratio LIBOR Rate Loans Base Rate Loans Pricing Level 1 Less than 45% 1.75% 0.75% Pricing Level 2 Greater than or equal to 45% but less than 5550% 2.00% 1.00% Pricing Level 3 Greater Xxxxx 0 Equal to or greater than or equal to 5550% but less than 60% 2.25% 1.25% Pricing Level 4 Greater Xxxxx 0 Equal to or greater than or equal to 60% but less than 65% 2.50% 1.50% The Applicable Margin shall not be adjusted based upon such Consolidated Total Leverage Ratio, if at all, until the third (3rd) Business Day following receipt of any updated Compliance Certificate. In the event that Borrower shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 3 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until such failure is cured, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month following receipt of such Compliance Certificate. The Applicable Rate in effect from the Effective Date date hereof through the date of the next change in the Applicable Rate pursuant to the provisions hereof shall be determined based upon Pricing Level 2. The provisions of this definition shall be subject to §2.6(e2.7(e).

Applicable Margin. The (a) From and after the Closing Date (and unless and until the Borrower and/or Parent obtains an Investment Grade Rating and Borrower elects to have the Applicable Margin determined pursuant to subparagraph (b) below), the Applicable Margin for LIBOR SOFR Rate Loans and Base Rate Loans of each Class shall be a percentage per annum as set forth below based on the ratio of the Consolidated Leverage Ratio as set forth in Total Indebtedness to the most recent Compliance Certificate pursuant to §7.4(c): Consolidated Total Asset Value: Pricing Level Consolidated Leverage Ratio LIBOR Revolving Credit SOFR Rate Loans Revolving Credit Base Rate Loans Pricing Level Term Loan SOFR Rate Loans Term Loan Base Rate Loans 1 Less than 45or equal to 40% 1.751.30 % 0.750.30 % Pricing Level 1.25 % 0.25 % 2 Greater than 40% but less than or equal to 45% 1.35 % 0.35 % 1.30 % 0.30 % 3 Greater than 45% but less than 55or equal to 50% 2.001.50 % 1.000.50 % Pricing Level 3 1.45 % 0.45 % 4 Greater than 50% but less than or equal to 55% but less 1.75 % 0.75 % 1.70 % 0.70 % 5 Greater than 6055% 2.252.00 % 1.251.00 % 1.95 % 0.95 % The Applicable Margin as of the Closing Date shall be at Pricing Level 4 Greater than or equal to 60% 2.50% 1.50% 3. The Applicable Margin shall not be adjusted based upon such Consolidated Leverage Ratioratio, if at all, until the third first (3rd1st) Business Day following receipt the delivery by Parent to the Agent of any updated the Compliance CertificateCertificate at the end of a calendar quarter. In the event that Borrower Parent shall fail to deliver to the Agent a quarterly Compliance Certificate on or before the date required by §7.4(c), then without limiting any other rights of the Agent and the Lenders under this Agreement, the Applicable Margin for Revolving Credit Loans shall be at Pricing Level 4 commencing on the first (1st) Business Day following the date on which such Compliance Certificate was required to have been delivered and shall remain in effect 5 until such failure is curedcured within any applicable cure period, in which event the Applicable Margin shall adjust, if necessary, on the first (1st) day of the first (1st) month Business Day following receipt of such Compliance Certificate. The Applicable Rate In the event that the Agent and Parent determine that any financial statements previously delivered were incorrect or inaccurate (regardless of whether this Agreement or the Commitments are in effect from when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the Effective Date through the date application of the next change in a higher Applicable Margin for any period (an “Applicable Period”) than the Applicable Rate pursuant Margin applied for such Applicable Period, then (i) Parent shall as soon as practicable deliver to the provisions hereof Agent the corrected financial statements for such Applicable Period, (ii) the Applicable Margin shall be determined based upon as if the Pricing Level 2. The provisions for such higher Applicable Margin were applicable for such Applicable Period, and (iii) the Borrower shall within five (5) Business Days of this definition demand thereof by the Agent pay to the Agent the accrued additional amount owing as a result of such increased Applicable Margin for such Applicable Period, which payment shall be subject to §2.6(e)promptly applied by the Agent in accordance with this Agreement.