Common use of Applicable Rate Margins Clause in Contracts

Applicable Rate Margins. The Rate Margin applicable to the Term Loan Facility will be established as of the initial Settlement Date and as of the first calendar day of each fiscal quarter and will be based upon the Leverage Ratio of (a) Funded Debt as of the date of establishment of such Rate Margin TO (b) OFC (I.E., Operating Cash Flow) for the four consecutive fiscal quarter period ending on the last day of the most recent fiscal quarter reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof, AND will be determined according to the following schedule: Adjusted Prime Rate LIBO Rate Leverage Ratio Margin Margin -------------- ---------- --------- LESS THAN 2.0 0.00% 1.50% GREATER THAN OR EQUAL TO 2.0 but LESS THAN 3.0 1.00% 2.00% GREATER THAN OR EQUAL TO 3.0 2.00% 3.00% In determining the amount of Funded Debt as of the date of establishing such Rate Margin, unless Borrowers otherwise provide Administrative Agent with evidence of such amount in a form acceptable to Administrative Agent, THEN Administrative Agent may use and rely on the amount of Funded Debt as reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof. NOTWITHSTANDING THE FOREGOING, if Administrative Agent does not timely receive acceptable quarterly financial statements in accordance with Section 4.2 hereof, THEN Administrative Agent (in its sole and absolute discretion) may deem the applicable Rate Margin to be the highest Rate Margin for the applicable Rate Index reflected in the chart above, retroactive to the first calendar day of the then-current fiscal quarter.

Applicable Rate Margins. The Rate Margin applicable to the Term Loan Line of Credit Facility will be established as of the initial Settlement Date and as of the first calendar day of the first calendar month of each fiscal quarter and will be based upon the Leverage Ratio of (a) Funded Debt as of the date of establishment of such Rate Margin TO (b) OFC (I.E., Operating Cash Flow) for the four consecutive fiscal quarter period ending ended on the last day of the most recent fiscal quarter reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof, AND will be determined according to the following schedule: Adjusted Prime Rate LIBO Rate Leverage Ratio Margin Margin -------------- ---------- --------- ------ ------ LESS THAN 2.0 0.00% 1.50% GREATER THAN OR EQUAL TO 2.0 but LESS THAN 3.0 1.00% 2.00% GREATER THAN OR EQUAL TO 3.0 2.00% 3.00% In determining the amount of Funded Debt as of the date of establishing such Rate Margin, unless Borrowers otherwise provide Administrative Agent with evidence of such amount in a form acceptable to Administrative Agent, THEN Administrative Agent may use and rely on the amount of Funded Debt as reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof. NOTWITHSTANDING THE FOREGOING, if Administrative Agent does not timely receive acceptable quarterly financial statements in accordance with Section 4.2 hereof, THEN Administrative Agent (in its sole and absolute discretion) may deem the applicable Rate Margin to be the highest Rate Margin margin for the applicable Rate Index reflected in the chart above, retroactive to the first calendar day of the then-current fiscal quarter. FURTHER NOTWITHSTANDING THE FOREGOING (or any other provision hereof regarding the timing of establishing the applicable Rate Margin), upon the funding of any Advance after the Closing Date for a purpose set forth in Section 1.1.3 hereof that results in the outstanding balance under the Line of Credit Facility exceeding the outstanding balance as of the most recent change in the Rate Margin by $1,000,000 or more, THEN the applicable Rate Margin hereunder (at the option of the Required Lenders) may be adjusted to reflect the additional amount of Funded Debt thereby outstanding.

Applicable Rate Margins. The Current Interest Rate Margin and the Deferred Interest Rate Margin applicable to the Term Loan Facility will be established as of the initial Settlement Closing Date and as of the first calendar day of each fiscal quarter Interest Period after the date that Administrative Agent receives or should have received the most recent periodic financial statements of Borrowers delivered in accordance with Section 4.2. The Current Interest Rate Margin and the Deferred Interest Rate Margin will be based upon the Leverage Ratio of (a) Funded Debt as of the date of establishment of such Rate Margin TO Margins to (b) OFC (I.E., Operating Cash Flow) for the four consecutive fiscal quarter period ending on OCF as of the last day of the most recent fiscal quarter reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof4.2, AND and will be determined according to the following schedulechart: Adjusted Prime Rate Adjusted LIBO Rate Current Interest Current Interest Deferred Interest Leverage Ratio Rate Margin Rate Margin Rate Margin -------------- ---------- --------- LESS THAN ----------------- ---------------- -------------- <2.0 0.004.00% 1.50% GREATER THAN OR EQUAL TO 2.0 but LESS THAN 3.0 1.00% 2.00% GREATER THAN OR EQUAL TO 3.0 2.006.00% 3.00% In determining the amount of Funded Debt as of the date of establishing such Rate Margin, unless Borrowers otherwise provide Administrative Agent with evidence of such amount in a form acceptable to Administrative Agent, THEN Administrative Agent may use and rely on the amount of Funded Debt as reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof. NOTWITHSTANDING THE FOREGOING, if >2.0 but <3.0 5.00% 7.00% 3.00% - >3.0 6.00% 8.00% 3.00% - If Administrative Agent does not timely receive acceptable quarterly financial statements prepared and delivered in accordance with Section 4.2 hereof4.2, THEN then Administrative Agent (in its the sole and absolute discretiondiscretion of Required Lenders) may deem the applicable Rate Margin Margins for each Portion to be the highest Rate Margin Margins for the applicable Rate Index reflected in the chart above, either prospectively or retroactive to the first calendar day of the then-current fiscal quarter. Upon the funding of any Advance after the Closing Date in excess of $100,000, then Administrative Agent (in the sole and absolute discretion of Required Lenders) may elect to prospectively adjust the Rate Margin applicable to each portion to reflect the additional amount of Funded Debt thereby outstanding. Even though the pricing schedule above may contemplate Rate Margins for Leverage Ratios in excess of the Leverage Ratios from time to time permitted under Section 4.1: (1) the existence of such pricing in the above schedule (or the effectiveness thereof) does not amend any of the requirements under Section 4.1 or waive any Default or Event of Default caused by any non-compliance therewith from time to time and (2) Lenders may nevertheless exercise from time to time during the occurrence of an Event of Default any and all rights and remedies that are permitted by any Loan Document or applicable law.

Applicable Rate Margins. The Rate Margin applicable to the Term Loan Line of Credit Facility will be established as of the initial Settlement Date and as of the first calendar day of the calendar month occurring after the Lenders' receipt of each fiscal quarter Periodic Compliance Certificate required to be delivered by the Borrower under Section 4.2 and will be based upon the Leverage Ratio of (a) Funded Debt as of the date of establishment of such Rate Margin TO (b) OFC (I.E., Operating Cash Flow) for the four consecutive fiscal quarter period ending on the last day of the most recent fiscal quarter reflected on the most recent quarterly or annual financial statements delivered to Administrative Agent and each Lender in accordance with Section 4.2 hereof, AND will be determined according to the following schedule: Adjusted Prime Rate LIBO Rate Leverage Ratio Margin Margin -------------- ---------- --------- LESS THAN 2.0 0.00% 1.50% GREATER THAN OR EQUAL TO 2.0 but LESS THAN 3.0 1.00% 2.00% GREATER THAN OR EQUAL TO 3.0 2.00% 3.00% pricing grid set forth on SCHEDULE A attached hereto. In determining the amount of Funded Debt as of the date for purposes of establishing such Rate Margin, unless Borrowers Borrower otherwise provide provides Administrative Agent with evidence of such amount in a form reasonably acceptable to Administrative Agent, THEN then Administrative Agent may use and rely on the amount of Funded Debt as reflected on the most recent quarterly or annual financial statements delivered to Administrative Agent and each Lender in accordance with Section 4.2 hereof. NOTWITHSTANDING THE FOREGOING, if Administrative Agent does not timely receive acceptable quarterly or annual financial statements in accordance with Section 4.2 hereof, THEN Administrative Agent (in its sole and absolute discretion) may deem the applicable Rate Margin to be the highest Rate Margin for the applicable Rate Index reflected in SCHEDULE A. FURTHER NOTWITHSTANDING THE FOREGOING (or any other provision hereof regarding the chart abovetiming of establishing the applicable Rate Margin), retroactive to upon the first calendar day funding of any Advance after the Closing Date for a purpose set forth in Section 1.1.3 hereof that results in the outstanding balance under the Line of Credit Facility exceeding the outstanding balance as of the then-current fiscal quartermost recent determination of the Rate Margin by $5,000,000 or more, THEN the applicable Rate Margin hereunder (at the option of the Required Lenders) may be adjusted to reflect the additional amount of Funded Debt thereby outstanding.

Applicable Rate Margins. The Current Interest Rate Margin and the Deferred Interest Rate Margin applicable to the Term Loan Facility will be established as of the initial Settlement Closing Date and as of the first calendar day of each fiscal quarter Interest Period after the date that Administrative Agent receives or should have received the most recent periodic financial statements of Borrowers delivered in accordance with Section 4.2. The Current Interest Rate Margin and the Deferred Interest Rate Margin will be based upon the Leverage Ratio of (a) Funded Debt as of the date of establishment of such Rate Margin TO Margins to (b) OFC (I.E., Operating Cash Flow) for the four consecutive fiscal quarter period ending on OCF as of the last day of the most recent fiscal quarter reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof4.2, AND and will be determined according to the following schedulechart: Adjusted Prime Rate Adjusted LIBO Rate Current Interest Current Interest Deferred Interest Leverage Ratio Rate Margin Rate Margin Rate Margin -------------- ---------- --------- LESS THAN ----------------- ----------------- -------------- <2.0 0.004.00% 1.50% GREATER THAN OR EQUAL TO 2.0 but LESS THAN 3.0 1.00% 2.00% GREATER THAN OR EQUAL TO 3.0 2.006.00% 3.00% In determining the amount of Funded Debt as of the date of establishing such Rate Margin, unless Borrowers otherwise provide Administrative Agent with evidence of such amount in a form acceptable to Administrative Agent, THEN Administrative Agent may use and rely on the amount of Funded Debt as reflected on the most recent quarterly financial statements delivered to Administrative Agent in accordance with Section 4.2 hereof. NOTWITHSTANDING THE FOREGOING, if >2.0 but <3.0 5.00% 7.00% 3.00% - >3.0 6.00% 8.00% 3.00% - If Administrative Agent does not timely receive acceptable quarterly financial statements prepared and delivered in accordance with Section 4.2 hereof4.2, THEN then Administrative Agent (in its the sole and absolute discretiondiscretion of Required Lenders) may deem the applicable Rate Margin Margins for each Portion to be the highest Rate Margin Margins for the applicable Rate Index reflected in the chart above, either prospectively or retroactive to the first calendar day of the then-current fiscal quarter. Upon the funding of any Advance after the Closing Date in excess of $100,000, then Administrative Agent (in the sole and absolute discretion of Required Lenders) may elect to prospectively adjust the Rate Margin applicable to each portion to reflect the additional amount of Funded Debt thereby outstanding. Even though the pricing schedule above may contemplate Rate Margins for Leverage Ratios in excess of the Leverage Ratios from time to time permitted under Section 4.1: (1) the existence of such pricing in the above schedule (or the effectiveness thereof) does not amend any of the requirements under Section 4.1 or waive any Default or Event of Default caused by any non-compliance therewith from time to time and (2) Lenders may nevertheless exercise from time to time during the occurrence of an Event of Default any and all rights and remedies that are permitted by any Loan Document or applicable law.