Certain Pricing Adjustments Clause Samples
The 'Certain Pricing Adjustments' clause defines the circumstances under which the agreed-upon prices in a contract may be modified. Typically, this clause outlines specific triggers for price changes, such as fluctuations in material costs, changes in applicable taxes, or adjustments due to regulatory requirements. For example, if the cost of raw materials increases significantly, the seller may be permitted to adjust the final price accordingly. The core function of this clause is to provide flexibility and fairness in pricing, ensuring that both parties are protected from unforeseen cost changes during the contract term.
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Certain Pricing Adjustments. The applicable LIBOR Spread for Loans in effect from time to time shall be determined in accordance with the following table: ³ ▇▇/▇ ▇▇.▇ ▇ ▇▇/▇- 35.0 ³ Baa1/BBB+ 45.0 ³ Baa2/BBB 55.0 ³ Baa3/BBB- 75.0 < Baa3/BBB- 100.0 In the event that S&P and Moody’s ratings on the Borrower’s senior non-credit enhanced unsecured long-term debt are not equivalent to each other, the higher rating of S&P or Moody’s will determine the applicable LIBOR Spread, unless the ratings are more than one level apart, in which case the rating one level below the higher rating of S&P or Moody’s will be determinative. In the event that (a) the Borrower’s senior non-credit enhanced unsecured long-term debt is not rated by both of S&P or Moody’s (for any reason, including if S&P or Moody’s shall cease to be in the business of rating corporate debt obligations) or (b) if the rating system of any of S&P or Moody’s shall change, then an amendment shall be negotiated in good faith to the references to specific ratings in the table above to reflect such changed rating system or the unavailability of ratings from such rating agency (including an amendment to provide for the substitution of an equivalent or successor ratings agency). In the event that the Borrower’s senior unsecured long-term debt is not rated by either of S&P or Moody’s, then the applicable LIBOR Spread shall be deemed to be calculated as if the lowest rating category set forth above applied until such time as an amendment to the table above shall be agreed to. Any increase in the applicable LIBOR Spread determined in accordance with the foregoing table shall become effective on the date of announcement or publication by the Borrower or the applicable rating agency of a reduction in such rating or, in the absence of such announcement or publication, on the effective date of such decreased rating, or on the date of any request by the Borrower to the applicable rating agency not to rate its senior unsecured long-term debt or on the date any of such rating agencies announces it shall no longer rate the Borrower’s senior unsecured long-term debt. Any decrease in the applicable LIBOR Spread shall be effective on the date of announcement or publication by any of such rating agencies of an increase in rating or in the absence of announcement or publication on the effective date of such increase in rating. The applicable margin for ABR Loans shall be the applicable LIBOR Spread minus 100 Basis Points (but not less than 0%).
Certain Pricing Adjustments. The Facility Fee and the applicable LIBOR Spread in effect from time to time shall be determined in accordance with the following table:
Certain Pricing Adjustments. The Facility Fee and the applicable LIBOR Spread in effect from time to time shall be determined in accordance with the following table: S&P/▇▇▇▇▇'▇ Rating Applicable Equivalent of the LIBOR Borrower's senior Facility Fee Spread (in unsecured long-term (in Basis Basis debt Points) Points) ------------------- --------------- -------------- A/A2 or better 8.0 29.5 A-/A3 10.0 40.0 BBB+/Baa1 12.5 50.0 BBB/Baa2 15.0 60.0 BBB-/Baa3 17.5 70.0 BB+/Bal or lower 32.5 117.5 In the event the S&P rating on the Borrower's senior unsecured long-term debt is not equivalent to the ▇▇▇▇▇'▇ rating on such debt, the lower rating will determine the Facility Fee and applicable LIBOR Spread. In the event that the Borrower's senior unsecured long-term debt is rated by only one of S&P and ▇▇▇▇▇'▇, then that single rating shall be determinative. In the event that the Borrower's senior unsecured long-term debt is not rated by either S&P or ▇▇▇▇▇'▇, then the Facility Fee and the applicable LIBOR Spread shall be deemed to be calculated as if the lowest rating category set forth above applied. Any increase in the Facility Fee or the applicable LIBOR Spread determined in accordance with the foregoing table shall become effective on the date of announcement or publication by the Borrower or either such rating agency of a reduction in such rating or, in the absence of such announcement or publication, on the effective date of such decreased rating, or on the date of any request by the Borrower to either of such rating agencies not to rate its senior unsecured long-term debt or on the date either of such rating agencies announces it shall no longer rate the Borrower's senior unsecured long-term debt. Any decrease in the Facility Fee or applicable LIBOR Spread shall be effective on the date of announcement or publication by either of such rating agencies of an increase in rating or in the absence of announcement or publication on the effective date of such increase in rating. The applicable margin for ABR Loans shall be 1% less than the applicable LIBOR Spread (but not less than 0%).
Certain Pricing Adjustments. (a) The Facility Fee, the applicable LIBOR Spread, the applicable FFR Spread and the Utilization Fee Percentage in respect of the Non-Extended Revolving Commitments in effect from time to time shall be determined in accordance with the following table: A/A2/A or better 7.0 18.0 18.0 10.0 A-/A3/A- 8.0 22.0 22.0 10.0 BBB+/Baa1/BBB+ 10.0 30.0 30.0 10.0 BBB/Baa2/BBB 12.0 38.0 38.0 10.0 BBB-/Baa3/BBB- 15.0 47.5 47.5 12.5 BB+/Ba1/BB+ or worse 17.5 70.0 70.0 12.5 (b) The Facility Fee, the applicable LIBOR Spread, the applicable ABR Spread and the applicable FFR Spread in respect of the Extended Revolving Commitments and the Canadian Revolving Commitment in effect from time to time shall be determined in accordance with the following table: A/A2/A or better 55.0 275.0 175.0 275.0 A-/A3/A- 55.0 275.0 175.0 275.0 BBB+/Baa1/BBB+ 55.0 275.0 175.0 275.0 BBB/Baa2/BBB 60.0 300.0 200.0 300.0 BBB-/Baa3/BBB- 70.0 325.0 225.0 325.0 BB+/Ba1/BB+ or worse 75.0 350.0 250.0 350.0 provided that, (i) if the Borrower elects to extend the termination date of the Extended Revolving Commitments and the Canadian Revolving Commitment pursuant to the Extension Option described in Section 2.27, the interest rate margins for each pricing level detailed in the table in paragraph (b) (other than the Facility Fee) shall increase by 25 basis points after the Extended Termination Date and (ii) no Utilization Fee will apply to the Extended Revolving Tranche and the Canadian Revolving Commitment.
Certain Pricing Adjustments. For any day that the S&P rating of the Borrower's senior unsecured long-term debt is less than BBB- and the ▇▇▇▇▇'▇ rating of the Borrower's senior unsecured long-term debt is less than Baa3 (or the Borrower's senior unsecured debt is not rated by at least one of S&P and ▇▇▇▇▇'▇), the Applicable Margin will increase by 50 basis points. In the event that the Borrower's senior unsecured long-term debt is rated by only one of S&P and ▇▇▇▇▇'▇, then that single rating shall be determinative. The Borrower shall cause its senior unsecured long-term debt to be rated by either S&P or ▇▇▇▇▇'▇. Any reduction of any such rating shall become effective on the date of announcement or publication by the Borrower or either such rating agency of a reduction in such rating or, in the absence of such announcement or publication, on the effective date of such decreased rating, or on the date of any request by the Borrower to either of such rating agencies not to rate its senior unsecured long-term debt or on the date either of such rating agencies announces it shall no longer rate the Borrower's senior unsecured long-term debt. Any increase of any such rating shall be effective on the date of announcement or publication by either of such rating agencies of an increase in rating or in the absence of announcement or publication on the effective date of such increase in rating.
Certain Pricing Adjustments. The Facility Fee and the applicable LIBOR Spread in effect from time to time shall be determined in accordance with the following table: --------------------------------------------------------------------- S&P/▇▇▇▇▇'▇ Rating Equivalent of the Borrower's Facility Fee Applicable LIBOR senior unsecured (in Basis Spread (in Basis long-term debt Points) Points) --------------------------------------------------------------------- AA-/Aa3 or better 6.0 12.75 --------------------------------------------------------------------- A+/A1 7.0 13.00 --------------------------------------------------------------------- A/A2 8.0 14.50 --------------------------------------------------------------------- A-/A3 9.0 16.00 --------------------------------------------------------------------- BBB+/Baa1 10.0 20.00 --------------------------------------------------------------------- BBB/Baa2 12.5 22.50 --------------------------------------------------------------------- BBB-/Baa3 17.5 32.50 --------------------------------------------------------------------- BB+/Bal or worse 25.0 37.50 --------------------------------------------------------------------- In the event the S&P rating on the Borrower's senior unsecured long-term debt is not equivalent to the ▇▇▇▇▇'▇ rating on such debt, the higher rating will determine the Facility Fee and applicable LIBOR Spread, unless the S&P and Moody's ratings are one or more levels apart, in which case the rating one level below the higher rating will be determinative. In the event that the Borrower's senior unsecured long-term debt is rated by only one of S&P and Moody's, then that single rating shall be determinative. In the event that the Borrower's senior unsecured long-term debt is not rated by either S&P or Moody's, then the Facility Fee and the applicable LIBOR Spread shall be deemed to be calculated as if the lowest rating category set forth above applied. Any increase in the Facility Fee or the applicable LIBOR Spread determined in accordance with the foregoing table shall become effective on the date of announcement or publication by the Borrower or either such rating agency of a reduction in such rating or, in the absence of such announcement or publication, on the effective date of such decreased rating, or on the date of any request by the Borrower to either of such rating agencies not to rate its senior unsecured long-term debt or on the date either of such rating agencies announces it shall no longer rate the Borrower's se...
Certain Pricing Adjustments. The Facility Fee and the applicable LIBOR Spread in effect from time to time shall be determined in accordance with the following table: S&P/▇▇▇▇▇'▇ Rating Equivalent of the Borrower's senior Facility Fee Applicable LIBOR UNSECURED LONG-TERM (IN BASIS SPREAD (IN BASIS DEBT POINTS) POINTS) ------------------------ ---------- ---------------- A/A2 or better 8.0 29.5