Common use of ERISA Reportable Event Clause in Contracts

ERISA Reportable Event. A reportable event with respect to a Guaranteed Pension Plan within the meaning of section 4043 of ERISA and the regulations promulgated thereunder as to which the requirement of notice has not been waived. EUROCURRENCY RESERVE RATE. For any day with respect to a Eurodollar Rate Loan, the maximum rate (expressed as a decimal) at which any bank subject thereto would be required to maintain reserves under Regulation D of the Board of Governors of the Federal Reserve System (or any successor or similar regulations relating to such reserve requirements) against "EUROCURRENCY LIABILITIES" (as that term is used in Regulation D), if such liabilities were outstanding. The Eurocurrency Reserve Rate shall be adjusted automatically on and as of the effective date of any change in the Eurocurrency Reserve Rate. EURODOLLAR BUSINESS DAY. Any day on which commercial banks are open for international business (including dealings in Dollar deposits) in London or such other interbank market as may be selected by the Agent in its sole discretion acting in good faith. EURODOLLAR LENDING OFFICE. Initially, the office of each Lender designated as such in SCHEDULE 1 attached hereto; thereafter, such other office of such Lender, if any, that shall be making or maintaining a Eurodollar Rate Loan. EURODOLLAR RATE. For any Interest Period with respect to a Eurodollar Rate Loan, the rate of interest equal to (a) the rate (rounded upwards to the nearest 1/16 of one percent) per annum at which the Reference Lender's Eurodollar Lending Office is offered Dollar deposits two (2) Eurodollar Business Days prior to the beginning of such Interest Period in the interbank eurodollar market where the eurodollar and foreign currency and exchange operations of such Eurodollar Lending Office are customarily conducted, for delivery on the first day of such Interest Period for the number of days comprised therein and in an amount comparable to the amount of the Eurodollar Rate Loan to which such Interest Period applies, divided by (b) a number equal to 1.00 MINUS the Eurocurrency Reserve Rate. EURODOLLAR RATE LOAN. The Term Loan or the Term Loan Amount, as applicable, when bearing interest calculated by reference to the Eurodollar Rate. EVENT OF DEFAULT. See section 9.1 hereof. FACILITY FEE. See section 3.2 hereof. FEE LETTER. See section 3.1 hereof. FINANCIAL AFFILIATE. A Subsidiary of the bank holding company controlling any Lender, which Subsidiary is engaging in any of the activities permitted by section 4(e) of the Bank Holding Company Act of 1956 (12 U.S.C. section 1843). FIXED CHARGE COVERAGE RATIO. See section 7.1 hereof.

ERISA Reportable Event. A reportable event with respect to a Guaranteed ---------------------- Pension Plan within the meaning of section 4043 (S)4043 of ERISA and the regulations promulgated thereunder as to which the requirement of notice has not been waived. EUROCURRENCY RESERVE RATEEurocurrency Reserve Rate. For any day date with respect to a Eurodollar Rate ------------------------- Loan, the maximum rate (expressed as a decimal) at which any bank lender subject thereto would be required to maintain reserves under Regulation D of the Board of Governors of the Federal Reserve System (or any successor or similar regulations relating to such reserve requirements) against "EUROCURRENCY LIABILITIESEurocurrency Liabilities" (as that term is used in Regulation D), if such liabilities were outstanding. The Eurocurrency Reserve Rate shall be adjusted automatically on and as of the effective date of any change in the Eurocurrency Reserve Rate. EURODOLLAR BUSINESS DAYEurodollar Business Day. Any day on which commercial banks are open for ----------------------- international business (including dealings in Dollar deposits) in London or such other eurodollar interbank market as may be selected by the Agent in its sole discretion acting in good faith. EURODOLLAR LENDING OFFICEEurodollar Lending Office. Initially, the office of each Lender Bank designated as ------------------------- such in SCHEDULE Schedule 1 attached hereto; thereafter, such other office of such LenderBank, if any, -------- - that shall be making or maintaining a Eurodollar Rate LoanLoans. EURODOLLAR RATEEurodollar Rate. For any Interest Period with respect to a Eurodollar Rate --------------- Loan, the rate of interest equal to (a) the rate arithmetic average of the rates per annum for the Reference Bank (rounded upwards to the nearest 1/16 of one percent) per annum of the rate at which the such Reference LenderBank's Eurodollar Lending Office is offered Dollar deposits two (2) Eurodollar Business Days prior to the beginning of such Interest Period in the interbank eurodollar market where the eurodollar and foreign currency and exchange operations of such Eurodollar Lending Office are customarily conducted, for delivery on the first day of such Interest Period for the number of days comprised therein and in an amount comparable to the amount of the Eurodollar Rate Loan of the Reference Bank to which such Interest Period applies, divided by (b) a number equal to 1.00 MINUS minus the Eurocurrency Reserve Rate, if applicable. EURODOLLAR RATE LOANEurodollar Rate A Loans. The Revolving Credit Loans, all or any portion of the ----------------------- Term Loan A and all or the Term Loan Amount, as applicable, when any portion of any Advance bearing interest calculated by reference to the Eurodollar Rate. EVENT OF DEFAULTEurodollar Rate B Loans. See section 9.1 hereof. FACILITY FEE. See section 3.2 hereof. FEE LETTER. See section 3.1 hereof. FINANCIAL AFFILIATE. A Subsidiary All or any portion of the bank holding company controlling any Lender, which Subsidiary is engaging in any of Term Loan B bearing ----------------------- interest calculated by reference to the activities permitted by section 4(e) of Eurodollar Rate. Eurodollar Rate Loans. The Eurodollar Rate A Loans and the Bank Holding Company Act of 1956 (12 U.S.C. section 1843). FIXED CHARGE COVERAGE RATIO. See section 7.1 hereofEurodollar Rate B --------------------- Loans.

ERISA Reportable Event. A reportable event with respect to a Guaranteed Pension Plan within the meaning of section 4043 ss.4043 of ERISA and the regulations promulgated thereunder as to which the requirement of notice has not been waived. EUROCURRENCY RESERVE RATEEurocurrency Reserve Rate. For any day with respect to a Eurodollar Rate Loan, the maximum rate (expressed as a decimal) at which any bank lender subject thereto would be required to maintain reserves under Regulation D of the Board of Governors of the Federal Reserve System (or any successor or similar regulations relating to such reserve requirements) against "EUROCURRENCY LIABILITIESEurocurrency Liabilities" (as that term is used in Regulation D), if such liabilities were outstanding. The Eurocurrency Reserve Rate shall be adjusted automatically on and as of the effective date of any change in the Eurocurrency Reserve Rate. EURODOLLAR BUSINESS DAYEurodollar Business Day. Any day on which commercial banks are open for international business (including dealings in Dollar deposits) in London or such other eurodollar interbank market as may be selected by the Agent in its sole discretion acting in good faith. EURODOLLAR LENDING OFFICEEurodollar Lending Office. Initially, the office of each Lender Bank designated as such in SCHEDULE Schedule 1 attached hereto; thereafter, such other office of such LenderBank, if any, that shall be making or maintaining a Eurodollar Rate LoanLoans. EURODOLLAR RATEEurodollar Rate. For any Interest Period with respect to a Eurodollar Rate Loan, the rate of interest equal to (a) the rate (rounded upwards to the nearest 1/16 of one percent) per annum at which the Reference LenderAgent's Eurodollar Lending Office is offered Dollar deposits two (2) Eurodollar Business Days prior to the beginning of such Interest Period in the interbank eurodollar market where the eurodollar and foreign currency and exchange operations of such Eurodollar Lending Office are customarily conducted, for delivery on the first day of such Interest Period for the number of days comprised therein and in an amount comparable to the amount of the Eurodollar Rate Loan of the Agent to which such Interest Period applies, divided by (b) a number equal to 1.00 MINUS minus the Eurocurrency Reserve Rate, if applicable. EURODOLLAR RATE LOANEurodollar Rate Loans. The Term Loan or the Term Loan Amount, as applicable, when Revolving Credit Loans and Growth Loans bearing interest calculated by reference to the Eurodollar Rate. EVENT OF DEFAULT. See section 9.1 hereof. FACILITY FEE. See section 3.2 hereof. FEE LETTER. See section 3.1 hereof. FINANCIAL AFFILIATE. A Subsidiary of the bank holding company controlling any Lender, which Subsidiary is engaging in any of the activities permitted by section 4(e) of the Bank Holding Company Act of 1956 (12 U.S.C. section 1843). FIXED CHARGE COVERAGE RATIO. See section 7.1 hereof.

ERISA Reportable Event. A reportable event with respect to a Guaranteed Pension Plan within the meaning of section §4043 of ERISA and the regulations promulgated thereunder thereunder. Euro and EUR. The lawful currency of the Participating Member States introduced in accordance with the EMU Legislation. Eurocurrency Base Rate. See the definition of “Eurocurrency Rate”. Eurocurrency Business Day. Any day: (a) on which dealings in deposits in Dollars are conducted by and between banks in the London interbank eurodollar market, if such day relates to any interest rate settings as to which the requirement a Eurocurrency Rate Loan denominated in Dollars, any fundings, disbursements, settlements and payments in Dollars in respect of notice has not been waived. EUROCURRENCY RESERVE RATE. For any day with respect to a Eurodollar such Eurocurrency Rate Loan, the maximum rate (expressed as a decimal) at which any bank subject thereto would be required to maintain reserves under Regulation D of the Board of Governors of the Federal Reserve System (or any successor or similar regulations relating other dealings in Dollars to be carried out pursuant to this Credit Agreement in respect of any such reserve requirementsEurocurrency Rate Loan; (b) against "EUROCURRENCY LIABILITIES" (as that term is used in Regulation D)a TARGET Day, if such liabilities were outstanding. The day relates to any interest rate settings as to a Eurocurrency Reserve Rate shall be adjusted automatically on Loan denominated in Euro, any fundings, disbursements, settlements and as of the effective date payments in Euro in respect of any change such Eurocurrency Rate Loan, or any other dealings in Euro to be carried out pursuant to this Credit Agreement in respect of any such Eurocurrency Rate Loan; (c) on which dealings in deposits in the relevant currency are conducted by and between banks in the London or other applicable offshore interbank market for such currency, if such day relates to any interest rate settings as to a Eurocurrency Reserve Rate. EURODOLLAR BUSINESS DAY. Any day Rate Loan denominated in a currency other than Dollars or Euro; and (d) on which commercial banks are open for international foreign exchange business (including in the principal financial center of the country of such currency, if such day relates to any fundings, disbursements, settlements and payments in a currency other than Dollars or Euro in respect of a Eurocurrency Rate Loan denominated in a currency other than Dollars or Euro, or any other dealings in Dollar deposits) any currency other than Dollars or Euro to be carried out pursuant to this Credit Agreement in London or respect of any such Eurocurrency Rate Loan (other interbank market as may be selected by the Agent in its sole discretion acting in good faiththan any interest rate settings). EURODOLLAR LENDING OFFICEEurocurrency Lending Office. Initially, the office of each Lender designated as such in SCHEDULE Schedule 1 attached hereto; thereafter, such other office of such Lender, if any, that shall be making or maintaining a Eurodollar Eurocurrency Rate Loan. EURODOLLAR RATE. For any Interest Period with respect to a Eurodollar Rate Loan, the rate of interest equal to (a) the rate (rounded upwards to the nearest 1/16 of one percent) per annum at which the Reference Lender's Eurodollar Lending Office is offered Dollar deposits two (2) Eurodollar Business Days prior to the beginning of such Interest Period in the interbank eurodollar market where the eurodollar and foreign currency and exchange operations of such Eurodollar Lending Office are customarily conducted, for delivery on the first day of such Interest Period for the number of days comprised therein and in an amount comparable to the amount of the Eurodollar Rate Loan to which such Interest Period applies, divided by (b) a number equal to 1.00 MINUS the Eurocurrency Reserve Rate. EURODOLLAR RATE LOAN. The Term Loan or the Term Loan Amount, as applicable, when bearing interest calculated by reference to the Eurodollar Rate. EVENT OF DEFAULT. See section 9.1 hereof. FACILITY FEE. See section 3.2 hereof. FEE LETTER. See section 3.1 hereof. FINANCIAL AFFILIATE. A Subsidiary of the bank holding company controlling any Lender, which Subsidiary is engaging in any of the activities permitted by section 4(e) of the Bank Holding Company Act of 1956 (12 U.S.C. section 1843). FIXED CHARGE COVERAGE RATIO. See section 7.1 hereofLoans.

ERISA Reportable Event. A reportable event with respect to a Guaranteed Pension Plan within the meaning of section Section 4043 of ERISA and the regulations promulgated thereunder as to which the requirement of notice has not been waivedthereunder. EUROCURRENCY RESERVE RATE. For any day with respect to a Eurodollar Rate Loan, the maximum rate (expressed as a decimal) at which any bank subject thereto would be required to maintain reserves under Regulation D of the Board of Governors of the Federal Reserve System (or any successor or similar regulations relating to such reserve requirements) against "EUROCURRENCY LIABILITIES" (as that term is used in Regulation D), if such liabilities were outstanding. The Eurocurrency Reserve Rate shall be adjusted automatically on and as of the effective date of any change in the Eurocurrency Reserve Rate. EURODOLLAR BUSINESS DAY. Any day on which commercial banks are open for international business (including dealings in Dollar deposits) in London or such other eurodollar interbank market as may be selected by the Administrative Agent in its sole discretion acting in good faith. EURODOLLAR LENDING OFFICE. Initially, the office of each Lender designated as such in SCHEDULE 1 attached hereto; thereafter, such other office of such Lender, if any, that shall be making or maintaining a Eurodollar Rate LoanLoans. EURODOLLAR RATE. For any Interest Period with respect to a Eurodollar Rate Loan, the rate of interest equal to (a) the rate arithmetic average of the rates per annum for the Reference Lender (rounded upwards to the nearest 1/16 of one percent) per annum of the rate at which the Reference Lender's Eurodollar Lending Office is offered Dollar deposits two (2) Eurodollar Business Days prior to the beginning of such Interest Period in the interbank eurodollar market where the eurodollar and foreign currency and exchange operations of such Eurodollar Lending Office are customarily conducted, for delivery on the first day of such Interest Period for the number of days comprised therein and in an amount comparable to the amount of the Eurodollar Rate Loan of the Reference Lender to which such Interest Period applies, divided by DIVIDED BY (b) a number equal to 1.00 MINUS the Eurocurrency Reserve Rate, if applicable, at the time such Eurodollar Rate Loan was requested. EURODOLLAR RATE LOANLOANS. The Term Loan or the Term Loan Amount, as applicable, when Revolving Credit Loans bearing interest calculated by reference to the Eurodollar Rate. EVENT OF DEFAULT. See section 9.1 hereofSection 13.1. EXECUTIVE ORDER. See Section 7.15. EXISTING CREDIT AGREEMENT. As defined in the preamble hereto. EXISTING LETTERS OF CREDIT. Collectively, the letters of credit listed on SCHEDULE 1-A hereto issued under the Existing Credit Agreement. FACILITY FEE. See section 3.2 hereofSection 2.2. FEE LETTER. See section 3.1 hereof. FINANCIAL AFFILIATE. A Subsidiary of the bank holding company controlling any Lender, which Subsidiary is engaging in any of the activities permitted by section 4(e) of the Bank Holding Company Act of 1956 (12 U.S.C. section 1843). FIXED CHARGE COVERAGE RATIO. See section 7.1 hereof.-8-