Common use of Margin adjustments Clause in Contracts

Margin adjustments. (a) The Margin for the period commencing on the Second Effective Date and ending on the date falling six months after the Second Effective Date will be 1.75 per cent. per annum. (b) Thereafter, the Margin will be calculated by reference to the table below and the information set out in the relevant Compliance Certificate and financial statements for the relevant person: (c) Any change in the Margin will, subject to paragraph (d) below, apply to each Loan from the Business Day following receipt by the Facility Agent of the Compliance Certificate and the related financial statements indicating such change, provided that, on the date falling six months after the Second Effective Date, any change in the Margin will be calculated by reference to the table above using the information set out in the Compliance Certificate and financial statements which, as of that date, have most recently been delivered to the Facility Agent. (d) For so long as: (i) the Company is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statements; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in paragraph (b) above. (e) If the Margin has been calculated on the basis of a Compliance Certificate but would have been higher if it had been based on the audited financial statements of the Company in respect of the financial period in which that Compliance Certificate was delivered, the Margin will instead be calculated by reference to those audited financial statements of the Company. Any change will have a retrospective effect. If, in this event, any interest has been paid by a Borrower on the basis of the Compliance Certificate, a Borrower must immediately pay to the Facility Agent any interest which would have been paid to the Lenders if the Margin had been calculated by reference to the audited financial statements.

Margin adjustments. (a) The Margin for the period commencing on the Second Effective Date and ending on the date falling six months after the Second Effective Date will be 1.75 2.50 per cent. per annum. (b) Thereafter, the Margin will be calculated by reference to the table below and the information set out in the relevant Compliance Certificate and financial statements for the relevant person: (c) Any change in the Margin will, subject to paragraph (d) below, apply to each Loan from the Business Day following receipt by the Facility Agent of the Compliance Certificate and the related financial statements indicating such change, provided that, on the date falling six months after the Second Effective Date, any change in the Margin will be calculated by reference to the table above using the information set out in the Compliance Certificate and financial statements which, as of that date, have most recently been delivered to the Facility Agent. (d) For so long as: (i) the Company is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statements; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in paragraph (b) above. (e) If the Margin has been calculated on the basis of a Compliance Certificate but would have been higher if it had been based on the audited financial statements of the Company in respect of the financial period in which that Compliance Certificate was delivered, the Margin will instead be calculated by reference to those audited financial statements of the Company. Any change will have a retrospective effect. If, in this event, any interest has been paid by a Borrower on the basis of the Compliance Certificate, a Borrower must immediately pay to the Facility Agent any interest which would have been paid to the Lenders if the Margin had been calculated by reference to the audited financial statements.

Margin adjustments. (a) The Subject to paragraphs (c) (d) and (e) below, (i) the initial Margin for will be as set out in the period commencing on Compliance Certificate (and the Second Effective Date and ending on corresponding financial statements) delivered in accordance with Clause 4.1(a) (Conditions precedent documents) or, if no such Compliance Certificate is so delivered within 3 months of the date falling six months after the Second Effective Date will be 1.75 per cent. of this Agreement, 2.9% per annum. , and (bii) Thereafter, the subsequent Margin will applicable to each Loan shall be calculated by reference to the table below and the information Leverage ratio (as determined in accordance with Clause 21.3 (Leverage)) set out in the relevant most recent Compliance Certificate (and the financial statements for with which it is required by this Agreement to be delivered) received by the Facility Agent, and the rate per annum specified opposite the relevant personrange set out in the following table in which the Leverage ratio falls: (cb) Any change in adjustment to the Margin will, subject to under paragraph (da) below, apply to each Loan from above shall take effect on the date falling two Business Day following Days after receipt by the Facility Agent of the a Compliance Certificate (and the related financial statements indicating such change, provided that, with which it is required by this Agreement to be delivered) in accordance with Clause 20.3 (Compliance Certificate). (c) If any annual financial statements delivered under Clause 20.1 (Financial statements) demonstrate that the Margin : (i) should have been increased in accordance with this Clause 11.3 when (in reliance on the date falling six months after corresponding Compliance Certificate) it has not been; or (ii) should not have been decreased in accordance with this Clause 11.3 when (in reliance on the Second Effective Datecorresponding Compliance Certificate) it has been, any the appropriate change to the relevant Margin will be made with retrospective effect and the relevant Borrowers must, within three Business Days of receipt of written notification from the Facility Agent confirming the same, make additional payments of interest and commitment fees in such amount as the Facility Agent shall determine is necessary to give effect to the correct variation in the Margin will be calculated as demonstrated by reference to the table above using the information set out in the Compliance Certificate and annual financial statements which, as of that date, have most recently been delivered to the Facility Agentstatements. (d) For so long as: (i) the Company Parent is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statementsCertificate; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in rate, being 2.9% per annum plus any additional Margin resulting from paragraph (be) abovebelow. (e) If the The applicable Margin has been calculated on the basis of a Compliance Certificate but would have been higher if it had been based on the audited financial statements of the Company in respect of any Loan shall be increased by: (i) 0.10 per cent. per annum, if and for as long as the financial period in which that Compliance Certificate was delivered, the Margin will instead be calculated by reference to those audited financial statements aggregate amount of the Company. Any change will have a retrospective effect. If, in this event, any interest has been paid by a Borrower on the basis outstanding Loans exceeds 33.3% of the Compliance CertificateTotal Commitments; and (ii) a further 0.10 per cent. per annum (in addition to that applied by paragraph (a) above), a Borrower must immediately pay to if and for as long as the Facility Agent any interest which would have been paid to aggregate amount of the Lenders if outstanding Loans exceeds 66.6% of the Margin had been calculated by reference to the audited financial statementsTotal Commitments.

Margin adjustments. (a) The Margin for Subject to the period commencing on other provisions of this Clause, from the Second Effective Date and ending on the first test date falling six months after the Second Effective Date will be 1.75 per cent. per annum. under Clause 22.7(c) (b) ThereafterInterest Cover), the Margin will be calculated by reference to in accordance with the table set out below and the information set out in the relevant Compliance Certificate and financial statements for the relevant person:Certificate: Consolidated Interest Cover (per cent.) Margin (per cent. per annum) 175 or more 1.50 less than 175 2.25 (cb) Any change in the Margin willwill occur, subject to paragraph (dc) below, apply to each on the first day of the Interest Period for a Loan from the Business Day following receipt by the Facility Agent of the a Compliance Certificate and the related financial statements indicating such change, provided that, on the date falling six months after the Second Effective Date, any change in the Margin will be calculated by reference to the table above using the information set out in the Compliance Certificate and financial statements which, as of that date, have most recently been delivered to the Facility AgentCertificate. (dc) For so long as: (i) the Company is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statementsCertificate; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in paragraph (b) aboverate, being 2.25 per cent. per annum. (ed) If the Margin has been calculated on the basis of a Compliance Certificate but but: (i) would have been higher if it had been based on the audited subsequent financial statements of the Company in respect of the financial period in which that Compliance Certificate was deliveredCompany, the Margin will instead be calculated by reference to those audited the relevant financial statements of the Company. Any change will have a retrospective effect. If, in this event, any amount of interest has been paid by a the Borrower on the basis of the Compliance Certificate, a the Borrower must immediately pay to the Facility Agent any interest shortfall in the amount which would have been paid to the Lenders if the Margin had been calculated by reference to the audited relevant financial statements; or (ii) subsequently the Compliance Certificate proves to be incorrect or subject to adjustment in any respect so that, had the Compliance Certificate been correct on its delivery, the Borrower would not have been entitled to a reduction in the Margin or the Margin would have been increased in respect of that and any subsequent Interest Periods, the Borrower shall promptly pay to the Facility Agent the amount which represents the difference between the amount which the Lenders actually received and the amount which the Lenders should have received. Any change will have a retrospective effect.

Margin adjustments. (a) The Margin for the period commencing on the Second Effective Date and ending on the date falling six months after the Second Effective Date will be 1.75 per cent. per annum. (b) Thereafter, the Margin will be calculated by reference to the table below and the information set out in the relevant most recent Compliance Certificate and financial statements for delivered by the relevant personCompany in accordance with the terms of this Agreement: (cb) Any change in the Margin will, subject to paragraph (dc) below, apply to each Loan from the Business Day following receipt by the Facility Agent of the Compliance Certificate and the related financial statements indicating such change, provided that, on the date falling six months after the Second Effective Date, that any change in the Margin will be calculated by reference to the table above using the information set out in the Compliance Certificate and financial statements which, as of that date, have most recently been delivered to the Facility Agent. (dc) For so long as: (i) the Company is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statements; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in paragraph (ba) above. (ed) If the Margin has been calculated on the basis of a Compliance Certificate but would have been higher if it had been based on the audited financial statements of the Company in respect of the financial period in which that Compliance Certificate was delivered, the Margin will instead be calculated by reference to those audited financial statements of the Company. Any change will have a retrospective effect. If, in this event, any interest has been paid by a Borrower the Company on the basis of the Compliance Certificate, a Borrower the Company must immediately on demand by the Facility Agent pay to the Facility Agent any additional interest which would have been paid to the Lenders if the Margin had been calculated by reference to the audited financial statements.

Margin adjustments. (a) The Margin for Subject to the period commencing on other provisions of this Clause, from the Second Effective Date and ending on the first test date falling six months after the Second Effective Date will be 1.75 per cent. per annum. under Clause 22.7(c) (b) ThereafterInterest Cover), the Margin will be calculated by reference to in accordance with the table set out below and the information set out in the relevant Compliance Certificate and financial statements for the relevant person:Certificate: 175 or more 1.50 less than 175 2.25 (cb) Any change in the Margin willwill occur, subject to paragraph (dc) below, apply to each on the first day of the Interest Period for a Loan from the Business Day following receipt by the Facility Agent of the a Compliance Certificate and the related financial statements indicating such change, provided that, on the date falling six months after the Second Effective Date, any change in the Margin will be calculated by reference to the table above using the information set out in the Compliance Certificate and financial statements which, as of that date, have most recently been delivered to the Facility AgentCertificate. (dc) For so long as: (i) the Company is in default of its obligation under this Agreement to provide a Compliance Certificate or relevant financial statementsCertificate; or (ii) an Event of Default is outstanding, at the option of the Majority Lenders, the Margin will be the highest applicable rate set out in the table in paragraph (b) aboverate, being 2.25 per cent. per annum. (ed) If the Margin has been calculated on the basis of a Compliance Certificate but but: (i) would have been higher if it had been based on the audited subsequent financial statements of the Company in respect of the financial period in which that Compliance Certificate was deliveredCompany, the Margin will instead be calculated by reference to those audited the relevant financial statements of the Company. Any change will have a retrospective effect. If, in this event, any amount of interest has been paid by a the Borrower on the basis of the Compliance Certificate, a the Borrower must immediately pay to the Facility Agent any interest shortfall in the amount which would have been paid to the Lenders if the Margin had been calculated by reference to the audited relevant financial statements; or (ii) subsequently the Compliance Certificate proves to be incorrect or subject to adjustment in any respect so that, had the Compliance Certificate been correct on its delivery, the Borrower would not have been entitled to a reduction in the Margin or the Margin would have been increased in respect of that and any subsequent Interest Periods, the Borrower shall promptly pay to the Facility Agent the amount which represents the difference between the amount which the Lenders actually received and the amount which the Lenders should have received. Any change will have a retrospective effect.