Pricing Adjustment. The interest rate spread parameters set forth in Subsections (A) and (C) above shall be decreased in accordance with the following schedule upon full payment of $18.000,000.00 in Free Cash Flow Payments (as defined in Section 6 of Construction and Term Loan Supplement numbered RI0487T0lB hereof): Pricing Type Initial Spread Spread After Completion of $18,000,000.00 of Free Cash Flow Payments Agent Base Rate +100 Basis Points +75 Basis Points LIBOR +390 Basis Points +365 Basis Points The applicable interest rate adjustment shall (i) become effective 30 calendar days after completion of $18,000,000.00 in Free Cash Flow Payments; and (ii) shall be effective on a prospective basis only and shall not affect existing fixed rate pricing. The Company shall select the applicable rate option at the time it requests a loan hereunder and may, subject to the limitations set forth above, elect to convert balances bearing interest at the variable rate option to one of the fixed rate options. Upon the expiration of any fixed rate period, interest shall automatically accrue at the variable rate option unless the amount fixed is repaid or fixed for an additional period in accordance with the terms hereof. Notwithstanding the foregoing, rates may not be fixed in such a manner as to cause the Company to have to break any fixed rate balance in order to pay any installment of principal. All elections provided for herein shall be made electronically (if applicable), telephonically or in writing and must be received by Agent not later than 12:00 Noon Company’s local time in order to be considered to have been received on that day; provided, however, that in the case of LIBOR rate loans, all such elections must be confirmed in writing upon Agent’s request. Interest shall be calculated on the actual number of days each loan is outstanding on the basis of a year consisting of 360 days and shall be payable monthly in arrears by the 20th day of the following month or on such other day in such month as Agent shall require in a written notice to the Company; provided, however, in the event the Company elects to fix all or a portion of the indebtedness outstanding under the LIBOR interest rate option above, at Agent’s option upon written notice to the Company, interest shall be payable at the maturity of the Interest Period and if the LIBOR interest rate fix is for a period longer than 3 months, interest on that portion of the indebtedness outstanding shall be payable quarterly in arrear...
Pricing Adjustment. The Pricing shall be adjusted following advance written notice from PCI to Client and shall be effective on […***…] of each year of the Term as follows: (i) labor costs shall be subject to annual increase to reflect any increase in the Producer Price Index, commodity code 06-38 for Pharmaceutical Preparations, issued by the Bureau of Labor Statistics, United States Department of Labor over the prior calendar year (based on the publication by the U.S. Department of Labor of the PPI on or about October 15th of the prior calendar year); (ii) cost in Raw Materials shall be subject to annual increase to reflect any increase in PCI’s costs over the prior calendar year, including any increases imposed by a Supplier; and (iii) production costs shall be subject to annual increase to reflect any reduction in purchase volume level below anticipated purchase volume over the prior calendar year. In addition, the parties acknowledge and agree that the Pricing is based on PCI performing order runs of consistent size and frequency and that the Pricing shall be subject to review and adjustment promptly following the occurrence of any unanticipated fluctuation in order run sizes or frequency or fluctuations in forecasted quantities as described in Sections 4.1 and 4.2. For example, such adjustment may include an increase in the Pricing due to reduced order run sizes. In addition, the parties shall negotiate in good faith changes to the Pricing resulting from changes to Applicable Laws that are reasonably likely to materially increase the cost of providing the services.
Pricing Adjustment. Exhibit B- Prices for Goods/Services is hereby amended by deleting the following Catalogs in their entirety:
Pricing Adjustment. In the event any Initiating Library initiates an arbitration pursuant to Paragraph 3(c)(2) above, if the arbitrator(s) determine that the price of the relevant Reviewable Subscriptions should be lower than the existing price, then Google shall (1) adjust the price of each then-current relevant Reviewable Subscription by the Adjustment Amount (as defined in the following sentence) in the manner described below, and (2) charge no more than the arbitrator-determined pricing for any new or renewal relevant Reviewable Subscription for a period of at least two years following the date of the arbitrator(s)’ decision (with arbitrator approved price increases allowed within this two year period). The “Adjustment Amount” for each relevant Reviewable Subscription will be (x) the excess of the existing price of the relevant Reviewable Subscription over the arbitrator-determined price, calculated on a monthly basis, multiplied by (y) the number of months of the relevant Reviewable Subscription occurring after the date of the notice to Google of the initiation of the relevant arbitration pursuant to Paragraph 3(c)(2) above through the date of expiration of the relevant term thereof. Google and the Institution (to the extent actually participating in the arbitration) agree to cooperate in expediting the selection of an arbitrator and the commencement and proceedings under any such arbitration, with the goals of (i) commencing arbitration proceedings as promptly as is reasonably practicable and (ii) having the time period between the date that the relevant arbitrator(s) commences substantive proceedings in the arbitration and the date of rendering of the arbitrator(s)’ decision not be more than three months. If such time period exceeds three months (which the arbitrator(s) may increase in his, her or their discretion to up to six months), then the number of months referred to in clause (y) above will be decreased by such excess number of months to the extent corresponding to relevant months of the relevant Reviewable Subscription. The Adjustment Amount will be applied (in the form of a pro rata credit, discount or other equivalent method reasonably determined by Google) to reduce the balance remaining on the purchase price of such then-current relevant Reviewable Subscription for the period after the date of the arbitrator(s)’ decision or, if the Adjustment Amount exceeds the amount remaining due for that period, such excess amount shall be refunded in cash by Google to t...
Pricing Adjustment a. CSG shall not increase any of the pricing contained in this Exhibit C prior to the ****** *********** date of the ********* ****. Thereafter, except for the **** *********** **** ***, which shall never be increased hereunder, upon ****** (**) **** prior written notice, CSG may increase the fees set forth in this Exhibit C no more than once in any ************* year to an amount computed, with respect to each fee, by *********** the then-current fee by the greater of (i) **** or (ii) *** ******* ******* (****) of the ********** ******** ** *** ******** ***** ***** for all ***** ********* (*****): **** **** ******** *** ***** **** **** *** ****** (******* = ***), during the prior ************* as published by the **** ********** ** ***** (or any successor index); provided, however, that any such increase is capped at ***** and *** **** ******* (*½*) per ******** ****. Each Client will be notified in writing of any such increase no less than ****** (**) **** prior to the application of such increase.
Pricing Adjustment. 4.1. CURRENCY ADJUSTMENT
Pricing Adjustment. (a) In full and complete satisfaction and discharge of the Company's obligations to Travelers under the Letter Agreement, upon the earlier of (i) a Change of Control (as defined below) or (ii) December 31, 2001, the Company shall (A) cancel the Travelers Preferred Stock and in its place issue 1,849,057 shares of Series C-IV Preferred Stock, par value $0.01 per share (the "Series C-IV Preferred Stock"), and 4,099,678 shares of Series C-V Preferred Stock, par value $0.01 per share (the "Series V Preferred Stock, and, together with the Series C-IV Preferred Stock, the "New Preferred Stock"), and (B) cancel the Travelers Warrants and in their place issue 462,264 warrants with an exercise price of $2.65 (the "C-IV Warrants") and 1,024,920 warrants with an exercise price of $1.14 (the "C-V Warrants" and, together with the C-IV Warrants, the "New Warrants").
Pricing Adjustment. The Contract Price for goods may be increased or decreased during the Term of the Contract only as set forth hereafter.
Pricing Adjustment. The interest rate spread parameters set forth in Subsections (1) and (3) above shall be decreased in accordance with the following schedule upon full payment of $18,000,000.00 in Free Cash Flow Payments (as defined in Section 6 hereof): Pricing Type Initial Spread Spread After Completion of $18,000,000.00 of Free Cash Flow Payments Agent Base Rate +25 Basis Points 0 Basis Points LIBOR +315 Basis Points +290 Basis Points The applicable interest rate adjustment shall (i) become effective 30 calendar days after completion of $18,000,000.00 in Free Cash Flow Payments; and (ii) shall be effective on a prospective basis only and shall not affect existing fixed rate pricing.
Pricing Adjustment. The definitions of "Facility Fee Rate" and "Margin Adjustment" set forth in the Pricing Schedule to the Credit Agreement are amended to read in full as follows with prospective effect from the date of this Amendment:
