Applicable Leverage Ratio definition
Applicable Leverage Ratio means, with respect to any date of determination, the Consolidated Leverage Ratio set forth in the Pricing Certificate (as defined below) in effect for the Pricing Period (as defined below) in which such date of determination occurs. For purposes of this definition, (i) "Pricing Certificate" means an Officer's Certificate of Company certifying as to the Consolidated Leverage Ratio as of the last day of any Fiscal Quarter and setting forth the calculation of such Consolidated Leverage Ratio in reasonable detail, which Officer's Certificate may be delivered to Administrative Agent at any time on or after the date of delivery by Company of the Compliance Certificate (the "Related Compliance Certificate") with respect to the period ending on the last day of such Fiscal Quarter pursuant to subsection 6.1(iii), and (ii) "Pricing Period" means each period commencing on the first Business Day after the delivery to Administrative Agent of a Pricing Certificate and ending on the first Business Day after the next Pricing Certificate is delivered to Administrative Agent; provided that, anything contained in this definition to the contrary notwithstanding, (a) the first Pricing Period shall commence no earlier than the date which is six months after the Closing Date, and the Pricing Certificate in respect of the first Pricing Period may be delivered at any time on or after such date and shall relate to the most recent financial statements delivered by Company to Administrative Agent pursuant to subsection 6.1(i), (b) the Applicable Leverage Ratio for the period from the Closing Date to but excluding the date of commencement of the first Pricing Period shall be deemed to be 6.25:1.00, and (c) in the event that, after the commencement of the first Pricing Period, (X) Company fails to deliver a Pricing Certificate to Administrative Agent setting forth the Consolidated Leverage Ratio as of the last day of any Fiscal Quarter on or before the last day (the "Cutoff Date") on which Company is required to deliver the Related Compliance Certificate and (Y) Administrative Agent determines (each such determination being an "Agent Determination") on or after the Cutoff Date (on the basis of the Related Compliance Certificate or a Pricing Certificate delivered after the Cutoff Date) that the Applicable Leverage Ratio that would have been in effect if Company had delivered a Pricing Certificate on the Cutoff Date is greater than the Consolidated Leverage Ratio set forth in the most r...
Applicable Leverage Ratio means, with respect to any date of determination, the Consolidated Leverage Ratio set forth in the Effective Pricing Certificate (as defined below) in respect of the Pricing Period (as defined below) in which such date of determination occurs; provided that with respect to the Tranche C Term Loans for the period beginning from the Second Restatement Date to but excluding the date of commencement of the first Pricing Period beginning upon the delivery of an Effective Pricing Certificate for the first Fiscal Quarter ending more than 90 days after the BSN Acquisition Closing Date, the Applicable Leverage Ratio shall be deemed to be greater than 3.75:1. For purposes of this definition, (i) ”Pricing Certificate” means an Officers’ Certificate of Borrowers’ Agent delivered (a) in the case of any of the first three Fiscal Quarters (beginning with the Fiscal Quarter ending September 30, 2004) of any Fiscal Year, within 45 days after the end of such Fiscal Quarter, (b) in the case of the fourth Fiscal Quarter of any Fiscal Year, within 90 days after the end of such Fiscal Quarter, (c) following the date of consummation of a sale of equity Securities of Holdings in an offering, or (d) following any Pro Forma Event, in each case certifying as to the Consolidated Leverage Ratio, calculated on a Pro Forma Basis, as of the last day of such Fiscal Quarter or as of the date of consummation of such sale of equity Securities or Pro Forma Event after giving effect to the application of the proceeds thereof, as the case may be, and setting forth the calculation of such Consolidated Leverage Ratio in reasonable detail, which Officers’ Certificate, in the case of the immediately preceding clauses (a) and (b), may be delivered to Administrative Agent at any time on or after the date of delivery by Borrowers’ Agent of the Compliance Certificate with respect to the period ending on the last day of the applicable Fiscal Quarter pursuant to subsection 5.1(iii), and (ii) ”Pricing Period” means each period commencing on the second Business Day after the delivery (or deemed delivery as provided below) to Administrative Agent of a Pricing Certificate (the “Effective Pricing Certificate” in respect of such Pricing Period) and ending on the first Business Day after the next Pricing Certificate is delivered (or deemed to be delivered as provided below) to Administrative Agent; provided that, in the event Borrowers’ Agent fails to deliver to Administrative Agent a Pricing Certificate on or ...
Applicable Leverage Ratio means, at any time, the Consolidated Leverage Ratio as at the end of the most recent fiscal quarter of the Parent in respect of which financial statements have been (or were required to be) delivered by the Parent pursuant to either Section 9.01(1) or 9.01(2) hereof; provided, that to the extent that the required financial statements described in Section 9.01(1) or 9.01(2), as applicable, and the accompanying certificate described in the fourth to last paragraph of Section 9.01 have not been delivered within the time periods set forth therein, commencing on (and including) the date that is three Business Days after the date such financial statements were required to be delivered pursuant to Section 9.01(1) or 9.01(2), as applicable, until the date that is three Business Days after the date such financial statements and such certificate are delivered, the Applicable Leverage Ratio shall be deemed to be greater than 4.75 to 1.00; provided, further, that no change in the Applicable Leverage Ratio will take effect until the date that is three Business Days following receipt by the Administrative Agent of the applicable financial statements and accompanying certificate. Notwithstanding the foregoing, from the A&R Closing Date until (but not including) the date that is three Business Days after the first financial statements are required to be delivered pursuant to Section 9.01(1) or 9.01(2), as applicable, solely for the purposes of determining the Applicable Commitment Fee Rate and the Applicable Margin for the 2022 Revolving Loans and the 2022 Term A Loans, the Applicable Leverage Ratio shall be deemed to be 4.75 to 1.00 (i.e., Level 3).
Examples of Applicable Leverage Ratio in a sentence
Each change in the Applicable Base Rate Margin or Applicable Eurocurrency Margin or the Applicable Commitment Fee Percentage as a result of a change in the Applicable Leverage Ratio shall become effective on the date upon which such change in such ratio occurs.
Period Ratio Closing Date through 3/31/07 3.75 to 1.00 6/30/07 4.00 to 1.00 9/30/07 through 3/31/08 3.75 to 1.00 6/30/08 and thereafter 3.50 to 1.00 Notwithstanding the foregoing, if a Fox River OU3-5 Environmental Charges Event shall occur, then the Applicable Leverage Ratio (determined by the grid above) shall be increased by the amount specified in the table below based on the amount of the Fox River OU3-5 Related Debt on the date of such Fox River OU3-5 Environmental Charges Event.
LEVEL III PRICING applies at any date if (i) the Applicable Leverage Ratio is greater than or equal to 0.40 and (ii) neither Level I Pricing nor Level II Pricing applies.
Any change in Pricing Level shall be effective on the second Domestic Business Day after receipt by the Administrative Agent of the certificate setting forth the Applicable Leverage Ratio on which such change in Pricing Level is based.
LEVEL V PRICING applies at any date of (i) the Applicable Leverage Ratio is less than 0.30.
More Definitions of Applicable Leverage Ratio
Applicable Leverage Ratio. (a) With respect to First Lien Loans, the Obligor Net Senior Leverage Ratio of the applicable Obligor, (b) with respect to First Lien Last Out Loans and Second Lien Loans, Obligor Net Total Leverage Ratio of the applicable Obligor, (c) with respect to Recurring Revenue Loans, the Obligor Debt-to-Recurring Revenue Ratio of the applicable Obligor and (d) with respect to Tower Cash Flow Loans, the Obligor Tower Cash Flow Multiple of the applicable Obligor.
Applicable Leverage Ratio means, at any time, the Leverage Ratio as at the end of the most recent fiscal quarter of the Company in respect of which financial statements have been delivered by the Company pursuant to either Section 9.01(a) or 9.01(b) hereof; PROVIDED, that no change in the Applicable Leverage Ratio will take effect until the date five Business Days following receipt by the Administrative Agent of the applicable financial statements.
Applicable Leverage Ratio means, with respect to any date of determination, the Total Leverage Ratio set forth in the Pricing Certificate (as defined below) in respect of the most recently ended Test Period in which such date of determination occurs. For purposes of this definition, “Pricing Certificate” means an Officers’ Certificate of Borrowers’ Agent delivered (a) in the case of any of the first three Fiscal Quarters (beginning with the Fiscal Quarter ending March 31, 2020) of any Fiscal Year, within 45 days after the end of such Fiscal Quarter or (b) in the case of the fourth Fiscal Quarter of any Fiscal Year (beginning with the Fiscal Quarter ending December 31, 2019), within 90 days after the end of such Fiscal Quarter in each case certifying as to the Total Leverage Ratio, calculated on a Pro Forma Basis, as of the last day of such Fiscal Quarter, and setting forth the calculation of such Total Leverage Ratio in reasonable detail, which Officers’ Certificate may be delivered to Administrative Agent at any time on or after the date of delivery by Borrowers’ Agent of the Compliance Certificate with respect to the period ending on the last day of the applicable Fiscal Quarter pursuant to Section 7.1(c); provided, that, in the event Borrowers’ Agent fails to deliver to Administrative Agent a Pricing Certificate on or before the 45th day after the end of any of the first three Fiscal Quarters of any Fiscal Year or the 90th day after the end of the fourth Fiscal Quarter of any Fiscal Year (each such deadline, a “Cutoff Date” with respect to any such Fiscal Quarter), Borrowers’ Agent shall be deemed to have delivered to Administrative Agent, on the relevant Cutoff Date, a Pricing Certificate which establishes that the Total Leverage Ratio as of the last day of such Fiscal Quarter or as of the occurrence of the Pro Forma Event, as applicable, was greater than 3.50:1.00. Any change to the Applicable Eurocurrency Margin as a result of a change to the Applicable Leverage Ratio shall take effect two Business Days after delivery of a Pricing Certificate. As of the Closing Date, and for the Fiscal Quarters ending June 30, 2019 and September 30, 2019, the Applicable Leverage Ratio shall be deemed to be greater than 3.50:1.00.
Applicable Leverage Ratio for purposes of determining what Pricing Level exists at any date means (a) if at least three Domestic Business Days prior to such date the Borrower has delivered all financial statements and certificates required to be delivered on or before such date pursuant to subsections (a), (b) and (e) of Section 5.1, the ratio of Consolidated Debt to Consolidated Total Capitalization as of the last day of the period covered by such financial statements and (b) in all other cases, a ratio greater than 0.35; provided that Level I Pricing shall apply on any date after the Effective Date and before the initial delivery by the Borrower of all financial statements and certificates required to be delivered pursuant to subsections (a), (b) and (e) of Section 5.1 or the date such financial statements are first required to be delivered. "Level I Pricing" applies at any date if the Applicable Leverage Ratio is less than or equal to 0.10.
Applicable Leverage Ratio means, at any time, the Consolidated Leverage Ratio as at the end of the most recent fiscal quarter of the Parent in respect of which financial statements have been delivered by the Parent pursuant to either Section 9.01(a) or 9.01(b) hereof; provided, that to the extent that the required financial statements or the accompanying certificate described in the last paragraph of Section 9.01 have not been delivered to the Administrative Agent within the time period specified in Section 9.01(a) or 9.01(b), as applicable, the Pricing Level shall be deemed to be Level 4 (and the Applicable Commitment Fee and the Applicable Margin to be the rates corresponding to Level 4 as set forth in the respective definitions thereof) until receipt by the Administrative Agent thereof; provided further, that no change in the Applicable Leverage Ratio will take effect until the date five Business Days following receipt by the Administrative Agent of the applicable financial statements. From the Effective Date until receipt by the Administrative Agent of a compliance certificate as provided in the last paragraph of Section 9.01, absent the delayed delivery set forth in the first proviso of this definition, the Pricing Level shall be deemed to be ▇▇▇▇▇ ▇ and the Applicable Commitment Fee and the Applicable Margin to be the rates corresponding to Level 2 as set forth in the respective definitions thereof.
Applicable Leverage Ratio means, at any time, the ratio of Consolidated Total Debt to Consolidated EBITDA at such time.
Applicable Leverage Ratio means (a) with respect to determining the Applicable Rate in respect of any Eurocurrency Loan or ABR Loan made by, or the commitment fee payable to, a 2020 Dollar Tranche Lender or a 2020 Multicurrency Tranche Lender, the Senior Leverage Ratio and (b) with respect to determining the Applicable Rate in respect of any Eurocurrency Loan or ABR Loan made by, or the commitment fee payable to, a 2018 Dollar Tranche Lender or a 2018 Multicurrency Tranche Lender, the Total Leverage Ratio.