Applicable Rate definition
Applicable Rate means a percentage per annum equal to:
Applicable Rate means, for any day, with respect to any Loan, or with respect to the commitment fees payable hereunder, as the case may be, the applicable rate per annum set forth below under the caption “Revolving Commitment ABR Spread”, “Revolving Commitment Eurodollar Spread” “Term A Loan/DDTL ABRS Spread”, “Term A Loan/DDTL Eurodollar Spread” or “Commitment Fee Rate”, as the case may be, based upon the Borrower’s Total Leverage Ratio as of the most recent determination date, provided that until the delivery to the Administrative Agent, pursuant to Section 5.01, of the Borrowers’ consolidated financial information for the Borrowers’ fiscal quarter ending September 30, 2019, the “Applicable Rate” shall be the applicable rates per annum set forth below in Category 2: Total Leverage Ratio RevolvingCommitmentABR Spread RevolvingCommitmentEurodollarSpread Term ALoan/DDTLABRSpread Term A Loan/DDTLEurodollarSpread CommitmentFee Rate For purposes of the foregoing, (a) the Applicable Rate shall be determined as of the end of each fiscal quarter of the Company, based upon the Company’s annual or quarterly consolidated financial statements delivered pursuant to Section 5.01 and (b) each change in the Applicable Rate resulting from a change in the Total Leverage Ratio shall be effective during the period commencing on and including the date of delivery to the Administrative Agent of such consolidated financial statements indicating such change and ending on the date immediately preceding the effective date of the next such change, provided that (A) at any time that an Event of Default has occurred and is continuing or (B) at the option of the Administrative Agent or at the request of the Required Lenders, if the Borrowers fail to deliver the annual or quarterly consolidated financial statements required to be delivered by it pursuant to Section 5.01, the Total Leverage Ratio shall be deemed to be in Category 1 during the period from the expiration of the time for delivery thereof until such consolidated financial statements are delivered. If at any time the Administrative Agent determines that the financial statements upon which the Applicable Rate was determined were incorrect (whether based on a restatement, fraud or otherwise), the Borrowers shall be required to retroactively pay any additional amount that the Borrowers would have been required to pay if such financial statements had been accurate at the time they were delivered.
Applicable Rate means, for any day, in the case of any Daily SOFR Loan, any Term SOFR Loan, any Alternative Currency Term Rate Loan, any Alternative Currency Daily Rate Loan, any ABR Loan, any Letter of Credit, or with respect to the commitment fees payable hereunder, as the case may be, the applicable rate per annum set forth below under the caption “Daily SOFR Spread”, “Term SOFR Spread”, “Alternative Currency Term Rate Spread”, “Alternative Currency Daily Rate Spread”, “ABR Spread”, “Letter of Credit Fee” or “Commitment Fee Rate”, as the case may be: 1 > 3.50 to 1.00 1.750 % 0.750 % 1.750 % 0.250 % 2 <3.50 to 1.00 but > 2.50 to 1.00 1.500 % 0.500 % 1.500 % 0.225 % 3 <2.50 to 1.00 but > 1.50 to 1.00 1.250 % 0.250 % 1.250 % 0.200 % 4 < 1.50 to 1.00 1.125 % 0.125 % 1.125 % 0.175 % For purposes of this definition, until the date on which the Administrative Agent receives a Compliance Certificate pursuant to Section 5.12(c) for the Parent Borrower’s first full Fiscal Quarter ending after the Closing Date (or, if such first full Fiscal Quarter is also the end of a Fiscal Year, pursuant to Section 5.12(b)), the Applicable Rate will be based on Pricing Level 3 in respect of the table above. Thereafter, the Applicable Rate will be based on the Pricing Level, as determined by reference to the Total Net Leverage Ratio (as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 5.12(b) or 5.12(c)). Any increase or decrease in the Applicable Rate resulting from a change in the Total Net Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 5.12(b) or 5.12(c), as applicable; provided, however, that, if a Compliance Certificate is not delivered when due in accordance with such Section 5.12, then Pricing Level 1 shall apply as of the first Business Day after the date on which such Compliance Certificate was required to have been delivered and shall remain in effect until the date on which such Compliance Certificate is delivered.
Examples of Applicable Rate in a sentence
The Borrower shall pay to the Administrative Agent for the account of each Lender in accordance with its Applicable Percentage, in Dollars, a Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit, which shall accrue at a rate equal to the Applicable Rate applicable to Letters of Credit times the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit.
The Borrower shall pay to the Administrative Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the Applicable Rate for Commitment Fees times the actual daily amount by which the Aggregate Commitments exceed the sum of (i) the Outstanding Amount of Committed Loans and (ii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.19.
The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.
The Borrower shall pay to the Administrative Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee equal to the Applicable Rate times the actual daily unused amount of the aggregate Term Loan A-3 Commitments, subject to adjustment as provided in Section 2.12.
If there is any change in the Applicable Rate during any quarter, the daily amount available to be drawn under each Letter of Credit shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.
More Definitions of Applicable Rate
Applicable Rate means, for any day:
Applicable Rate means, from time to time, the following percentages per annum, based upon the Debt Rating as set forth below:
Applicable Rate means, for any day, with respect to any Eurodollar Revolving Loan or ABR Revolving Loan, or with respect to the facility fees payable hereunder, as the case may be, the applicable rate per annum set forth below under the caption “Eurodollar Spread”, “ABR Spread” or “Facility Fee Rate”, as the case may be, based upon the ratings by S&P, ▇▇▇▇▇’▇ and Fitch, respectively, applicable on such date to the Index Debt: Category 1 BBB- or higher/Baa3 or higher 2.50 % 1.50 % .500 % Category 2 BB+ and Ba1 2.75 % 1.75 % .500 % Category 3 BB and Ba2 3.00 % 2.00 % .500 % Category 4 BB-/Ba3 3.25 % 2.25 % .625 % Category 5 lower than BB-/lower than Ba3 3.50 % 2.50 % .750 % For purposes of the foregoing, (i) if any of S&P, ▇▇▇▇▇’▇ or Fitch shall not have in effect a rating for the Index Debt (other than by reason of the circumstances referred to in the last sentence of this definition), then such rating agency shall be deemed to have established a rating in Category 5; (ii) if the ratings established or deemed to have been established by S&P, ▇▇▇▇▇’▇ and Fitch for the Index Debt shall fall within different Categories, (A) if two of the ratings fall within the same Category, then the Applicable Rate shall be determined by reference to the Category of the two same ratings and (B) if each of the three ratings fall within different Categories, then the Applicable Rate shall be based on the rating that is between the highest and the lowest ratings; and (iii) if the ratings established or deemed to have been established by S&P, ▇▇▇▇▇’▇ and Fitch for the Index Debt shall be changed (other than as a result of a change in the rating system of S&P, ▇▇▇▇▇’▇ or Fitch), such change shall be effective as of the date on which it is first announced by the applicable rating agency. Each change in the Applicable Rate shall apply during the period commencing on the effective date of such change and ending on the date immediately preceding the effective date of the next such change. If the rating system of S&P, ▇▇▇▇▇’▇ or Fitch shall change, or if any such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrower and the Lenders shall negotiate in good faith to amend this definition to reflect such changed rating system or the unavailability of ratings from such rating agency and, pending the effectiveness of any such amendment, the Applicable Rate shall be determined by reference to the rating most recently in effect prior to such change or cessation.”
Applicable Rate means, for any day, with respect to any Eurodollar Loan, or with respect to the facility fees payable hereunder, as the case may be (subject to the immediately following paragraph of this defined term), the applicable rate per annum set forth below under the caption “Eurodollar Spread”, “ABR Spread” or “Facility Fee Rate”, as the case may be, based upon the ratings by ▇▇▇▇▇'▇ and/or S&P, respectively, applicable on such date to the Index Debt: Category 1 > A2/A 0.815% 0.000% 0.060% Category 2 A3/A- 0.925% 0.000% 0.075% Category 3 Baa1/BBB+ 1.025% 0.025% 0.100% Category 4 Baa2/BBB 1.125% 0.125% 0.125% Category 5 < Baa3/BBB- 1.350% 0.350% 0.150% For purposes of the foregoing, (i) if only one of ▇▇▇▇▇'▇ and S&P shall have in effect a rating for the Index Debt (other than by reason of a change in the rating system of, or unavailability of a ratings by, such rating agencies, as referred to in the last sentence of this paragraph), then the other rating agency shall be deemed to have established a rating in the same Category as such agency; (ii) if each of ▇▇▇▇▇’▇ and S&P shall have in effect a rating for the Index Debt, and such ratings shall fall within different Categories, the Applicable Rate shall be based on the higher of the two ratings; and (iii) if the ratings established or deemed to have been established by ▇▇▇▇▇'▇ and/or S&P for the Index Debt shall be changed (other than as a result of a change in the rating system of ▇▇▇▇▇'▇ or S&P), such change shall be effective as of the date on which it is first announced by the applicable rating agency. Each change in the Applicable Rate shall apply during the period commencing on the effective date of such change and ending on the date immediately preceding the effective date of the next such change. If the rating system of ▇▇▇▇▇'▇ or S&P shall change, or if either such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrower and the Lenders shall negotiate in good faith to amend this definition to reflect such changed rating system or the unavailability of ratings from such rating agency and, pending the effectiveness of any such amendment, the Applicable Rate shall be determined by reference to the rating most recently in effect prior to such change or cessation.
Applicable Rate means, for any day, (a) with respect to any (i) Initial Term Loan, 3.00% for ABR Loans and 4.00% for Adjusted Eurocurrency Rate Loans, (ii) Second Amendment Incremental Term Loan (including the 2021 Replacement Term Loans)]2, 3.00% for ABR Loans and 4.00% for Adjusted Eurocurrency Rate Loans and (iii) Initial Revolving Loan, the rate per annum set forth below under the caption “Initial Revolving Loan ABR Spread” or “Initial Revolving Loan Adjusted Eurocurrency Rate Spread” of the grid below titled “Initial Revolving Loans”, as the case may be, based upon the First Lien Leverage Ratio; provided that until the first Adjustment Date following the completion of at least one full Fiscal Quarter ended after the Closing Date, the “Applicable Rate” for any Initial Revolving Loan shall be the applicable rate per annum set forth below in Category 1 of the grid set forth below and (b) with respect to any Additional Term Loan and Additional Revolving Loan of any Class, the rate or rates per annum specified in the applicable Refinancing Amendment, Incremental Facility Agreement or Extension Amendment: Upon the consummation of a Qualifying IPO, each of the percentages set forth above with respect to the Initial Revolving Loans shall be reduced by 0.25%. The Applicable Rate with respect to Initial Revolving Loans shall be adjusted quarterly on a prospective basis on each Adjustment Date based upon the First Lien Leverage Ratio in accordance with the table above; provided that if financial statements (and the corresponding Compliance Certificate required pursuant to Section 5.01(c)) are not delivered when required pursuant to Section 5.01(a) or (b), as applicable, the “Applicable Rate” for any Initial Revolving Loan shall, at the option of the Administrative Agent (at the direction of the Required Lenders) and upon notice to the Borrower, be the rate per annum set forth above in Category 1 of the table above until such financial statements (and the corresponding Compliance Certificate required pursuant to Section 5.01(c)) are delivered in compliance with Section 5.01(a) or (b), as applicable.
Applicable Rate means, for any day, (a) with respect to any Eurodollar Loan, 2.25%, (b) with respect to any ABR Loan, 1.00%, and (c) with respect to commitment fees, 0.50%.
Applicable Rate means for any day (a) with respect to the Loans made to each Borrower, the applicable rate per annum set forth below under the caption “Eurodollar Spread” for Loans comprising Eurodollar Borrowings or “ABR Spread” for Loans comprising ABR Borrowings, as the case may be, based upon the ratings by ▇▇▇▇▇’▇ and S&P, respectively, applicable on such date to the Index Debt for such Borrower, or (b) with respect to the commitment fees payable hereunder, the rate per annum set forth below under the caption “Commitment Rate” based upon the ratings by ▇▇▇▇▇’▇ and S&P, respectively, applicable on such date to the Index Debt for WPZ. Category 1 ³ BBB+ / Baa1 1.25 % 0.25 % 0.175 % Category 2 BBB / Baa2 1.50 % 0.50 % 0.20 % Category 3 BBB- / Baa3 1.75 % 0.75 % 0.25 % Category 4 BB+ / Ba1 1.875 % 0.875 % 0.30 % Category 5 £ BB / Ba2 2.25 % 1.25 % 0.40 % For purposes of the foregoing, with respect to each Borrower (i) if only one of ▇▇▇▇▇’▇ and S&P shall have in effect a rating for the Index Debt, then the other rating agency shall be deemed to have established a rating in the same Category as such agency; (ii) if each of ▇▇▇▇▇’▇ and S&P shall have in effect a rating for the Index Debt, and such ratings shall fall within different Categories, the Applicable Rate shall be based on (A) if the difference is one Category, the higher of the two ratings, and (B) if the difference is more than one Category, the rating one Category below the higher of the two ratings; and (iii) if the ratings established or deemed to have been established by ▇▇▇▇▇’▇ and S&P for the Index Debt shall be changed (other than as a result of a change in the rating system of ▇▇▇▇▇’▇ or S&P), such change shall be effective as of the date on which it is first announced by the applicable rating agency. Each change in the Applicable Rate shall apply during the period commencing on the effective date of such change and ending on the date immediately preceding the effective date of the next such change. If the rating system of ▇▇▇▇▇’▇ or S&P shall change, or if any such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrowers and the Lenders shall negotiate in good faith to amend this definition to reflect such changed rating system or the unavailability of ratings from such rating agency and, pending the effectiveness of any such amendment, the Applicable Rate shall be determined by reference to the rating most recently in effect prior to such change or cessation.