Quarterly Average Facility Utilization definition
Quarterly Average Facility Utilization means, for any Fiscal Quarter, the average for such Fiscal Quarter of the daily amounts determined as of 5:00 p.m. (New York City time) for each day during such Fiscal Quarter expressed as a percentage equivalent to a fraction (a) the numerator of which is the sum of (i) the aggregate principal amount of all Revolving Loans outstanding at such time and (ii) the Letter of Credit Usage at such time and (b) the denominator of which is the Maximum Credit in effect at such time.
Quarterly Average Facility Utilization or “Quarterly Average Excess Availability”), or waive or postpone the time for payment of any such interest or fee (including any prepayment fee);
Quarterly Average Facility Utilization or “Quarterly Average Excess Availability”), or waive or postpone the time for payment of any such interest or fee (including any prepayment fee); (vi) reduce the principal amount of any Loan or any reimbursement obligation in respect of any Letter of Credit; (vii) waive, amend or otherwise modify any provision of this Section 10.5(b), Section 10.5(d) or any other provision of this Agreement or any other Credit Document that expressly provides that the consent of all Lenders is required to waive, amend or otherwise modify any rights thereunder or to make any determination or grant any consent thereunder (including such provision set forth in Section 10.6(a)); (viii) amend the definition of the term “Requisite Lenders”, the term “Supermajority Lenders” or the term “Pro Rata Share”; provided that additional extensions of credit made pursuant to Sections 2.24, 2.25 and 2.26 shall be included, and with the consent of the Requisite Lenders other additional extensions of credit pursuant hereto may be included, in the determination of “Requisite Lenders”, “Supermajority Lenders” or “Pro Rata Share” on substantially the same basis as the Revolving Commitments and the Revolving Exposures are included on the Closing Date; (ix) release all or substantially all the Collateral from the Liens of the Collateral Documents, or all or substantially all the Guarantors from the Obligations Guarantee (or limit liability of all or substantially all the Guarantors in respect of the Obligations Guarantee) or contractually subordinate the Lien granted to the Collateral Agent in the Collateral for the benefit of the Secured Parties as to the Lien of any other creditor, in each case except as expressly provided in the Credit Documents and except in connection with a “credit bid” undertaken by the Collateral Agent at the direction of the Requisite Lenders pursuant to Section 363(k), Section 1129(b)(2)(a)(ii) or any other section of the Bankruptcy Code or other applicable law or any other sale or other disposition of assets in connection with an enforcement action with respect to the Collateral permitted pursuant to the Credit Documents (in which case only the consent of the Requisite Lenders will be required for such release) (it being understood that (A) an amendment or other modification of the type of obligations secured by the Collateral Documents or Guaranteed hereunder or thereunder shall not be deemed to be a release of the Collateral from the Liens of the Collateral Documents...
More Definitions of Quarterly Average Facility Utilization
Quarterly Average Facility Utilization means, for any fiscal quarter, the average for such fiscal quarter of the daily amounts determined as of 5:00 p.m. (New York City time) for each day during such fiscal quarter expressed as a percentage equivalent to a fraction (a) the numerator of which is the sum of (i) the aggregate principal amount of all Revolving Loans outstanding at such time and (ii) the Letter of Credit Usage at such time and (b) the denominator of which is the Maximum Credit in effect at such time. “Quarterly Financial Statements” means the unaudited consolidated balance sheets and related unaudited consolidated statements of income and cash flows of the Borrower and its Subsidiaries for the fiscal quarters ended March 31, 2017 and June 30, 2017. “Rating Agencies” means Fitch, Moody’s and S&P, or if Fitch, Moody’s or S&P (or any of the foregoing) does not make a rating on the relevant obligations publicly available, a nationally recognized statistical rating agency or agencies, as the case may be, selected by the Borrower that will be substituted for Fitch, Moody’s or S&P (or any of the foregoing), as the case may be. “Reference Time” with respect to any setting of the then-current Benchmark means (a) if such Benchmark is the EurodollarTerm SOFR Rate, 11:005:00 a.m. (LondonChicago time) on the day that is two London banking daysBusiness Days preceding 88 US-DOCS\124480978.17139630401.7
Quarterly Average Facility Utilization or “Quarterly Average Excess Availability”), or waive or postpone the time for payment of any such interest or fee; (iv) extend the time for payment of any such interest or fees; (v) reduce the principal amount of any Loan or any reimbursement obligation in respect of any Letter of Credit; (vi) amend, modify, terminate or waive any provision of this Section 10.01(2), Section 10.01(3) or any other provision of this Agreement that expressly provides that the consent of all Lenders is required; 197 US-DOCS\124480978.17139630401.7