Sustainability Adjustment definition

Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the Applicable Margin and the Commitment Fee Rate for such Sustainability Adjustment Period based on the below table, as determined by reference to the ESG Score set forth in the most recent ESG Certificate delivered by the Borrower pursuant to Section 5.01(j), as follows: ESG Score Change in Applicable Margin Change in Commitment Fee Rate [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] ; provided that, if the Borrower fails to deliver an ESG Certificate in accordance with Section 5.01(j), the Sustainability Adjustment shall be a [***]% increase in respect of each of the Applicable Margin and the Commitment Fee Rate, in each case from the date of such failure to deliver such ESG Certificate until (but excluding) the commencement of the next Sustainability Adjustment Period; provided further that, the Sustainability Adjustment shall be deemed to be zero for each day during which an Event of Default pursuant to Section 7.01(b) has occurred and is continuing (unless such Event of Default has been waived in accordance with Section 10.08); provided further that, if the relevant ESG Agency (w) fails or is no longer able to issue any ESG Report, or otherwise delays the issuance of any ESG Report without the consent of the Borrower, (x) notifies the Borrower, or makes an announcement to the effect, that it will no longer issue ESG Reports, or (y) materially changes the way it determines the ESG Score, then in any such case the Borrower or the Administrative Agent (acting on the instructions of the Required Lenders) may request that negotiations be entered into between the Borrower and the Sustainability Structuring Agent (for a period of no more than 30 consecutive days, or such longer period as may be mutually agreed by the Borrower and the Administrative Agent (with the consent of the Required Lenders)) with a view to agreeing on an alternate ESG Agency and/or a substitute basis for determining the ESG Score. During any such negotiation period, the ESG Score with respect to the applicable Sustainability Adjustment Period shall be based on the Sustainability Adjustment that was in effect immediately prior to the date on which such negotiation period commenced. If no agreement can be reached between the Borrower and the Sustainability Structuring Agent during such negotiation period, the Sustainability Adjustment shall cea...
Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the applicable rate per annum set forth under “LIBOR Margin”, “ABR Margin”, “Financial LC Participation Fee” or “Performance LC Participation Fee” in the definition of Applicable Rate for such Sustainability Adjustment Period based on the below table, as determined by reference to the ESG Scores set forth in the most recent ESG Certificate delivered by the Borrower pursuant to Section 5.01(e), as follows: ESG Category S&P Global ESG Score MSCI ESG Rating Applicable Rate Adjustment (% per annum) Category 1 > 90 AAA - 0.05% Category 2 88 – 89 AA - 0.025% Category 3 83 – 87 A 0.00% Category 4 81 – 82 BBB + 0.025% Category 5 < 80 < BB + 0.05% For purposes of the foregoing, (i) if either ESG Agency shall not have in effect an ESG Score for the Borrower (other than by reason of the circumstances referred to in the last sentence of this definition), then such ESG Agency shall be deemed to have established a rating in Category 3 and (ii) if the ESG Score established or deemed to have been established by the ESG Agencies shall fall within different ESG Categories, the Sustainability Adjustment shall be based on the higher of the two ESG Scores unless one of the two ESG Scores is more than one Category lower than the other, in which case the Sustainability Adjustment shall be determined by reference to the Category next below that of the higher of the two ESG Scores. For purposes of this grid, Category 1 is higher than Category 5. Each change in the Sustainability Adjustment based on a change in ESG Scores shall apply during the period commencing on the applicable Sustainability Adjustment Date. If any ESG Agency (a) is no longer able to issue a ESG Report, (b) notifies the Borrower, or makes an announcement to the effect, that it will no longer issue ESG Reports, or (c) materially changes the way it determines the ESG Score, then in any such case the Borrower or the Administrative Agent may request that the Borrower and the Sustainability Agent negotiate in good faith (for a period of no more than 30 consecutive days, or such longer period as may be mutually agreed by the Borrower and the Administrative Agent) to amend the definition of ESG Agency and/or provide for a substitute basis for determining the ESG Score and, pending the effectiveness of any such amendment, the Sustainability Adjustment shall be determined by reference to the ESG Score most recently in effect prior to such change or cessati...
Sustainability Adjustment means, with respect to any period between Sustainability Pricing Adjustment Dates, an amount (whether negative or zero), expressed as a percentage, equal to the Sustainability Metrics Adjustment Amount.

Examples of Sustainability Adjustment in a sentence

  • Depending on performance against interim targets that have been set for each year of the credit facility term, the Sustainability Adjustment is structured as a two-way mechanic and could move either up, down or remain unchanged for each sustainability performance target based on performance.

  • EBITDA goals will be determined in accordance with the annual financial plan review undertaken by the Board of Directors and management.

  • The Company has provided all information reasonably requested by the Agent and the Sustainability Structuring Agent to support the Company’s calculation of the Sustainability Amount, the Sustainability Percentage and Applicable Sustainability Adjustment.

  • The Company has provided all information reasonably requested by the Agent to support the Company’s calculation of the Sustainability Amount, the Sustainability Percentage and Applicable Sustainability Adjustment.

  • Each party hereto hereby agrees that the Administrative Agent shall not have any responsibility for (or liability in respect of) reviewing, auditing or otherwise evaluating any Applicable Sustainability Adjustment (or any criteria on which such Applicable Sustainability Adjustment is based) set forth in any Sustainability Rating Certificate (and the Administrative Agent may rely conclusively on any such certificate, without further inquiry).

  • The margin also includes a Sustainability Adjustment Mechanism whereby the margin may increase or decrease by 0.05% based on the absolute change in the Company performance as measured and reported by Sustainalytics2.

  • For a more comprehensive indicator, GCI’s Environmental Sustainability Adjustment, which is a composite index derived from the Environmental Performance Index shall be considered to be tracked.

  • Changes in the Applicable Margin resulting from a change in the Applicable Sustainability Adjustment then in effect shall be effective five (5) business days after the Agent has received the applicable annual compliance certificate (it being understood and agreed that each change in the Sustainability Adjustment 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).

  • Following the effectiveness of an ESG Amendment, any modification to the ESG Pricing Provisions shall be subject only to the consent of the Borrower, the Administrative Agent and the Required Lenders so long as such modification does not have the effect of increasing or decreasing the Sustainability Adjustment Limitations set forth in the ESG Amendment.

  • Notwithstanding the foregoing, during any applicable Sustainability Adjustment Period, the Applicable Margin shall be decreased by the Applicable Sustainability Adjustment (if any) in effect during such Sustainability Adjustment Period; provided that in no event shall the Applicable Margin be less than zero.


More Definitions of Sustainability Adjustment

Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the Applicable Margin in the pricing grid set forth in Schedule I for such Sustainability Adjustment Period, equal to the sum of the applicable Diversity Adjustment and the applicable GHG Adjustment based on the most recent Sustainability Certificate delivered by the Borrower to the Agent and Sustainability Structuring Agent. For the avoidance of doubt, Sustainability Adjustments shall not be cumulative year over year; each applicable Sustainability Adjustment shall apply only during the applicable Sustainability Adjustment Period.
Sustainability Adjustment has the meaning given to that term in Clause 13.4 (Sustainability linked Margin adjustments).
Sustainability Adjustment has the meaning given to that term in the definition of “Margin”.”;
Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the Applicable Margin and the Commitment Fee Rate for such Sustainability Adjustment Period based on the below table, as determined by reference to the ESG Score set forth in the most recent ESG Certificate delivered by the Borrower pursuant to Section 5.01(j), as follows:
Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the Applicable Rate set forth under "Term Benchmark Loans", "Base Rate Canada Loans" and "Standby Fee" in the matrix set forth in Schedule H for such Sustainability Adjustment Period, equal to the sum of the applicable ESG Rating Adjustment, the Diverse Leadership Adjustment and the Climate Adjustment based on the most recent ESG Certificate delivered by WPM to the Administrative Agent and Co-Lead Sustainability Structuring Agents. For the avoidance of doubt, Sustainability Adjustments shall not be cumulative year over year; each applicable Sustainability Adjustment shall apply only during the applicable Sustainability Adjustment Period.
Sustainability Adjustment means, for any Sustainability Adjustment Period, an adjustment to the applicable rate per annum set forth under “LIBOR Margin”, “ABR Margin”, “Financial LC Participation Fee” or “Performance LC Participation Fee” in the definition of Applicable Rate for such Sustainability Adjustment Period based on the below table, as determined by reference to the ESG Scores set forth in the most recent ESG Certificate delivered by the Borrower pursuant to Section 5.01(e), as follows:

Related to Sustainability Adjustment

  • Equity Adjustment means the dollar amount resulting by subtracting the Book Value, as of Bank Closing, of all Liabilities Assumed under this Agreement by the Assuming Bank from the purchase price, as determined in accordance with this Agreement, as of Bank Closing, of all Assets acquired under this Agreement by the Assuming Bank, which may be a positive or a negative number.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • Cost of Living Adjustment means the percentage (if any) by which the Consumer Price Index for the month of October preceding the adjustment ex- ceeds the Consumer Price Index for the month of October one year before the month of October preceding date of the adjustment.

  • Informal adjustment means an agreement reached among the parties, with consultation, but not the consent, of the victim of the crime or other persons specified in KRS 610.070 if the victim chooses not to or is unable to participate, after a petition has been filed, which is approved by the court, that the best interest of the child would be served without formal adjudication and disposition;

  • CPI Adjustment means the quotient of (i) the CPI for the month of January in the calendar year for which the CPI Adjustment is being determined, divided by (ii) the CPI for January of 2007.

  • SOFR Adjustment means 0.10% (10 basis points) per annum.

  • Contract Term Adjustment means adjustment only as provided for in the three circumstances described in this Subsection. Under these circumstances, the contract term shall be adjusted in writing to include additional calendar days in one or more Normal Operating Seasons equal to the actual time lost, except as limited by paragraph (b) in this Subsection. To qualify for such adjustment, Purchaser shall give written notice of the lost time not later than 30 days after end of Normal Operating Season in which time was lost and at least 10 days before Termination Date. Contracting Officer shall make prompt written acknowledgment of such notice, indicating concurrence with the number of days in the notice or the number of days Forest Service considers as qualifying for the adjustment. Lost portions of days shall be disregarded in computing time lost. The three circumstances qualifying for a Contract Term Adjustment are:

  • ISDA Fallback Adjustment means the spread adjustment (which may be a positive or negative value or zero) that would apply for derivatives transactions referencing the ISDA Definitions to be determined upon the occurrence of an index cessation event with respect to the Benchmark for the applicable tenor.

  • Corrective Measure The contractor shall repair and deficiencies which do not meet the performance guideline.

  • Benchmark Replacement Adjustment means, with respect to any replacement of the then-current Benchmark with an Unadjusted Benchmark Replacement for any applicable Interest Period and Available Tenor for any setting of such Unadjusted Benchmark Replacement:

  • Material Project EBITDA Adjustments means, with respect to each Material Project:

  • Lot line adjustment means the relocation of the property boundary line in a

  • CMSA NOI Adjustment Worksheet A report substantially in the form of, and containing the information called for in, the downloadable form of the "NOI Adjustment Worksheet" available as of the Closing Date on the CMSA Website, or such other form for the presentation of such information and containing such additional information as may from time to time be recommended by the CMSA for commercial mortgage securities transactions generally and is acceptable to the Master Servicer or the Special Servicer, as applicable, and in any event, shall present the computations made in accordance with the methodology described in such form to "normalize" the full year net operating income and debt service coverage numbers used in the other reports required by this Agreement.

  • Value Adjustments means cash lending revenues and other revenues on collateral in respect of a Series of ETP Securities.

  • Price Adjustment means any and all price reductions, offsets, discounts, rebates, adjustments, and or refunds which accrue to or are factored into the final net cost to the hospital outpatient department or ambulatory surgical center.

  • Market Value Adjustment means, on a given date, an amount equal to the lesser of (x) 98% and (y) a percentage determined according to the following formula: Market Value Adjustment = 98% – [(10yrCMTt – 10yrCMTlaunch) ×Duration], where 10yrCMTt = the 10-Year Treasury Constant Maturity Rate published each business day by the Board of Governors of the Federal Reserve System, or, if such rate ceases to be published, a successor rate reasonably determined by the Trustees (the “10-Year CMT”), on such repurchase date; 10yrCMTlaunch = the 10-Year CMT as of the end of the Initial Offering Period; and Duration = an estimate of the duration of the periodic interest payments of a hypothetical coupon-paying U.S. Government Security with a 25-year maturity, calculated by the Trust’s Investment Manager as of the end of the Initial Offering Period;

  • Increased Assessed Value means, for each Fiscal Year during the term of this Agreement, the amount by which the Current Assessed Value for such year exceeds the Original Assessed Value. If the Current Assessed Value is less than or equal to the Original Assessed Value in any given Tax Year, there is no Increased Assessed Value in that year.

  • SOFR Adjustment Conforming Changes means, with respect to any SOFR Rate, any technical, administrative or operational changes (including changes to the interest period, timing and frequency of determining rates and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Administrator decides, from time to time, may be appropriate to adjust such SOFR Rate in a manner substantially consistent with or conforming to market practice (or, if the Administrator decides that adoption of any portion of such market practice is not administratively feasible or if the Administrator determines that no market practice exists, in such other manner as the Administrator determines is reasonably necessary).

  • Baseline means the “Initial Small Business Lending Baseline” set forth on the Initial Supplemental Report (as defined in the Definitive Agreement), subject to adjustment pursuant to Section 3(a).

  • Insurance Cost Increase shall not, however, include any premium increases resulting from the nature of the occupancy of any other lessee of the Building. If the parties insert a dollar amount in Paragraph 1.9, such amount shall be considered the "BASE PREMIUM." If a dollar amount has not been inserted in Paragraph 1.9 and if the Building has been previously occupied during the twelve (12) month period immediately preceding the Commencement Date, the "Base Premium" shall be the annual premium applicable to such twelve (12) month period. If the Building was not fully occupied during such twelve (12) month period, the "Base Premium" shall be the lowest annual premium reasonably obtainable for the Required Insurance as of the Commencement Date, assuming the most nominal use possible of the Building. In no event, however, shall Lessee be responsible for any portion of the premium cost attributable to liability insurance coverage in excess of $1,000,000 procured under Paragraph 8.2(b).

  • Term SOFR Adjustment means a percentage equal to 0.10% per annum.

  • Adjustment Price means the lowest Underlying Price within the Adjustment Period after the Underlying Price is for the first time equal to or below the Adjustment Threshold.

  • Inflation adjustment means that term as defined in the master settlement agreement.

  • Related Adjustment means, in determining any LIBOR Successor Rate, the first relevant available alternative set forth in the order below that can be determined by the Administrative Agent applicable to such LIBOR Successor Rate:

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).