Performance Pricing Adjustments Sample Clauses

Performance Pricing Adjustments. The interest rate spread parameters set forth in Subsection (A) and(C) above shall be either increased or decreased in accordance with the following schedule: Total Debt to EBITDA (MLA, Section 10(B)) LIBOR Interest Rate Spread 7-Day LIBOR Interest Rate Spread Equal to or greater than 4.00 to 1.00 + 275 basis points + 275 basis points Equal to or greater than 3.50 to 1.00 but less than 4.00 to 1.00 + 250 basis points + 250 basis points Equal to or greater than 3.00 to 1.00 but less than 3.50 to 1.00 + 225 basis points + 225 basis points Equal to or greater than 2.50 to 1.00 but less than 3.00 to 1.00 + 200 basis points + 200 basis points Less than 2.50 to 1.00 + 175 basis points + 175 basis points The initial spreads shall be those applicable to Total Debt to EBITDA of less than 2.50 to 1.00. The applicable interest rate adjustment shall: (i) be considered as of each fiscal quarter end based on the quarterly Compliance Certificate provided by the Company under Section 8(H)(vii) of the MLA; (ii) become effective as of the first day of the fiscal quarter following receipt of such information by CoBank, and (iii) 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 CoBank 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 CoBank’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 CoBank...
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Performance Pricing Adjustments. The interest rate spread parameters set forth in Subsections (A) and (C) above shall be either increased or decreased in accordance with the following schedule: Maximum Total Debt to EBITDA (MLA, Section 10(B)) Applicable Spread > 4.00 to 1.00 + 3.00 % > 3.50 to 1.00 but < 4.00 to 1.00 + 2.75 % > 3.00 to 1.00 but < 3.50 to 1.00 + 2.50 % > 2.50 to 1.00 but < 3.00 to 1.00 + 2.25 % < 2.50 to 1.00 + 2.00 % The applicable interest rate adjustment shall: (1) be considered as of each fiscal quarter end based on the quarterly Compliance Certificate provided by the Company under Section 8(H)(7) of the MLA; (2) become effective as of the first day of the fiscal quarter following receipt of such information by CoBank; and (3) 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 CoBank 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 CoBank’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 CoBank 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 CoBank’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 three months, inte...
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Performance Pricing Adjustments. The interest rate spread parameters set forth in Subsections (1) and (3) above shall be as set forth in the following schedule:
Sample 1
Performance Pricing Adjustments. The rates of interest being charged on the Term Loan and the Revolving Loan, respectively, pursuant to Subsections 4.10.1, 4.10.2and 4.10.4, shall be reduced by the amount indicated below on the basis of the ratio of Total Equity to Total Assets, measured on a quarterly basis as of the end of each Fiscal Quarter ("MEASUREMENT QUARTER"), all as set forth below: Ratio of Total Equity to Total Assets Interest Rate Reduction < .375 0 basis points > .375 and < .40 25 basis points > .40 and < .45 50 basis points > .45 75 basis points Any such interest rate reduction for which Borrower qualifies shall be effective as of the first day of the Fiscal Quarter immediately succeeding the Measurement Quarter in which CoBank receives Borrower's financial statements and Compliance Certificate, required pursuant to Section 8.38 hereof, demonstrating that Borrower qualifies for a reduction of the interest rate charged on the Term Loan and Revolving Loan, as described above. In the event that Borrower's financial statements and Compliance Certificate required pursuant to Section 8.38 are not received by CoBank after the end of a Measurement Quarter, when required pursuant to Section 8.38, Borrower shall not be entitled to any interest rate reduction pursuant to this Subsection during the Fiscal Quarter immediately succeeding such Measurement Quarter.
Sample 1
Performance Pricing Adjustments. The interest rate spread parameters set forth in Subsections (1) and (3) above shall be as set forth in the following schedule: Total Funded Total Funded Debt to Net Debt to Net Worth less than Worth less than Total Funded Total Funded or equal to or equal to Debt to Net Debt to Net 0.60:1.00 but 0.50:1.00 but Worth less than Worth greater greater than greater than or equal to than 0.60:1.00 0.50:1.00 0.40:1.00 0.40:1.00 Agent Base Rate + 0.75 % + 0.50 % + 0.25 % + 0.00 % LIBOR + 3.50 % + 3.25 % + 3.00 % + 2.75 % Notwithstanding the foregoing, the initial interest rate spreads shall be those specified above for a Total Funded Debt to Net Worth greater than 0.60:1.00, with the first adjustment to occur as set forth below. In addition (and without limiting or affecting the provisions of Section 13 of the MLA), during any time that the Company is not in compliance with its agreements with Farm Credit or the Agent, the interest rate spreads shall be those specified above for a Total Funded Debt to Net Worth greater than 0.60:1.00.
Sample 1
Performance Pricing Adjustments. The interest rate spread parameters set forth in Subsections (A)(1) and (3) above shall be either increased or decreased in accordance with the following schedule: ---------------------------------------------------------------------------------------------------------------------- Total Equity/ Total Equity/ Total Equity/ Total Assets Total Assets Total Assets Less than 0.50 Greater than 0.50 to Less than 0.60 Greater than 0.60 ---------------------------------------------------------------------------------------------------------------------- Agent Base Rate +50 BP +25 BP +0 BP ---------------------------------------------------------------------------------------------------------------------- LIBOR +335 BP +310 BP +285 BP ---------------------------------------------------------------------------------------------------------------------- The applicable interest rate adjustment shall: (i) be considered as of each fiscal quarter end based on interim fmancial information provided by the Company within 20 working days of quarter end; (ii) become effective as of the first day of the month following receipt of such information by Agent, and (iii) 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 suc...
Sample 1

Related to Performance Pricing Adjustments

  • Pricing Adjustments a. In the event an adjustment is made to the computation of the net asset value of Fund shares as reported to Insurance Company under paragraph 7, (1) the correction will be handled in a manner consistent with SEC guidelines and the Investment Company Act of 1940, as amended and (2) the Funds or Transfer Agent shall notify Insurance Company as soon as practicable after discovering the need for any such adjustment. Notification may be made in the following manner: Method of Communication

  • Performance Adjustment One-twelfth of the annual Performance Adjustment Rate will be applied to the average of the net assets of the Portfolio (computed in the manner set forth in the Fund's Declaration of Trust or other organizational document) determined as of the close of business on each business day throughout the month and the performance period.

  • Performance Adjustment Rate Except as otherwise provided in sub-paragraph (e) of this paragraph 3, the Performance Adjustment Rate is 0.02% for each percentage point (the performance of the Portfolio and the Index each being calculated to the nearest .01%) that the Portfolio's investment performance for the performance period was better or worse than the record of the Index as then constituted. The maximum performance adjustment rate is 0.20%. For purposes of calculating the performance adjustment of the portfolio, the portfolio's investment performance will be based on the performance of the retail class. The performance period will commence with the first day of the first full month following the retail class's commencement of operations. During the first eleven months of the performance period for the retail class, there will be no performance adjustment. Starting with the twelfth month of the performance period, the performance adjustment will take effect. Following the twelfth month a new month will be added to the performance period until the performance period equals 36 months. Thereafter the performance period will consist of the current month plus the previous 35 months. The Portfolio's investment performance will be measured by comparing (i) the opening net asset value of one share of the retail class of the Portfolio on the first business day of the performance period with (ii) the closing net asset value of one share of the retail class of the Portfolio as of the last business day of such period. In computing the investment performance of the retail class of the Portfolio and the investment record of the Index, distributions of realized capital gains, the value of capital gains taxes per share paid or payable on undistributed realized long-term capital gains accumulated to the end of such period and dividends paid out of investment income on the part of the Portfolio, and all cash distributions of the securities included in the Index, will be treated as reinvested in accordance with Rule 205-1 or any other applicable rules under the Investment Advisers Act of 1940, as the same from time to time may be amended.

  • Downward Adjustments The Purchase Price shall be adjusted downward by the following:

  • Post-Closing Adjustments As soon as practicable after the Closing, but in no event later than one hundred eighty (180) days thereafter, Seller shall prepare and deliver to Purchaser a final settlement statement (the “Final Settlement Statement”) setting forth each adjustment or payment that was not finally determined as of the Closing and showing the calculation of such adjustments and the resulting Final Purchase Price. Seller shall make its workpapers and other information available to Purchaser to review in order to confirm the adjustments shown on Seller’s draft. As soon as practicable after receipt of the Final Settlement Statement, but in no event later than sixty (60) days thereafter, Purchaser shall deliver to Seller a written report containing any changes that Purchaser proposes to make to the Final Settlement Statement. Any failure by Purchaser to deliver to Seller the written report detailing Purchaser’s proposed changes to the Final Settlement Statement within sixty (60) days following Purchaser’s receipt of the Final Settlement Statement shall be deemed an acceptance by Purchaser of the Final Settlement Statement as submitted by Seller. The parties shall agree with respect to the changes proposed by Purchaser, if any, no later than sixty (60) days after Seller receives from Purchaser the written report described above containing Purchaser’s proposed changes. If the Purchaser and the Seller cannot then agree upon the Final Settlement Statement, the determination of the amount of the Final Settlement Statement shall be submitted to a mutually agreed firm of independent public accountants (the “Accounting Firm”). The determination by the Accounting Firm shall be conclusive and binding on the parties hereto and shall be enforceable against any party hereto in any court of competent jurisdiction. Any costs and expenses incurred by the Accounting Firm pursuant to this Section 12.1 shall be borne by the Seller and the Purchaser equally. The date upon which such agreement is reached or upon which the Final Purchase Price is established, shall be herein called the “Final Settlement Date.” In the event

  • Payment and Year-End Adjustment Amounts accrued pursuant to this Agreement shall be payable to the Adviser as of the last day of each month. If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the actual Fund Operating Expenses of a Fund for the prior fiscal year (including any reimbursement payments hereunder with respect to such fiscal year) do not exceed the Maximum Annual Operating Expense Limit.

  • Upward Adjustments The Purchase Price shall be adjusted upward by the following:

  • Cost of Living Adjustments Effective December 1, 2021, Compensation Plan salary rates shall be increased by two and five tenths percent (2.5%) but not less than eighty-five dollars ($85) per month (prorated for part-time employees). Effective December 1, 2022, Compensation Plan salary rates shall be increased by three and one tenth percent (3.1%) but not less than one hundred dollars ($100) per month (prorated for part-time employees). (See Appendix C & E.)

  • Determination of Adjustments If any questions will at any time arise with respect to the Exercise Price or any adjustment provided for in Section 4.8, such questions will be conclusively determined by the Company’s Auditors, or, if they decline to so act any other firm of certified public accountants in the United States of America that the Company may designate and who will have access to all appropriate records and such determination will be binding upon the Company and the Holders of the Warrants.

  • Closing Adjustments To the extent that any prorations, adjustments or other amounts with respect to the Contributed Entity or the Property shall be payable by or to the Contributors at or following each Closing in accordance with the provisions of the Master Agreement, the amount of the purchase consideration determined pursuant to Section 1.2(a) shall be adjusted accordingly, it being acknowledged and agreed by each Contributor that from and after the date hereof, (i) the Contributed Entity shall not declare, pay or otherwise make provision for any dividends or distributions and (ii) immediately prior to the Closing, in addition to any prorations, adjustments or other amounts payable by or to the Contributors with respect to the Contributed Entity or the Property, the Contributed Entity shall distribute to each Contributor receiving Securities an amount equal to the amount such Contributor would have been paid as a distribution on account of the Securities it will receive at Closing had such Securities been issued and sold to such Contributor at the Initial Closing.

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