Common use of Applicable Rate Clause in Contracts

Applicable Rate. The “Applicable Rate” means, in the case of any Type of Series B Incremental Loans, the respective rates indicated below for Series B Incremental Loans of such Type based upon the Total Debt Ratio as at the last day of the fiscal quarter most recently ended as to which the Company has delivered financial statements pursuant to Section 6.01 of the Credit Agreement: Greater than or equal to 5.00 to 1 0.250 % 1.250 % Less than 5.00 to 1 and greater than or equal to 3.00 to 1 0.000 % 1.000 % Less than 3.00 to 1 and greater than or equal to 2.50 to 1 0.000 % 0.875 % Less than 2.50 0.000 % 0.750 % Each change in the “Applicable Rate” based upon any change in the Total Debt Ratio shall become effective for purposes of the accrual of interest (including in respect of all then-outstanding Series B Incremental Loans) hereunder on the date three Business Days after the delivery to the Administrative Agent of the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement (provided, that any change in the Applicable Rate occurring on the date six months after the Effective Date shall become effective on such date and shall be based upon the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement), and shall remain effective for such purpose until three Business Days after the next delivery of such financial statements to the Administrative Agent hereunder. Anything in this Agreement to the contrary notwithstanding, the Applicable Rate shall be the highest rates provided for above if the certificate of a Financial Officer shall not be delivered by the times provided in Section 6.01 of the Credit Agreement or within three Business Days after the occurrence of any Acquisition or Disposition described above (but only, in the case of this paragraph, with respect to periods prior to the delivery of such certificate).

Applicable Rate. The “Applicable Rate” means, in the case of any Type of Series B D Incremental Loans, the respective rates indicated below for Series B D Incremental Loans of such Type based upon the Total Debt Ratio as at the last day of the fiscal quarter most recently ended as to which the Company has delivered financial statements pursuant to Section 6.01 of the Credit Agreement: Greater than or equal to 5.00 to 1 0.250 % 1.250 % Less than 5.00 to 1 and greater than or equal to 3.00 to 1 0.000 % 1.000 % Less than 3.00 to 1 and greater than or equal to 2.50 to 1 0.000 % 0.875 % Less than 2.50 to 1 0.000 % 0.750 % Each change in the “Applicable Rate” based upon any change in the Total Debt Ratio shall become effective for purposes of the accrual of interest (including in respect of all then-outstanding Series B D Incremental Loans) hereunder on the date three Business Days after the delivery to the Administrative Agent of the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement (provided, that any change in the Applicable Rate occurring on the date six months after the Effective Date shall become effective on such date and shall be based upon the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement), and shall remain effective for such purpose until three Business Days after the next delivery of such financial statements to the Administrative Agent hereunder. Notwithstanding the foregoing, in the event the Company consummates any Acquisition or Disposition for aggregate consideration of $75,000,000 or more, the Company shall forthwith deliver to the Administrative Agent a certificate of a Financial Officer, in form and detail satisfactory to the Administrative Agent, setting forth a redetermination of the Total Debt Ratio reflecting such Acquisition or Disposition, and on the date three Business Days after the delivery of such certificate, the Applicable Rate shall be adjusted to give effect to such redetermination of the Total Debt Ratio. Anything in this Agreement to the contrary notwithstanding, the Applicable Rate shall be the highest rates provided for above if the certificate of a Financial Officer shall not be delivered by the times provided in Section 6.01 of the Credit Agreement or within three Business Days after the occurrence of any Acquisition or Disposition described above (but only, in the case of this paragraph, with respect to periods prior to the delivery of such certificate).

Applicable Rate. The “Applicable Rate” means, in the case of any Type of Series B E Incremental Loans, the respective rates indicated below for Series B E Incremental Loans of such Type based upon the Total Debt Ratio as at the last day of the fiscal quarter most recently ended as to which the Company has delivered financial statements pursuant to Section 6.01 of the Credit Agreement: Greater than or equal to 5.00 to 1 0.250 % 1.250 % Less than 5.00 to 1 and greater than or equal to 3.00 to 1 0.000 % 1.000 % Less than 3.00 to 1 and greater than or equal to 2.50 to 1 0.000 % 0.875 % Less than 2.50 to 1 0.000 % 0.750 % Each change in the “Applicable Rate” based upon any change in the Total Debt Ratio shall become effective for purposes of the accrual of interest (including in respect of all then-outstanding Series B E Incremental Loans) hereunder on the date three Business Days after the delivery to the Administrative Agent of the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement (provided, that any change in the Applicable Rate occurring on the date six months after the Effective Date shall become effective on such date and shall be based upon the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement), and shall remain effective for such purpose until three Business Days after the next delivery of such financial statements to the Administrative Agent hereunder. Notwithstanding the foregoing, in the event the Company consummates any Acquisition or Disposition for aggregate consideration of $75,000,000 or more, the Company shall forthwith deliver to the Administrative Agent a certificate of a Financial Officer, in form and detail satisfactory to the Administrative Agent, setting forth a redetermination of the Total Debt Ratio reflecting such Acquisition or Disposition, and on the date three Business Days after the delivery of such certificate, the Applicable Rate shall be adjusted to give effect to such redetermination of the Total Debt Ratio. Anything in this Agreement to the contrary notwithstanding, the Applicable Rate shall be the highest rates provided for above if the certificate of a Financial Officer shall not be delivered by the times provided in Section 6.01 of the Credit Agreement or within three Business Days after the occurrence of any Acquisition or Disposition described above (but only, in the case of this paragraph, with respect to periods prior to the delivery of such certificate).

Applicable Rate. The “Applicable Rate” means, in the case of any Type of Series B C Incremental Loans, the respective rates indicated below for Series B C Incremental Loans of such Type based upon the Total Debt Ratio as at the last day of the fiscal quarter most recently ended as to which the Company has delivered financial statements pursuant to Section 6.01 of the Credit Agreement: Greater than or equal to 5.00 to 1 0.250 % 1.250 % Less than 5.00 to 1 and greater than or equal to 3.00 to 1 0.000 % 1.000 % Less than 3.00 to 1 and greater than or equal to 2.50 to 1 0.000 % 0.875 % Less than 2.50 to 1 0.000 % 0.750 % Each change in the “Applicable Rate” based upon any change in the Total Debt Ratio shall become effective for purposes of the accrual of interest (including in respect of all then-outstanding Series B C Incremental Loans) hereunder on the date three Business Days after the delivery to the Administrative Agent of the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement (provided, that any change in the Applicable Rate occurring on the date six months after the Effective Date shall become effective on such date and shall be based upon the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 of the Credit Agreement), and shall remain effective for such purpose until three Business Days after the next delivery of such financial statements to the Administrative Agent hereunder. Notwithstanding the foregoing, in the event the Company consummates any Acquisition or Disposition for aggregate consideration of $75,000,000 or more, the Company shall forthwith deliver to the Administrative Agent a certificate of a Financial Officer, in form and detail satisfactory to the Administrative Agent, setting forth a redetermination of the Total Debt Ratio reflecting such Acquisition or Disposition, and on the date three Business Days after the delivery of such certificate, the Applicable Rate shall be adjusted to give effect to such redetermination of the Total Debt Ratio. Anything in this Agreement to the contrary notwithstanding, the Applicable Rate shall be the highest rates provided for above if the certificate of a Financial Officer shall not be delivered by the times provided in Section 6.01 of the Credit Agreement or within three Business Days after the occurrence of any Acquisition or Disposition described above (but only, in the case of this paragraph, with respect to periods prior to the delivery of such certificate).

Applicable Rate. The “Applicable Rate” means, in the case of any Type of Series B A-3 Incremental Loans, the respective rates indicated below for Series B Incremental Loans of such Type applicable rate per annum set forth below, based upon the Total Debt Leverage Ratio as at the last day of the most recent determination date: 1 >4.25 to 1.00 2.00% 3.00% 0.500% 2 >3.75 to 1.00 and <4.25 to 1.00 1.75% 2.75% 0.500% 3 >3.25 to 1.00 and <3.75 to 1.00 1.50% 2.50% 0.500% 4 >2.50 to 1.00 and <3.25 to 1.00 1.25% 2.25% 0.500% 5 <2.50 to 1.00 1.00% 2.00% 0.375% For purposes of the foregoing, (i) the Total Leverage Ratio shall be the same Category as applicable to the Tranche A Term Loans as of the Series A-3 Incremental Loan Effective Date, and shall thereafter be determined as of the end of each fiscal quarter most recently ended as of the Borrower (starting with its fiscal quarter ending nearest to which September 30, 2012) based upon the Company has delivered Borrower’s consolidated financial statements delivered pursuant to Section 6.01 5.01(a) or (b) of the Credit Agreement: Greater than or equal to 5.00 to 1 0.250 % 1.250 % Less than 5.00 to 1 Agreement and greater than or equal to 3.00 to 1 0.000 % 1.000 % Less than 3.00 to 1 and greater than or equal to 2.50 to 1 0.000 % 0.875 % Less than 2.50 0.000 % 0.750 % Each (ii) each change in the “Applicable Rate” based upon any Rate resulting from a change in the Total Debt Leverage Ratio shall become be effective for purposes of the accrual of interest (including in respect of all then-outstanding Series B Incremental Loans) hereunder on the date three 10 Business Days after the delivery to the Administrative Agent of the such consolidated financial statements indicating such change and ending on the date immediately preceding the effective date of the Company for next such change; provided that the most recently ended fiscal quarter Total Leverage Ratio shall be deemed to be in Category 1 (A) at any time that an Event of Default has occurred and is continuing and (B) if the Borrower fails to deliver the consolidated financial statements required to be delivered by it pursuant to Section 6.01 of the Credit Agreement 5.01(a) or (provided, that any change in the Applicable Rate occurring on the date six months after the Effective Date shall become effective on such date and shall be based upon the financial statements of the Company for the most recently ended fiscal quarter pursuant to Section 6.01 b) of the Credit Agreement), and shall remain effective during the period from the expiration of the time for delivery thereof until such purpose until three Business Days after the next delivery of such consolidated financial statements to the Administrative Agent hereunderare delivered. Anything in this Agreement Notwithstanding anything to the contrary notwithstandingcontained in this definition, the determination of the Applicable Rate for any period shall be subject to the highest rates provided for above if the certificate provisions of a Financial Officer shall not be delivered by the times provided in Section 6.01 2.12(f) of the Credit Agreement or within three Business Days after the occurrence of any Acquisition or Disposition described above (but only, in the case of this paragraph, with respect to periods prior to the delivery of such certificate)Agreement.