CALCULATION AND DURATION OF ADJUSTMENT Sample Clauses

CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date and during the Accrual Period commencing on such date, (a) the Applicable LIBOR Percentage shall be the percent per annum in Basis Points indicated in the definition of the term “Applicable LIBOR Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date and (b) the Applicable Prime Rate Percentage shall be the percent per annum in Basis Points indicated in the definitions of the term “Applicable Prime Rate Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date.
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CALCULATION AND DURATION OF ADJUSTMENT. On each Margin Adjustment Date, the Applicable LIBOR Margin shall be the Applicable LIBOR Margin set forth in the definition of "Applicable LIBOR Margin" which corresponds to the Borrower's Consolidated Total Funded Debt to EBITDA Ratio as of the Determination Date applicable to such Margin Adjustment Date. The Applicable LIBOR Margin effective as of a particular Margin Adjustment Date shall remain effective only until the next succeeding Margin Adjustment Date at which time the Applicable LIBOR Margin shall be recalculated pursuant to this Subsection (b); provided, however, that: (I) if at any time an Event of Default shall have occurred that has not been waived in writing by all of the Banks, or if the Borrower shall not have delivered as of any Margin Adjustment Date the financial statements required to have been delivered under Sections 0 and 0 of this Agreement, then, at the election of the Required Banks, the Applicable LIBOR shall immediately adjust to be eight-tenths of one percent (0.80%) per annum and (II) if an Event of Default shall have occurred which has not been waived in writing by the Required Banks, the interest rate shall, upon the request
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CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date and during the Accrual Period commencing on such date, the Applicable LIBOR Percentage shall be the percent per annum in Basis Points indicated in the definitions of the term "Applicable LIBOR Percentage" corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date.
Sample 1
CALCULATION AND DURATION OF ADJUSTMENT. On each Margin Adjustment Date, the Applicable Margin shall be the Applicable Margin set forth in the definition of "Applicable Margin" for Alternate Base Rate Loans or the LIBOR Rate Loans, as the case may be, comprising Revolving Credit Borrowings
Sample 1
CALCULATION AND DURATION OF ADJUSTMENT. On each Margin Adjustment Date, the Applicable Margin shall be the Applicable Margin set forth in the definition of "Applicable Margin" for Alternate Base Rate Loans or the LIBOR Rate Loans, as the case may be, comprising Revolving Credit Borrowings which corresponds to the Borrower's average Excess Availability for the immediately preceding Fiscal Month. The Applicable Margin effective as of a particular Margin Adjustment Date shall remain effective only until the next succeeding Margin Adjustment Date at which time the Applicable Margin shall be recalculated pursuant to this Subsection (b); PROVIDED, HOWEVER, that: (A) if (x) an Event of Default shall have occurred which is continuing and has not been waived in accordance with Section 15.1 hereof or (y) the Administrative Agent does not receive the certificate complying with Section 8.1(d)(iv) hereof as to accounts payable, then, subject to the Required Lender election specified in Section 2.12(c) hereof, the Applicable Margin shall be: (a) with respect to Revolving Credit Borrowings comprised of Alternate Base Rate Loans, the Alternate Base Rate PLUS 1.25% per annum and (b) with respect to (X) Revolving Credit Borrowings comprised of LIBOR Rate Loans other than Fixed asset Component Loans, the London Interbank Offered Rate PLUS 3.25% per annum and (Y) Revolving Credit Borrowings comprised of LIBOR Rate Loans comprise of Fixed asset Component Loans, the London Interbank Offered Rate PLUS 3.75% per annum; and (B) if an Event of Default shall have occurred which is continuing and has not been waived in accordance with Section 15.1 hereof, the interest rate shall be, upon the election of the Required Lenders, the default interest rate applicable pursuant to Section 2.12(c) of this Agreement.
Sample 1
CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date and during the Accrual Period commencing on such date, (a) the Applicable Term SOFR Rate Percentage shall be the percent per annum in Basis Points indicated in the definition of the term “Applicable Term SOFR Rate Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date and (b) the Applicable Base Rate Percentage shall be the percent per annum in Basis Points indicated in the definitions of the term “Applicable Base Rate Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date.
Sample 1
CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date the Applicable LIBOR Percentage and the Applicable Prime Rate Percentage shall be the percent per annum in Basis Points indicated in the definitions of the terms "Applicable LIBOR Percentage" and "Applicable Prime Rate Percentage" corresponding to the Borrower's Total Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date. Notwithstanding anything to the contrary contained in the foregoing, upon and during the continuance of an Event of Default, but without waiving such Event of Default or limiting any right or remedy of the Banks or the Agent in respect thereof, (A) the Applicable LIBOR Percentage shall immediately revert to Two Hundred Seventy-five (275) Basis Points if a Qualifying Sub-Debt Issuance has not occurred and Two Hundred Fifty (250) Basis Points if a Qualifying Sub-Debt Issuance has occurred, and (B) the Applicable Prime Rate Percentage shall immediately revert to One Hundred Seventy-five (175) Basis Points.
Sample 1
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CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date the Applicable Loan Percentage shall be the Applicable Loan Percentage indicated in the definition of the term "Applicable Loan Percentage" corresponding to Shiloh's Consolidated Ratio of Funded Debt to EBITDA as of the Determination Date applicable thereto. Any such adjustment of the Applicable Loan Percentage shall cease to be effective commencing on the earliest of (x) the next Interest Adjustment Date, (y) the Banking Day following the day on which the financial statements required to be delivered under Section 8.1(a) or 8.1(b), as the case may be, for the period ending as of the last day of the Fiscal Quarter or Fiscal Year immediately preceding the date upon which the then Applicable Loan Percentage shall cease to be effective or (z) the date upon which an Event of Default shall occur. The Applicable Loan Percentage effective from such earlier date and from time to time thereafter shall be the Applicable Loan Percentage as may be applicable at such time pursuant to this Section 3.5(b); provided, however, that (A) if an Event of Default (other than an Event of Default under Section 10.1) shall occur, the Applicable Loan Percentage shall be 2.0% per annum in excess of the rate per annum required to be paid on such Loans immediately prior to the date on which such Event of Default shall have occurred and (B) if an Event of Default under Section 10.1 shall occur, the interest rate shall be the interest rate in effect pursuant to Section 3.5(c).
Sample 1
CALCULATION AND DURATION OF ADJUSTMENT. On each Interest Adjustment Date and during the Accrual Period commencing on such date, (a) the Applicable LIBORTerm SOFR Rate Percentage shall be the percent per annum in Basis Points indicated in the definition of the term “Applicable LIBORTerm SOFR Rate Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date and (b) the Applicable Prime Rate Percentage shall be the percent per annum in Basis Points indicated in the definitions of the term “Applicable ​ - 43 - 1095144433\6\AMERICAS ​ Prime Rate Percentage” corresponding to the Net Leverage Ratio as of the Interest Determination Date for such Interest Adjustment Date.
Sample 1

Related to CALCULATION AND DURATION OF ADJUSTMENT

  • 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.

  • Calculation of Adjustments All adjustments to the Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock (or if there is not a nearest 1/10,000th of a share to the next lower 1/10,000th of a share). No adjustment in the Settlement Rate shall be required unless such adjustment would require an increase or decrease of at least one percent therein; provided, that any adjustments which by reason of this subparagraph are not required to be made shall be carried forward and taken into account in any subsequent adjustment. If an adjustment is made to the Settlement Rate pursuant to paragraph (1), (2), (3), (4), (5), (6), (7) or (10) of this Section 5.6(a), an adjustment shall also be made to the Applicable Market Value solely to determine which of clauses (i), (ii) or (iii) of the definition of Settlement Rate in Section 5.1(a) will apply on the Stock Purchase Date. Such adjustment shall be made by multiplying the Applicable Market Value by a fraction, the numerator of which shall be the Settlement Rate immediately after such adjustment pursuant to paragraph (1), (2), (3), (4), (5), (6), (7) or (10) of this Section 5.6(a) and the denominator of which shall be the Settlement Rate immediately before such adjustment; provided, that if such adjustment to the Settlement Rate is required to be made pursuant to the occurrence of any of the events contemplated by paragraph (1), (2), (3), (4), (5), (7) or (10) of this Section 5.6(a) during the period taken into consideration for determining the Applicable Market Value, appropriate and customary adjustments shall be made to the Settlement Rate.

  • Notification of Adjustments With respect to each Adjustable Rate Mortgage Loan, the Servicer shall adjust the Mortgage Interest Rate on the related interest rate adjustment date and shall adjust the Monthly Payment on the related mortgage payment adjustment date, if applicable, in compliance with the requirements of applicable law and the related Mortgage and Mortgage Note. The Servicer shall execute and deliver any and all necessary notices required under applicable law and the terms of the related Mortgage Note and Mortgage regarding the Mortgage Interest Rate and Monthly Payment adjustments. The Servicer shall promptly, upon written request therefor, deliver to the Master Servicer such notifications and any additional applicable data regarding such adjustments and the methods used to calculate and implement such adjustments. Upon the discovery by the Servicer or the receipt of notice from the Master Servicer that the Servicer has failed to adjust a Mortgage Interest Rate or Monthly Payment in accordance with the terms of the related Mortgage Note, the Servicer shall immediately deposit in the Custodial Account from its own funds the amount of any interest loss or deferral caused thereby.

  • Certification of Adjustments Whenever an adjustment is made as provided in Sections 11 and 13 hereof, the Company shall (a) promptly prepare a certificate signed by its Chief Executive Officer, its President or any Vice President and by the Treasurer or any Assistant Treasurer or the Secretary or any Assistant Secretary of the Company setting forth such adjustment and a brief statement of the facts giving rise to such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common Stock) in accordance with Section 26 hereof. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. The Rights Agent shall be fully protected in relying on any certificate prepared by the Company pursuant to Sections 11 and 13 and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate. Any adjustment to be made pursuant to Sections 11 and 13 of this Rights Agreement shall be effective as of the date of the event giving rise to such adjustment.

  • Timing of Issuance of Additional Common Stock Upon Certain Adjustments In any case in which the provisions of this Section 13 shall require that an adjustment shall become effective immediately after a record date for an event, the Company may defer until the occurrence of such event (i) issuing to the Warrantholder of this Warrant exercised after such record date and before the occurrence of such event the additional shares of Common Stock issuable upon such exercise by reason of the adjustment required by such event over and above the shares of Common Stock issuable upon such exercise before giving effect to such adjustment and (ii) paying to such Warrantholder any amount of cash in lieu of a fractional share of Common Stock; provided, however, that the Company upon request shall deliver to such Warrantholder a due xxxx or other appropriate instrument evidencing such Warrantholder’s right to receive such additional shares, and such cash, upon the occurrence of the event requiring such adjustment.

  • Notice of Adjustments of Conversion Rate Whenever the Conversion Rate is adjusted as herein provided: (1) the Company shall compute the adjusted Conversion Rate in accordance with Section 12.4 and shall prepare a certificate signed by the Chief Financial Officer of the Company setting forth the adjusted Conversion Rate and showing in reasonable detail the facts upon which such adjustment is based, and such certificate shall promptly be filed with the Trustee and with each Conversion Agent; and (2) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 1.6. Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder of Securities desiring inspection thereof at its office during normal business hours, and shall not be deemed to have knowledge of any adjustment in the Conversion Rate unless and until a Responsible Officer of the Trustee shall have received such a certificate. Until a Responsible Officer of the Trustee receives such a certificate, the Trustee and each Conversion Agent may assume without inquiry that the last Conversion Rate of which the Trustee has knowledge of remains in effect.

  • Exceptions to Adjustment of Exercise Price No adjustment to the Exercise Price will be made (i) upon the exercise of any warrants, options or convertible securities granted, issued and outstanding on the date of issuance of this Warrant; (ii) upon the grant or exercise of any stock or options which may hereafter be granted or exercised under any employee benefit plan, stock option plan or restricted stock plan of the Company now existing or to be implemented in the future, so long as the issuance of such stock or options is approved by a majority of the independent members of the Board of Directors of the Company or a majority of the members of a committee of independent directors established for such purpose; or (iii) upon the exercise of the Warrants.

  • Basis for calculation of periodic payments All interest and commitment fee and any other payments under any Finance Document which are of an annual or periodic nature shall accrue from day to day and shall be calculated on the basis of the actual number of days elapsed and a 360 day year.

  • Payment of Additional Costs If termination of this contract is due to the failure of the Engineer to fulfill its contract obligations, the State may take over the project and prosecute the work to completion, and the Engineer shall be liable to the State for any additional cost to the State.

  • Notification and Determination of Additional Costs Each of the Administrative Agent and each Lender and each Participant (through its participating Lender), as the case may be, agrees to notify the Borrower of any event occurring after the Agreement Date entitling the Administrative Agent or such Lender or such Participant to compensation under any of the preceding subsections of this Section as promptly as practicable; provided, however, the failure of the Administrative Agent or any Lender or any Participant (through its participating Lender) to give such notice shall not release the Borrower from any of their obligations hereunder. Notwithstanding the foregoing, the Borrower shall not be required to compensate the Administrative Agent, any Lender or any Participant pursuant to the foregoing provisions of this Section for any increased costs incurred or reductions suffered more than six months prior to the date that the Administrative Agent or such Lender or such Participant (through its participating Lender) notifies the Borrower of the Regulatory Change giving rise to such increases costs or reductions and of the Administrative Agent’s or such Lender’s or such Participant’s intention to claim compensation therefor (except that, if the Regulatory Change giving rise to such increased costs or reductions is retroactive, then the six-month period referred to above shall be extended to include the period of retroactive effect thereof). The Administrative Agent or such Lender or such Participant (through its participating Lender) agrees to furnish to the Borrower (and in the case of a Lender or a Participant, to the Administrative Agent) a certificate setting forth in reasonable detail the basis and amount of each request by the Administrative Agent or such Lender for compensation under this Section. Absent manifest error, determinations by the Administrative Agent or any Lender or any Participant of the effect of any Regulatory Change shall be conclusive, provided that such determinations are made on a reasonable basis and in good faith.

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