Changes in the Applicable. Term Loan Margin resulting from a change in the Senior Secured Leverage Ratio shall become effective upon delivery by the Borrower to the Administrative Agent of a new Compliance Certificate pursuant to clause (g) of Section 7.1.1. If the Borrower shall fail to deliver a Compliance Certificate within the number of days required pursuant to clause (g) of Section 7.1.1 (without giving effect to any grace period), the Applicable Term Loan Margin from and including the first day after the date on which such Compliance Certificate was required to be delivered to but not including the date the Borrower delivers to the Administrative Agent a Compliance Certificate shall conclusively equal the highest Applicable Term Loan Margin set forth above.
Changes in the Applicable. Commitment Fee resulting from a change in the Leverage Ratio shall become effective upon delivery by Holdings to the Administrative Agent of a new Compliance Certificate pursuant to clause (d) of Section 7.1.1. If Holdings fails to deliver a Compliance Certificate within the number of days required pursuant to clause (d) of Section 7.1.1, the Applicable Commitment Fee from and including the first day after the date on which such Compliance Certificate was required to be delivered through (but excluding) the date Holdings actually delivers to the Administrative Agent an appropriately completed Compliance Certificate shall conclusively equal the highest Applicable Commitment Fee set forth above.
Changes in the Applicable. Margin for Swing Line Loans, Revolving Loans and Term-A Loans resulting from a change in the Leverage Ratio shall become effective on the first day following delivery by the Borrower to the Administrative Agent of a new Compliance Certificate pursuant to clause (c) of Section 7.1.1. If the Borrower shall fail ---------- ------------- to deliver a Compliance Certificate within the number of days after the end of any Fiscal Quarter as required pursuant to clause (c) of Section 7.1.1 (without ---------- ------------- giving effect to any grace period), the Applicable Margin for Swing Line Loans, Revolving Loans and Term-A Loans from and including the first day after the date on which such Compliance Certificate was required to be delivered to the date the Borrower delivers to the Administrative Agent the next Compliance Certificate shall conclusively equal the highest Applicable Margin for Swing Line Loans, Revolving Loans and Term-A Loans set forth above. Notwithstanding the foregoing, the Borrower may, in its sole discretion, within ten Business Days following the end of any Fiscal Quarter, deliver to the Administrative Agent a Leverage Ratio Estimate setting forth the Borrower's good faith estimate of the Leverage Ratio (based on calculations set forth in an estimated Compliance Certificate) that will be set forth in the next Compliance Certificate required to be delivered by the Borrower to the Administrative Agent pursuant to clause (c) of Section 7.1.1. In the event that the Leverage Ratio ---------- ------------- Estimate indicates that there would be a change in the Applicable Margin resulting from a change in the Leverage Ratio, such change will become effective on the first day following delivery of the Leverage Ratio Estimate. In the event that, once the next Compliance Certificate is delivered, the Leverage Ratio as set forth in such Compliance Certificate differs from that calculated in the Leverage Ratio Estimate delivered for the Fiscal Quarter with respect to which such Compliance Certificate has been delivered, and such difference results in an Applicable Margin which is greater than the Applicable Margin theretofore in effect, then (A) such greater Applicable Margin shall be deemed to be in effect for all purposes of this Agreement from the first day following the delivery of the Leverage Ratio Estimate and (B) if the Borrower shall have theretofore made any payment of interest in respect of Swing Line Loans, Revolving Loans or Term-A Loans,...
Changes in the Applicable. Commitment Fee resulting from a change in the Leverage Ratio shall become effective upon delivery by or on behalf of the Borrowers to the Administrative Agent of a new Compliance Certificate pursuant to clause (d) of Section 7.1.1. If the Borrowers shall fail to deliver a Compliance Certificate within the number of days required pursuant to clause (d) of Section 7.1.1 (after giving effect to any grace period), the Applicable Commitment Fee from and including the first day after the date on which such Compliance Certificate was required to be delivered to, but not including the date the Borrowers deliver to, the Administrative Agent an appropriately completed Compliance Certificate shall conclusively equal the highest Applicable Commitment Fee set forth above.
Changes in the Applicable. Commitment Fee resulting from a change in the Leverage Ratio shall become effective upon delivery by the Parent to the Administrative Agent of a new Compliance Certificate pursuant to clause (c) of Section 7.1.1. If the Parent shall fail to deliver a Compliance Certificate within the number of days required pursuant to clause (c) of Section 7.1.1 (after giving effect to any grace period), the Applicable Commitment Fee from and including the first day after the date on which such Compliance Certificate was required to be delivered to, but not including the date the Parent delivers to, the Administrative Agent an appropriately completed Compliance Certificate shall conclusively equal the highest Applicable Commitment Fee set forth above.
Changes in the Applicable. Commitment Fee resulting from a change in the Leverage Ratio shall become effective upon delivery by Holdings to the Administrative Agent of a new Compliance
Changes in the Applicable. Margin based upon changes in the Total Net Leverage Ratio shall become effective on the first Business Day following the receipt by the Administrative Agent pursuant to Error! Reference source not found. (in the case of the last fiscal quarter of any fiscal year) or Error! Reference source not found. (in the case of the first three quarters of any fiscal year), as the case may be, of the financial statements of the Borrowers for the Test Period most recently ended, accompanied by a Compliance Certificate in accordance with Error! Reference source not found., demonstrating the computation of the Total Net Leverage Ratio; provided, however, that if an Event of Default shall have occurred, then, at the Administrative Agent’s election, effective as of the date on which such Event of Default occurs and continuing through the date as of which such Event of Default is waived, if any, the Applicable Margin shall equal the highest Applicable Margin specified in the matrix set forth above. Notwithstanding the foregoing provisions, upon the request of the Required Lenders, during any period when the Borrowers have failed to timely deliver the consolidated financial statements referred to in Error! Reference source not found. or Error! Reference source not found., as applicable, accompanied by a Compliance Certificate in accordance with Error! Reference source not found. within one Business Day of when due, the Applicable Margin shall be set at Pricing Level III in the above matrix, regardless of the Total Net Leverage Ratio at such time and in each case shall remain in effect until the first Business Day following the date on which such financial statements are delivered. The above matrix does not modify or waive, in any respect, the rights of the Administrative Agent and the Lenders to charge any default rate of interest or any of the other rights and remedies of the Administrative Agent and the Lenders hereunder.
