Determinations Generally Clause Samples

Determinations Generally. To the extent applicable, the Applicable Margin for the period from October 1, 2017 to the day prior to the first Quarterly Date occurring after the Fourth Restatement Effective Date shall be determined based upon the most recent certificate delivered pursuant to Section 3.03 of the Third Restated Credit Agreement. Thereafter, the Applicable Margin for each Quarterly Payment Period shall be determined based upon a Rate Ratio Certificate for such Quarterly Payment Period delivered by the Borrowers to the Administrative Agent under this Section 3.03. If the Rate Ratio Certificate for any Quarterly Payment Period is delivered to the Administrative Agent (which shall promptly provide a copy thereof to the Lenders) three or more days prior to the first day of such Quarterly Payment Period, any adjustment in the Applicable Margin required to be made, as shown in such Rate Ratio Certificate, shall be effective on the first day of such Quarterly Payment Period.

Determinations Generally. The LIBOR Rate may be adjusted by Lender on a prospective basis to take into account any additional or increased costs of maintaining or obtaining any eurodollar or LIBOR deposits or increased costs due to changes in applicable law occurring subsequent to the commencement of the then applicable Interest Period, including without limitation changes in tax laws and changes in the reserve requirements imposed by the Board of Governors of the Federal Reserve System (or any successor), which additional or increased costs would increase the cost of funding loans bearing interest at the LIBOR Rate. In any such event, Lender shall give Borrower notice of such a determination and adjustment and Borrower may, by notice to Lender require such Lender to furnish to Borrower a statement setting forth the basis for adjusting such LIBOR Rate and the method for determining the amount of such adjustment. In the event that any change in market conditions or any law, regulation, treaty, or directive, or any change therein or in the interpretation of application thereof, shall at any time after the date hereof, in the reasonable opinion of Lender, make it unlawful or impractical for Lender to fund or maintain a LIBOR Loan or to continue such funding or maintaining, or to determine or charge interest rates at the LIBOR Rate, Lender shall give notice of such changed circumstances to Borrower and (i) in the case of any LIBOR Rate Loans that are outstanding, interest for the next thirty (30) days shall accrue at the per annum rate in effect on the date of such notice, and (ii) Borrower and Lender shall negotiate in good faith the interest rate to be applicable after the termination of such thirty (30) day period and if the parties cannot mutually agree on an interest rate to be applicable thereafter, Borrower shall repay (without prepayment penalty) the Secured Obligations in full in cash upon the termination of such thirty (30) day period.

Determinations Generally. The Applicable Margin for the period from the Closing Date to the day prior to the Quarterly Date falling on or nearest to December 31, 2004 shall be determined as provided in the definition of "Applicable Margin." Thereafter, the Applicable Margin for each Quarterly Payment Period shall be determined based upon a Rate Ratio Certificate for such Quarterly Payment Period delivered by the Borrowers to the Administrative Agent under this Section 3.03. If the Rate Ratio Certificate for any Quarterly Payment Period is delivered to the Administrative Agent (which shall promptly provide a copy thereof to the Lenders) three or more days prior to the first day of such Quarterly Payment Period, any adjustment in the Applicable Margin required to be made, as shown in such Rate Ratio Certificate, shall be effective on the first day of such Quarterly Payment Period.

Determinations Generally. Unless otherwise expressly ------------------------ provided herein, all decisions and determinations required or permitted to be made hereunder by any Purchaser (including any decision as to whether to give any consent or approval) shall be made by such Person in its sole discretion.

Determinations Generally. Unless otherwise expressly provided herein, all decisions and determinations required or permitted to be made hereunder by any Investor, by the Majority Investors, by any Shareholder or by the Majority Shareholders (including any decision as to whether to give any consent or approval) shall be made by such Person or Persons in its or their sole discretion. Any notice, consent, approval or other decision by or on behalf of the Majority Investors or the Majority Shareholders required or permitted by this Agreement shall be effective if expressed in a writing which is either (i) executed by the Majority Investors or the Majority Shareholders, as the case may be, or (ii) executed by the Investor Representative or the Shareholder Representative, as the case may be, in which case the other parties may assume that the Investor Representative or the Shareholder Representative, as the case may be, has the power and authority to do so and may rely conclusively on such writing as expressing the action of the Majority Investors or the Majority Shareholders, as the case may be. No Investor Representative or former Investor Representative shall be liable, in damages or otherwise, to the Company or any of its Affiliates, stockholders, Directors, officers, employees or agents, to any Stockholder, to any other Person except the Investors, for or by reason of any act or failure to act in its capacity as Investor Representative. No Investor Representative or former Investor Representative shall be liable, in damages or otherwise, to any Investor for any act or failure to act in its capacity as Investor Representative unless such act or failure to act was not within the scope of the authority or discretion conferred on the Investor Representative by this Agreement and constituted willful misconduct, and each Investor Representative and former Investor Representative shall in any event be fully protected with respect to any act or failure to act authorized, approved or ratified by the Majority Investors. No Shareholder Representative or former Shareholder Representative shall be liable in damages, or otherwise to the Company or any of its Affiliates, stockholders, Directors, officers, employees or agents, to any Investor or to any other Person except the Shareholders, for or by reason of any act or failure to act in its capacity as Shareholder Representative. No Shareholder Representative or former Shareholder Representative shall be liable in damages, or otherwise to any Shar...

Determinations Generally. The Applicable Margin for the period ------------------------ from the Closing Date to the day prior to the first Quarterly Date occurring after the initial Loans hereunder shall be determined based upon the certificate delivered pursuant to Section 6.02 hereof. Thereafter, the Applicable Margin for each Quarterly Payment Period shall be determined based upon a Rate Ratio Certificate for such Quarterly Payment Period delivered by the Borrowers to the Lenders and the Administrative Agent under this Section 3.03. If the Rate Ratio Certificate for any Quarterly Payment Period is delivered to the Administrative Agent three or more days prior to the first day of such Quarterly Payment Period, any adjustment in the Applicable Margin required to be made, as shown in such Rate Ratio Certificate, shall be effective on the first day of such Quarterly Payment Period.

Determinations Generally. Any determination by the Trustee in exercise of any power, discretion or authority conferred on the Trustee by this deed may be made: (a) in writing signed by the Trustee; (b) by a resolution duly passed at a meeting of the Trustee; or (c) by a resolution of the directors of a corporate Trustee in accordance with clause 8.2.