Common use of FLOATING RATE INTEREST Clause in Contracts

FLOATING RATE INTEREST. (a) Each Note will bear interest from the Issue Date until maturity at a rate per annum, reset quarterly, equal to the sum of (i) the Applicable Variable Rate on the Determination Date plus (ii) 12.50%, as determined by the Calculation Agent in accordance with this Indenture. The Notes will bear interest from the most recent date to which interest has been paid or provided for or, if no interest has been paid or provided for, from the Issue Date. In respect of Additional Notes, references to the Issue Date shall mean the issue date of such Additional Notes or such other date as indicated in such Additional Notes. Interest shall be payable quarterly in arrears on each Interest Payment Date in accordance with Section 2.03 hereof to the person in whose name the Notes were registered at the close of business on the Record Date. Interest will be computed on the basis of the actual number of days in the year and the actual number of days elapsed. (b) As soon as reasonably practicable upon determination, the Calculation Agent will inform the Trustee and the Company of the interest rate for the next interest period. Absent manifest error, the determination of the interest rate by the Calculation Agent shall be binding and conclusive on the Participants, the Trustee and the Company and, in the absence of gross negligence or willful misconduct, no liability to the Participants, the Trustee, the Agents, the Company or any other party will attach to the Calculation Agent in connection with the exercise or non-exercise by it of its powers, duties, and discretions for such purposes or for any losses arising by virtue thereof. (c) With respect to an Interest Period, on the applicable Determination Date, the Applicable Variable Rate shall be equal to the Applicable Offered Rate for deposits as such rate appears on the Applicable Reuters Page at the Applicable Calculation Time on such Determination Date. If, on such Determination Date, such rate does not appear on the Applicable Reuters Page as of the Applicable Calculation Time, or if the Applicable Reuters Page is not available on such date, the Calculation Agent shall obtain such rate from the Applicable Bloomberg Page. (d) If no offered rate appears on the Applicable Reuters Page or the Applicable Bloomberg Page on the Determination Date at the Applicable Calculation Time, then the Company will select four Major Banks to provide a quotation of the Applicable Offered Rate offered by it for deposits to prime banks in the Applicable Interbank Market, on that date and at that time, that is representative of single transactions at that time. If at least two quotations are provided, the Applicable Variable Rate will be the arithmetic average of the quotations provided. Otherwise, the Company shall select three major banks in New York City and shall request each of them to provide a quotation of the Applicable Offered Rate offered by them at approximately 11:00 a.m., New York City time, on the Determination Date for loans to leading Major Xxxxx that is representative of single transactions at that time. If three quotations are provided, the Applicable Variable Rate shall be the arithmetic average of the quotations provided. If the Major Banks selected as aforesaid by the Company are not quoting such rates as mentioned above, the Applicable Variable Rate for such Interest Period will be the Applicable Variable Rate determined with respect to the immediately preceding Interest Period. (e) Notwithstanding the foregoing, if at any time the Applicable Variable Rate would be less than 1.00%, then the Applicable Variable Rate shall be deemed at such time to be equal to 1.00%. All percentages resulting from any calculations in this paragraph will be rounded, if necessary, to the nearest one hundred thousandth of a percentage point, with five one millionths of a percentage point being rounded upwards (e.g., 4.876545% (or .04876545) being rounded to 4.87655% (or .0487655)). The determination of the Applicable Variable Rate by the Calculation Agent shall, in the absence of gross negligence or willful misconduct, be final and binding on all parties. (f) Upon written request from any Holder of Notes, the Calculation Agent will provide the Applicable Interest Rate in effect for the Notes for the current interest period and, if it has been determined, the Applicable Interest Rate to be in effect for the next interest period. Dollar or Euro amounts, as applicable, resulting from such calculation shall be rounded to the nearest cent, with one-half cent being rounded upward.

FLOATING RATE INTEREST. (a) Each Note will bear interest from the Issue Date until maturity at a rate per annum, reset quarterly, equal to the sum of (i) the Applicable Variable Rate on the Determination Date plus (ii) 12.50%, as determined by the Calculation Agent in accordance with this Indenture. The Notes will bear interest from the most recent date to which interest has been paid or provided for or, if no interest has been paid or provided for, from the Issue Date. In respect of Additional Notes, references to the Issue Date shall mean the issue date of such Additional Notes or such other date as indicated in such Additional Notes. Interest shall be payable quarterly in arrears on each Interest Payment Date in accordance with Section 2.03 hereof to the person in whose name the Original Notes were registered at the close of business on the Record Date. Interest will be computed on the basis of the actual number of days in the year and the actual number of days elapsed. (b) As soon as reasonably practicable upon determination, the Calculation Agent will inform the Trustee and the Company of the interest rate for the next interest period. Absent manifest error, the determination of the interest rate by the Calculation Agent shall be binding and conclusive on the Participants, the Trustee and the Company and, in the absence of gross negligence or willful misconduct, no liability to the Participants, the Trustee, the Agents, the Company or any other party will attach to the Calculation Agent in connection with the exercise or non-exercise by it of its powers, duties, and discretions for such purposes or for any losses arising by virtue thereof. (c) With respect to an Interest Period, on the applicable Determination Date, the Applicable Variable Rate shall be equal to the Applicable Offered Rate for deposits as such rate appears on the Applicable Reuters Page at the Applicable Calculation Time on such Determination Date. If, on such Determination Date, such rate does not appear on the Applicable Reuters Page as of the Applicable Calculation Time, or if the Applicable Reuters Page is not available on such date, the Calculation Agent shall obtain such rate from the Applicable Bloomberg Page. (d) If no offered rate appears on the Applicable Reuters Page or the Applicable Bloomberg Page on the Determination Date at the Applicable Calculation Time, then the Company will select four Major Banks to provide a quotation of the Applicable Offered Rate offered by it for deposits to prime banks in the Applicable Interbank Market, on that date and at that time, that is representative of single transactions at that time. If at least two quotations are provided, the Applicable Variable Rate will be the arithmetic average of the quotations provided. Otherwise, the Company shall select three major banks in New York City and shall request each of them to provide a quotation of the Applicable Offered Rate offered by them at approximately 11:00 a.m., New York City time, on the Determination Date for loans to leading Major Xxxxx Banks that is representative of single transactions at that time. If three quotations are provided, the Applicable Variable Rate shall be the arithmetic average of the quotations provided. If the Major Banks selected as aforesaid by the Company are not quoting such rates as mentioned above, the Applicable Variable Rate for such Interest Period will be the Applicable Variable Rate determined with respect to the immediately preceding Interest Period. (e) Notwithstanding the foregoing, if at any time the Applicable Variable Rate would be less than 1.00%, then the Applicable Variable Rate shall be deemed at such time to be equal to 1.00%. All percentages resulting from any calculations in this paragraph will be rounded, if necessary, to the nearest one hundred thousandth of a percentage point, with five one millionths of a percentage point being rounded upwards (e.g., 4.876545% (or .04876545) being rounded to 4.87655% (or .0487655)). The determination of the Applicable Variable Rate by the Calculation Agent shall, in the absence of gross negligence or willful misconduct, be final and binding on all parties. (f) Upon written request from any Holder of Notes, the Calculation Agent will provide the Applicable Interest Rate in effect for the Notes for the current interest period and, if it has been determined, the Applicable Interest Rate to be in effect for the next interest period. Dollar or Euro amounts, as applicable, resulting from such calculation shall be rounded to the nearest cent, with one-half cent being rounded upward.

FLOATING RATE INTEREST. (i) Each Series of Floating Rate Shelf Notes shall evidence, at the time of issuance thereof, either a LIBOR Loan or a Base Rate Loan, as provided in the applicable Confirmation of Acceptance (which Confirmation of Acceptance shall also specify, in the case of a LIBOR Loan, the initial Interest Period). Thereafter, in an irrevocable written notice from the Company by telecopier, U.S. Mail or overnight delivery service received by each holder of a Note of such Series no later than 12:00 noon New York City time on the third Business Day prior to (A) the last day of each Interest Period with respect to any outstanding LIBOR Loan or (B) the Business Day as of which the Company elects to convert a Base Rate Loan into a LIBOR Loan (except with respect to any LIBOR Loan or Base Rate Loan which is to be prepaid on such last day pursuant to paragraph 4C), the Company shall elect (a) Each Note will bear interest from in the Issue Date until maturity case of an outstanding LIBOR Loan, whether such outstanding LIBOR Loan is to be continued as a LIBOR Loan or converted into a Base Rate Loan and if such outstanding LIBOR Loan is to be continued as a LIBOR Loan, the applicable Interest Period or (b) in the case of an outstanding Base Rate Loan being converted into a LIBOR Loan, the applicable Interest Period; provided that (x) at a rate per annum, reset quarterly, equal no time may more than three Interest Periods be in effect with respect to the sum each Series of Floating Rate Shelf Notes and (iy) the Applicable Variable Rate on Company may not select any Interest Period for any LIBOR Loan under any Series of Notes (1) that would extend beyond the Determination Date plus maturity date of such Series of Notes, or (ii2) 12.50%if, as determined after giving effect to such selection the principal amount of such LIBOR Loan would exceed the aggregate principal amount of the Notes of such Series to be outstanding after giving effect to any prepayment. Any such election by the Calculation Agent Company with respect to any Series of Floating Rate Shelf Notes shall apply to all Notes of such Series, on a pro rata basis in accordance with this Indenture. The Notes will bear interest from the most recent date to which interest has been paid or provided for or, if no interest has been paid or provided for, from the Issue Date. In respect of Additional Notes, references to the Issue Date shall mean the issue date of such Additional Notes or such other date as indicated in such Additional Notes. Interest shall be payable quarterly in arrears on each Interest Payment Date in accordance with Section 2.03 hereof to the person in whose name the Notes were registered at the close of business on the Record Date. Interest will be computed on the basis of the actual number of days in the year and the actual number of days elapsed. (b) As soon as reasonably practicable upon determination, the Calculation Agent will inform the Trustee and the Company of the interest rate for the next interest period. Absent manifest error, the determination of the interest rate by the Calculation Agent shall be binding and conclusive on the Participants, the Trustee and the Company and, in the absence of gross negligence or willful misconduct, no liability to the Participants, the Trustee, the Agents, the Company or any other party will attach to the Calculation Agent in connection with the exercise or non-exercise by it of its powers, duties, and discretions for such purposes or for any losses arising by virtue outstanding principal amounts thereof. (cii) With If the Company fails to properly give any notice with respect to an Interest Period, on the applicable Determination Date, the Applicable Variable Rate shall be equal any outstanding LIBOR Loan pursuant to the Applicable Offered Rate for deposits as such rate appears on the Applicable Reuters Page at the Applicable Calculation Time on such Determination Date. If, on such Determination Date, such rate does not appear on the Applicable Reuters Page as of the Applicable Calculation Time, or if the Applicable Reuters Page is not available on such date, the Calculation Agent shall obtain such rate from the Applicable Bloomberg Page. (dparagraph 2K(1)(i) If no offered rate appears on the Applicable Reuters Page or the Applicable Bloomberg Page on the Determination Date at the Applicable Calculation Time, then the Company will select four Major Banks to provide in a quotation of the Applicable Offered Rate offered by it for deposits to prime banks in the Applicable Interbank Market, on that date and at that time, that is representative of single transactions at that time. If at least two quotations are provided, the Applicable Variable Rate will be the arithmetic average of the quotations provided. Otherwisetimely manner, the Company shall select three major banks in New York City and shall request each of them be deemed to provide have elected to continue such LIBOR Loan as a quotation of the Applicable Offered Rate offered by them at approximately 11:00 a.m., New York City time, on the Determination Date for loans to leading Major Xxxxx that is representative of single transactions at that time. If three quotations are provided, the Applicable Variable Rate shall be the arithmetic average of the quotations provided. If the Major Banks selected as aforesaid by the Company are not quoting such rates as mentioned above, the Applicable Variable Rate for such LIBOR Loan with an Interest Period will be the Applicable Variable Rate determined with respect of equivalent duration to the immediately preceding Interest Period. Promptly after the beginning of each Interest Period, the holder of the greatest aggregate principal amount of the Notes of the applicable Series shall notify the Company of the LIBOR Rate for such Interest Period, but failure to give any such notice shall not affect the obligations of the Company hereunder or under such Notes nor create any liability of any holder of such Notes to the Company. Each determination of the applicable interest rate on any portion of the outstanding principal amount of the Notes for any Interest Period by the holder of the Notes of the applicable Series in accordance with this paragraph 2K(1)(ii) shall be conclusive and binding upon the Company and the holders of such Notes absent manifest error. (eiii) Notwithstanding any of the foregoingforegoing provisions of this paragraph 2K(1), if an Event of Default has occurred or is continuing at the end of any time the Applicable Variable Rate would be less than 1.00%Interest Period, then the Applicable Variable Rate Company shall be deemed at to have elected to convert such time LIBOR Loan into a Base Rate Loan, and thereafter the Company shall not have the right to maintain any Floating Rate Loan as a LIBOR Loan until there shall exist no Event of Default. (iv) Interest on Floating Rate Shelf Notes shall (a) be equal to 1.00%. All percentages resulting from any calculations payable (w) in this paragraph will be roundedthe case of LIBOR Loans, if necessary, to in arrears on the nearest one hundred thousandth last date of a percentage point, with five one millionths of a percentage point being rounded upwards each applicable Interest Period (e.g., 4.876545% (or .04876545) being rounded to 4.87655% (or .0487655)). The determination of the Applicable Variable Rate by the Calculation Agent shallprovided that, in the absence case of gross negligence or willful misconductany Interest Period in excess of three (3) months, interest shall also be final payable in arrears on the date which occurs three (3) months after the first day of such Interest Period), (x) in the case of Base Rate Loans, on the last Business Day of each calendar quarter and binding each date a Base Rate Loan is converted into a LIBOR Rate Loan, (y) in the case of any Floating Rate Loan, on all parties. (f) Upon written request from the date of any Holder prepayment of Notes, the Calculation Agent will provide the Applicable Interest Rate in effect for the Notes for of such Series (on the current interest period andamount prepaid), if it has been determined(z) in the case of any Floating Rate Loan, at maturity of the Applicable Interest Notes of such Series (whether by acceleration or otherwise) and after such maturity, on demand, and (b) be computed on the actual number of days elapsed in a year of 360 days (in the case of LIBOR Loans) and in a year of 365/366 days (in the case of Base Rate to be in effect for the next interest period. Dollar or Euro amounts, as applicable, resulting from such calculation shall be rounded to the nearest cent, with one-half cent being rounded upwardLoans).

FLOATING RATE INTEREST. (a) Each Note will bear interest from the Issue Date until maturity at a rate per annum, reset quarterly, equal to the sum of (i) the Applicable Variable Rate on the Determination Date plus (ii) 12.50%, as determined by the Calculation Agent in accordance with this Indenture. The Notes will bear interest from the most recent date to which interest has been paid or provided for or, if no interest has been paid or provided for, from the Issue Date. In respect of Additional Notes, references to the Issue Date shall mean the issue date of such Additional Notes or such other date as indicated in such Additional Notes. Interest shall be payable quarterly in arrears on each Interest Payment Date in accordance with Section 2.03 hereof to the person in whose name the Notes were registered at the close of business on the Record Date. Interest will be computed on the basis of the actual number of days in the year and the actual number of days elapsed. (b) As soon as reasonably practicable upon determination, the Calculation Agent will inform the Trustee and the Company of the interest rate for the next interest period. Absent manifest error, the determination of the interest rate by the Calculation Agent shall be binding and conclusive on the Participants, the Trustee and the Company and, in the absence of gross negligence or willful misconduct, no liability to the Participants, the Trustee, the Agents, the Company or any other party will attach to the Calculation Agent in connection with the exercise or non-exercise by it of its powers, duties, and discretions for such purposes or for any losses arising by virtue thereof. (c) With respect to an Interest Period, on the applicable Determination Date, the Applicable Variable Rate shall be equal to the Applicable Offered Rate for deposits as such rate appears on the Applicable Reuters Page at the Applicable Calculation Time on such Determination Date. If, on such Determination Date, such rate does not appear on the Applicable Reuters Page as of the Applicable Calculation Time, or if the Applicable Reuters Page is not available on such date, the Calculation Agent shall obtain such rate from the Applicable Bloomberg Page. (d) If no offered rate appears on the Applicable Reuters Page or the Applicable Bloomberg Page on the Determination Date at the Applicable Calculation Time, then the Company will select four Major Banks to provide a quotation of the Applicable Offered Rate offered by it for deposits to prime banks in the Applicable Interbank Market, on that date and at that time, that is representative of single transactions at that time. If at least two quotations are provided, the Applicable Variable Rate will be the arithmetic average of the quotations provided. Otherwise, the Company shall select three major banks in New York City and shall request each of them to provide a quotation of the Applicable Offered Rate offered by them at approximately 11:00 a.m., New York City time, on the Determination Date for loans to leading Major Xxxxx Banks that is representative of single transactions at that time. If three quotations are provided, the Applicable Variable Rate shall be the arithmetic average of the quotations provided. If the Major Banks selected as aforesaid by the Company are not quoting such rates as mentioned above, the Applicable Variable Rate for such Interest Period will be the Applicable Variable Rate determined with respect to the immediately preceding Interest Period. (e) Notwithstanding the foregoing, if at any time the Applicable Variable Rate would be less than 1.00%, then the Applicable Variable Rate shall be deemed at such time to be equal to 1.00%. All percentages resulting from any calculations in this paragraph will be rounded, if necessary, to the nearest one hundred thousandth of a percentage point, with five one millionths of a percentage point being rounded upwards (e.g., 4.876545% (or .04876545) being rounded to 4.87655% (or .0487655)). The determination of the Applicable Variable Rate by the Calculation Agent shall, in the absence of gross negligence or willful misconduct, be final and binding on all parties. (f) Upon written request from any Holder of Notes, the Calculation Agent will provide the Applicable Interest Rate in effect for the Notes for the current interest period and, if it has been determined, the Applicable Interest Rate to be in effect for the next interest period. Dollar or Euro amounts, as applicable, resulting from such calculation shall be rounded to the nearest cent, with one-half cent being rounded upward.