Level II Status definition

Level II Status exists at any date if, on such date, (i) the Borrower has not qualified for Level I Status and (ii) the Borrower's Xxxxx'x Rating is Baa1 or better or the Borrower's S&P Rating is BBB+ or better.

Level II Status means, on any date, the circumstance that Level I Status does not exist and the Consolidated Total Debt to Consolidated EBITDA Ratio is greater than or equal to 4.50 to 1.00 as of such date.

Level II Status exists at any date if, as of the last day of the fiscal quarter of the Borrower referred to in the most recent Financials, (i) the Borrower has not qualified for Level I Status and (ii) the Leverage Ratio is less than 1.50 to 1.00. “Level III Status” exists at any date if, as of the last day of the fiscal quarter of the Borrower referred to in the most recent Financials, (i) the Borrower has not qualified for Level I Status or Level II Status and (ii) the Leverage Ratio is less than 2.00 to 1.00.

Examples of Level II Status in a sentence

• The Company shall pay to the Agent for the account of each Bank a facility fee on the entire portion of such Bank’s Commitment (whether utilized or unutilized), computed on a quarterly basis in arrears on the last Business Day of each calendar quarter, equal to (i) 0.060% per annum if Level I Status exists, (ii) 0.070% per annum if Level II Status exists, (iii) 0.080% per annum if Level III Status exists, (iv) 0.100% per annum if Level IV Status exists and (v) 0.125% per annum if Level V Status exists.

• The "FACILITY FEE RATE" at any date is: (i) 0.050% if Level I Status exists at such date, (ii) 0.055% if Level II Status exists at such date, (iii) 0.060% if Level III Status exists at such date, (iv) 0.090% if Level IV Status exists at such date or (v) 0.125% if Level V Status exists at such date.

• Notwithstanding anything herein to the contrary, from the Closing Date to but not including the fifth (5th) Business Day following the date the Administrative Agent has received the Financials for the period ending November 30, 2007, the Applicable Margin and Applicable Facility Fee Rate shall be determined based upon Level II Status.

• Very truly yours, NORTHERN ILLINOIS GAS COMPANY By Title: Level I Status 0.035% 0.090% 0.000% 0.050% Level II Status 0.040% 0.110% 0.000% 0.050% Level III Status 0.050% 0.150% 0.000% 0.050% Level IV Status 0.060% 0.190% 0.000% 0.050% Level V Status 0.070% 0.230% 0.000% 0.050% Level VI Status 0.090% 0.360% 0.000% 0.050% Level VII Status 0.100% 0.500% 0.000% 0.050% Each change in a rating shall be effective as of the date it is announced by the applicable rating agency.

• Very truly yours, NORTHERN ILLINOIS GAS COMPANY By Title: Level I Status .100% 50% of CDX 1.50% Level II Status .125% 65% of CDX 1.75% Level III Status .150% 80% of CDX 2.00% Level IV Status .200% 90% of CDX 2.25% Level V Status .250% 100% of CDX 2.50% Each change in a rating shall be effective as of the date it is announced by the applicable rating agency.

More Definitions of Level II Status

Level II Status exists at any date if, as of the last day of the fiscal quarter referred to in the most recent Financials, (i) the Company has not qualified for Level I Status and (ii) the Leverage Ratio is less than or equal to 1.50 to 1.00.

Level II Status exists at any date if, at such date, Level I Status does not exist and the Borrower has a long-term senior unsecured debt rating of BBB+ or better by S&P or Baa1 or better by Moody’s.

Level II Status means Level I Status does not exist, but, subject to the provisions of Schedule 1, the Borrower’s S&P Rating is AA- or higher and its Xxxxx’x Rating is Aa3 or higher.

Level II Status means, on any date, the circumstance that the Consolidated First Lien Secured Debt to Consolidated EBITDA Ratio is less than or equal to 4.25 to 1.00 as of such date.

Level II Status exists on any date if, at such date, (i) the Company’s outstanding senior unsecured long-term debt is rated A or an equivalent rating or higher by S&P or A2 or an equivalent rating or higher by Moody’s and (ii) Level I Status does not exist on such date.

Level II Status exists at any date after the Separation if, at such date, (i) the Borrower's outstanding senior unsecured long-term debt securities are rated A or higher by S&P or A2 or higher by Moody's and (ii) Level I Status does not exist.

Level II Status exists at any date if, at such date, the Leverage Ratio is greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00;