reduction of Revolving Commitments to (ii) Annualized Quarterly Combined
Operating Cash Flow.
"Adjusted LIBO Rate" means, with respect to any Eurodollar Borrowing
for any Interest Period, an interest rate per annum (rounded upwards, if
necessary, to the next 1/16 of 1%) equal to (a) the LIBO Rate for such Interest
Period multiplied by (b) the Statutory Reserve Rate.
"Administrative Agent" means Bankers Trust Company, in its capacity as
administrative agent for the Lenders under the Loan Documents, and any successor
appointed pursuant to the provisions of Section 8.04.
"Administrative Questionnaire" means an Administrative Questionnaire
in a form supplied by the Administrative Agent.
"Affiliate" means, with respect to a specified Person, another Person
that directly, or indirectly through one or more intermediaries, Controls or is
Controlled by or is under common Control with the Person specified.
"Agents" means the Administrative Agent, the Documentation Agent and
the Syndication Agent listed on the cover page of this Agreement, and "Agent"
means any of them, as the context may require.
"Alternate Base Rate" means, for any day, a rate per annum equal to the
greater of (a) the Prime Rate in effect on such day and (b) the Federal Funds
Effective Rate in effect on such day plus 1/2 of 1%. Any change in the Alternate
Base Rate due to a change in the Prime Rate or the Federal Funds Effective Rate
shall be effective from and including the effective date of such change in the
Prime Rate or the Federal Funds Effective Rate, respectively.
"Annualized Quarterly Combined Operating Cash Flow" means, at any date,
the Combined Operating Cash Flow for the most recently ended fiscal quarter for
which the Borrower has delivered to the Agents and the Lenders the financial
statements required to be delivered by the Borrower pursuant to Section 5.01(a)
or 5.01(b), as the case may be (after giving effect to any Pro Forma Cash Flow
Determination and First Quarter Adjustment), multiplied by four.
"Applicable Leverage Ratio" means, for any day, the Consolidated Senior
Leverage Ratio on the last day of the most recently ended fiscal quarter of the
Borrower for which the Borrower has delivered to the Agents and the Lenders the
financial statements required to be delivered by the Borrower pursuant to
Section 5.01(a) or 5.01(b), as the case may be; provided that if the Borrower
shall not have timely delivered any such financial statements, and the Required