Honeywell 2002 Annual Report Download - page 63

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Level 4
Lower than Level 3 but at 0.100%
least BBB+ or Baa1
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Level 5
Lower than Level 4 0.125%
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"Applicable Utilization Fee" means, as of any date prior to the Term
Loan Conversion Date that the aggregate Advances exceed 50% of the
aggregate Commitments, a percentage per annum determined by reference to
the Public Debt Rating in effect on such date as set forth below:
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Public Debt Rating Applicable
S&P/Moody's Utilization Fee
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Level 1
A+ or A1 or above 0.050%
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Level 2
Lower than Level 1 but at 0.050%
least A or A2
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Level 3
Lower than Level 2 but at 0.100%
least A- or A3
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Level 4
Lower than Level 3 but at 0.125%
least BBB+ or Baa1
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Level 5
Lower than Level 4 0.125%
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"Assignment and Acceptance" means an assignment and acceptance entered
into by a Lender and an Eligible Assignee, and accepted by the Agent, in
substantially the form of Exhibit C hereto.
"Assuming Lender" means an Eligible Assignee not previously a Lender
that becomes a Lender hereunder pursuant to Section 2.16.
"Assumption Agreement" means an agreement in substantially the form of
Exhibit D hereto by which an Eligible Assignee agrees to become a Lender
hereunder pursuant to Section 2.16, in each case agreeing to be bound by
all obligations of a Lender hereunder.
"Base Rate" means a fluctuating interest rate per annum in effect from
time to time, which rate per annum shall at all times be equal to the
highest of:
(a) the rate of interest announced publicly by Citibank in New
York, New York, from time to time, as Citibank's base rate;
3