Urban Outfitters 2016 Annual Report Download - page 101

respect to any Determination Date as and when due, at the option of the Administrative Agent or at the request of the Required Lenders, Average Quarterly
Availability shall be deemed to be in Level III during the period from the expiration of the time for delivery thereof until the date five (5) days after such
Borrowing Base Certificate is delivered, and (y) if the Borrowers shall fail to deliver the annual or quarterly consolidated financial statements required to be
delivered by it pursuant to Section 5.01 with respect to any Determination Date as and when due, at the option of the Administrative Agent or at the request
of the Required Lenders, the Adjusted Leverage Ratio shall be deemed to be in Tier II during the period from the expiration of the time for delivery thereof
until the date five (5) days after such consolidated financial statements are delivered.
If any financial statements or Borrowing Base Certificate shall prove to have been inaccurate (regardless of whether any Commitments are in effect or
any amounts are outstanding hereunder when such inaccuracy is discovered), and such inaccuracy shall have resulted in the payment or accrual of any
interest or fees at rates lower than those that would have been paid or accrued for any period, then the Borrowers shall be required to pay within three
(3) Business Days after notice any additional amount that Borrowers would have been required to pay if such financial statements had been accurate at the
time they were delivered.
“Applicable Trigger Amount” means, with respect to any test of Availability hereunder by reference to the Applicable Trigger Amount at a specified
Level, the following:
Level Maximum Credit Amount Floor
I Greatest of: 10.0% of the Maximum Credit Amount $32,000,000
II Greatest of: 12.5% of the Maximum Credit Amount $40,000,000
III Greatest of: 15.0% of the Maximum Credit Amount $48,000,000
IV Greatest of: 17.5% of the Maximum Credit Amount $56,000,000
V Greatest of: 20.0% of the Maximum Credit Amount $64,000,000
“Approved Fund” has the meaning assigned to such term in Section 9.04.
“Assignment and Assumption” means an assignment and assumption entered into by a Lender and an assignee (with the consent of any party whose
consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of Exhibit A or any other form approved by the Administrative
Agent.
“Availability” means, at any time, an amount equal to the lesser of (a) the Aggregate Commitments minus the Aggregate Credit Exposure, and (b) the
Borrowing Base minus the Aggregate Credit Exposure.
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