Common use of Accounting for Acquisitions and Divestitures Clause in Contracts

Accounting for Acquisitions and Divestitures. For purposes of computing the financial covenant set forth in Section 7.11(b), Consolidated EBITDA shall be calculated on a pro forma basis (in accordance with Article 11 of Regulation S-X of the Securities Exchange Act of 1934, but excluding any synergies) giving effect to (a) any Acquisition made by the Company or any Subsidiary during the applicable measurement period so long as, and to the extent that, other than with respect to the RPS Acquisition, (i) the Company delivers to the Administrative Agent (which shall promptly deliver to each Lender) a summary in reasonable detail of the assumptions underlying, and calculations made, in computing Consolidated EBITDA on a pro forma basis, and (ii) Required Lenders do not object to such assumptions and/or calculations within 10 Business Days after receipt thereof, and (b) any divestiture or Disposition of a Subsidiary, division or other operating unit made during the applicable measurement period. If the Company or any Subsidiary makes any Acquisition of any Person or assets which would result in a negative adjustment to Consolidated EBITDA for any period, the Company shall, upon request of Required Lenders, deliver information required pursuant to clause (a)(i) of the immediately preceding sentence so the calculation of Consolidated EBITDA will give effect to such Acquisition.

Accounting for Acquisitions and Divestitures. For purposes of computing the financial covenant set forth in Section 7.11(b), Consolidated EBITDA shall be calculated on a pro forma basis (in accordance with Article 11 of Regulation S-X of the Securities Exchange Act of 1934, but excluding any synergies) giving effect to (a) any Acquisition made by the Company or any Subsidiary during the applicable measurement period so long as, and to the extent that, other than with respect to the RPS Acquisition, (i) the Company delivers to the Administrative Agent (which shall promptly deliver to each Lender) a summary in reasonable detail of the assumptions underlying, and calculations made, in computing Consolidated EBITDA on a pro forma basis, and (ii) Required Lenders do not object to such assumptions and/or calculations within 10 Business Days after receipt thereof, and (b) any divestiture or Disposition of a Subsidiary, division or other operating unit made during the applicable measurement period. If the Company or any Subsidiary makes any Acquisition of any Person or assets which would result in a negative adjustment to Consolidated EBITDA for any period, the Company shall, upon request of Required Lenders, deliver information required pursuant to clause (a)(i) of the immediately preceding sentence so the calculation of Consolidated EBITDA will give effect to such Acquisition.

Accounting for Acquisitions and Divestitures. For purposes of computing the financial covenant set forth in Section 7.11(b), Consolidated EBITDA shall be calculated on a pro forma basis (in accordance with Article 11 of Regulation S-X of the Securities Exchange Act of 1934, but excluding any synergies) giving effect to (a) any Acquisition made by the Company Borrower or any Subsidiary during the applicable measurement period so long as, and to the extent that, other than with respect to the RPS Target Acquisition, (i) the Company Borrower delivers to the Administrative Agent (which shall promptly deliver to each Lender) a summary in reasonable detail of the assumptions underlying, and calculations made, in computing Consolidated EBITDA on a pro forma basis, and (ii) Required Lenders do not object to such assumptions and/or calculations within 10 ten (10) Business Days after receipt thereof, and (b) any divestiture or Disposition of a Subsidiary, division or other operating unit made during the applicable measurement period. If the Company Borrower or any Subsidiary makes any Acquisition of any Person or assets which would result in a negative adjustment to Consolidated EBITDA for any period, the Company Borrower shall, upon request of Required Lenders, deliver information required pursuant to clause (a)(i) of the immediately preceding sentence so the calculation of Consolidated EBITDA will give effect to such Acquisition.

Accounting for Acquisitions and Divestitures. For purposes of computing the financial covenant covenants set forth in Section 7.11(b)7.11, Consolidated EBITDA shall be calculated on a pro forma basis (in accordance with Article 11 of Regulation S-X of the Securities Exchange Act of 1934SEC, but excluding any synergies) giving effect to (a) any Acquisition made by the Company Borrower or any Subsidiary during the applicable measurement period so long as, and to the extent that, other than with respect to the RPS Acquisition, (i) the Company delivers to the Administrative Agent (which shall promptly deliver to each Lender) a summary in reasonable detail of the assumptions underlying, and calculations made, in computing Consolidated EBITDA on a pro forma basis, and (ii) Required Lenders do not object to such assumptions and/or calculations within 10 Business Days after receipt thereof, and (b) any divestiture or Disposition of a Subsidiary, division or other operating unit made during the applicable measurement period. If the Company or any Subsidiary makes any Acquisition of any Person or assets which would result in a negative adjustment to Consolidated EBITDA for any period, the Company shall, upon request of Required Lenders, deliver information required pursuant to clause (a)(i) of the immediately preceding sentence so the calculation of Consolidated EBITDA will give effect to such Acquisition.