Accounting Terms/Calculation of Financial Covenants. (a) Except as otherwise expressly provided herein, all accounting terms used herein shall be interpreted, and all financial statements and certificates and reports as to financial matters required to be delivered to the Lenders hereunder shall be prepared, in accordance with GAAP applied on a consistent basis. All calculations made for the purposes of determining compliance with this Credit Agreement shall (except as otherwise expressly provided herein) be made by application of GAAP applied on a basis consistent with the most recent annual or quarterly financial statements delivered pursuant to Section 7.1 (or, prior to the delivery of the first financial statements pursuant to Section 7.1, consistent with the financial statements delivered to the Lenders prior to the Closing Date); provided, however, if (a) the Borrower shall object to determining such compliance on such basis at the time of delivery of such financial statements due to any change in GAAP or the rules promulgated with respect thereto or (b) the Administrative Agent or the Required Lenders shall so object in writing within 30 days after delivery of such financial statements, then such calculations shall be made on a basis consistent with GAAP as in effect as of the date of the most recent financial statements delivered by the Borrower to the Lenders to which no such objection shall have been made. (b) Notwithstanding anything herein to the contrary, for the purposes of calculating the financial covenants set forth in Section 7.2, (i) income statement items (positive or negative) attributable to any Person or Property acquired in a Permitted Acquisition and Indebtedness incurred in connection with such Permitted Acquisition shall, without duplication, be treated as if such Person or Property was acquired or such Indebtedness incurred as of the first day of the twelve month period ending as of the most recently completely fiscal quarter of the Borrower and (ii) income statement items (positive or negative) attributable to Property disposed of in any asset sale permitted by Section 8.5(g) and Indebtedness retired in connection with such sale shall, without duplication, be treated as if such sale occurred as of the first day of the twelve month period ending as of the most recently completed fiscal quarter of the Borrower.
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Samples: Credit Agreement (Quest Diagnostics Inc), Credit Agreement (Quest Diagnostics Inc), Bridge Credit Agreement (Quest Diagnostics Inc)
Accounting Terms/Calculation of Financial Covenants. (a) Except as otherwise expressly provided herein, all accounting terms used herein shall be interpreted, and all financial statements and statements, certificates and reports as to financial matters required to be delivered to the Lenders hereunder shall be prepared, in accordance with GAAP applied on a consistent basis. All calculations made for the purposes of determining compliance with this Credit Agreement shall (except Except as otherwise expressly provided herein) , all accounting terms used herein shall be made construed in accordance with GAAP as in effect from time to time; provided that if the Borrower, by application of GAAP applied on a basis consistent with the most recent annual or quarterly financial statements delivered pursuant to Section 7.1 (or, prior notice to the delivery of the first financial statements pursuant to Section 7.1Administrative Agent, consistent with the financial statements delivered to the Lenders prior to the Closing Date); provided, however, if (a) the Borrower shall object to determining such compliance on such basis at the time of delivery of such financial statements due request an amendment to any provision hereof to eliminate the effect of any change occurring after the date hereof in GAAP or in the rules promulgated with respect thereto application thereof on the operation of such provision (or (b) if the Administrative Agent or the Required Lenders Lenders, by notice to the Borrower, shall so object request an amendment to any provision hereof for such purpose), regardless of whether any such notice is given before or after such change in writing within 30 days after delivery of such financial statementsGAAP or in the application thereof, then such calculations provision shall be made interpreted on a the basis consistent with of GAAP as in effect as of the date of the most recent financial statements delivered by the Borrower to the Lenders to which no and applied immediately before such objection change shall have become effective until such notice shall have been withdrawn or such provision amended in accordance herewith. Following the delivery of any such notice, the Borrower, the Administrative Agent and the Lenders agree to negotiate in good faith to amend this Credit Agreement in an appropriate manner to eliminate the effect of any such change. Notwithstanding any other provision contained herein, all terms of an accounting or financial nature used herein shall be construed, and all computations of amounts and ratios referred to herein shall be made, without giving effect to (i) any election under Statement of Financial Accounting Standards 159, The Fair Value Option for Financial Assets and Financial Liabilities, or any successor thereto (including pursuant to the Accounting Standards Codification) to value any Indebtedness of the Borrower or any Subsidiary at “fair value”, as defined therein, and (ii) any change in accounting for leases pursuant to GAAP resulting from the adoption of Financial Accountings Standards Board Accounting Standards Update No. 2016-02, Leases (Topic 842) (“FAS 842”), to the extent such adoption would require (x) treating any lease (or similar arrangement conveying the right to use) as a capital lease where such lease (or similar arrangement) would not have been required to be 39 [[5731659]] so treated under GAAP as in effect on the date hereof or (y) recognizing liabilities on the balance sheet with respect to operating leases under FAS 842.
(b) Notwithstanding anything herein to the contrary, for the purposes of calculating the financial covenants covenant set forth in Section 7.2, (i) income statement items (positive or negative) attributable to any Person or Property acquired in a Permitted Acquisition by the Borrower or one of its Subsidiaries and Indebtedness incurred in connection with such Permitted Acquisition acquisition shall, without duplication, be treated as if such Person or Property was had been acquired or such Indebtedness incurred as of the first day of the twelve month period ending as of the most recently completely completed fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 7.1(a) or (b) (or, prior to the delivery of the first financial statements pursuant to Section 7.1(a) or (b), as of the first day of the twelve month period ending as of the date of the most recent balance sheet delivered to the Lenders prior to the Restatement Effective Date) and (ii) income statement items (positive or negative) attributable to Property disposed of in any asset sale permitted by Section 8.5(g) the Borrower or one of its Subsidiaries and Indebtedness retired in connection with such sale disposition shall, without duplication, be treated as if such sale disposition had occurred as of the first day of the twelve month period ending as of referred to in the most recently completed fiscal quarter of the Borrowerpreceding clause (i).
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Accounting Terms/Calculation of Financial Covenants. (a) Except as otherwise expressly provided herein, all accounting terms used herein shall be interpreted, and all financial statements and certificates and reports as to financial matters required to be delivered to the Lenders hereunder shall be prepared, in accordance with GAAP applied on a consistent basis. All calculations made for the purposes of determining compliance with this Credit Agreement shall (except as otherwise expressly provided herein) be made by application of GAAP applied on a basis consistent with the most recent annual or quarterly financial statements delivered pursuant to Section 7.1 (or, prior to the delivery of the first financial statements pursuant to Section 7.1, consistent with the financial statements delivered to the Lenders prior to the Closing Funding Date); provided, however, if (a) the Borrower shall object to determining such compliance on such basis at the time of delivery of such financial statements due to any change in GAAP or the rules promulgated with respect thereto or (b) the Administrative Agent or the Required Lenders shall so object in writing within 30 days after delivery of such financial statements, then such calculations shall be made on a basis consistent with GAAP as in effect as of the date of the most recent financial statements delivered by the Borrower to the Lenders to which no such objection shall have been made.
(b) Notwithstanding anything herein to the contrary, for the purposes of calculating the financial covenants set forth in Section 7.2, (i) income statement items (positive or negative) attributable to any Person or Property acquired in a Permitted Acquisition and Indebtedness incurred in connection with such Permitted Acquisition shall, without duplication, be treated as if such Person or Property was acquired or such Indebtedness incurred as of the first day of the twelve month period ending as of the most recently completely fiscal quarter of the Borrower and (ii) income statement items (positive or negative) attributable to Property disposed of in any asset sale permitted by Section 8.5(g) and Indebtedness retired in connection with such sale shall, without duplication, be treated as if such sale occurred as of the first day of the twelve month period ending as of the most recently completed fiscal quarter of the Borrower.
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Accounting Terms/Calculation of Financial Covenants. (a) Except as otherwise expressly provided herein, all accounting terms used herein shall be interpreted, and all financial statements and statements, certificates and reports as to financial matters required to be delivered to the Lenders hereunder shall be prepared, in accordance with GAAP applied on a consistent basis. All calculations made for the purposes of determining compliance with this Credit Agreement shall (except Except as otherwise expressly provided herein) , all accounting terms used herein shall be made construed in accordance with GAAP as in effect from time to time; provided that if the Borrower, by application of GAAP applied on a basis consistent with the most recent annual or quarterly financial statements delivered pursuant to Section 7.1 (or, prior notice to the delivery of the first financial statements pursuant to Section 7.1Administrative Agent, consistent with the financial statements delivered to the Lenders prior to the Closing Date); provided, however, if (a) the Borrower shall object to determining such compliance on such basis at the time of delivery of such financial statements due request an amendment to any provision hereof to eliminate the effect of any change occurring after the date hereof in GAAP or in the rules promulgated with respect thereto application thereof on the operation of such provision (or (b) if the Administrative Agent or the Required Lenders Lenders, by notice to the Borrower, shall so object request an amendment to any provision hereof for such purpose), regardless of whether any such notice is given before or after such change in writing within 30 days after delivery of such financial statementsGAAP or in the application thereof, then such calculations provision shall be made interpreted on a the basis consistent with of GAAP as in effect as of the date of the most recent financial statements delivered by the Borrower to the Lenders to which no and applied immediately before such objection change shall have become effective until such notice shall have been withdrawn or such provision amended in accordance herewith. Following the delivery of any such notice, the Borrower, the Administrative Agent and the Lenders agree to negotiate in good faith to amend this Credit Agreement in an appropriate manner to eliminate the effect of any such change. Notwithstanding any other provision contained herein, all terms of an accounting or financial nature used herein shall be construed, and all computations of amounts and ratios referred to herein shall be made, without giving effect to (i) any election under Statement of Financial Accounting Standards 159, The Fair Value Option for Financial Assets and Financial Liabilities, or any successor thereto (including pursuant to the Accounting Standards Codification) to value any Indebtedness of the Borrower or any Subsidiary at “fair value”, as defined therein, and (ii) any change in accounting for leases pursuant to GAAP resulting from the adoption of Financial Accountings Standards Board Accounting Standards Update No. 2016-02, Leases (Topic 842) (“FAS 842”), to the extent such adoption would require (x) treating any lease (or similar arrangement conveying the right to use) as a capital lease where such lease (or similar arrangement) would not have been required to be so treated under GAAP as in effect on the date hereof or (y) recognizing liabilities on the balance sheet with respect to operating leases under FAS 842.
(b) Notwithstanding anything herein to the contrary, for the purposes of calculating the financial covenants covenant set forth in Section 7.2, (i) income statement items (positive or negative) attributable to any Person or Property acquired in a Permitted Acquisition by the Borrower or one of its Subsidiaries and Indebtedness incurred in connection with such Permitted Acquisition acquisition shall, without duplication, be treated as if such Person or Property was had been acquired or such Indebtedness incurred as of the first day of the twelve month period ending as of the most recently completely completed fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 7.1(a) or (b) (or, prior to the delivery of the first financial statements pursuant to Section 7.1(a) or (b), as of the first day of the twelve month period ending as of the date of the most recent balance sheet delivered to the Lenders prior to the Restatement Effective Date) and (ii) income statement items (positive or negative) attributable to Property disposed of in any asset sale permitted by Section 8.5(g) the Borrower or one of its Subsidiaries and Indebtedness retired in connection with such sale disposition shall, without duplication, be treated as if such sale disposition had occurred as of the first day of the twelve month period ending as of referred to in the most recently completed fiscal quarter of the Borrowerpreceding clause (i).
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Accounting Terms/Calculation of Financial Covenants. (a) Except as otherwise expressly provided herein, all accounting terms used herein shall be interpreted, and all financial statements and statements, certificates and reports as to financial matters required to be delivered to the Lenders hereunder shall be prepared, in accordance with GAAP applied on a consistent basis. All calculations made for the purposes of determining compliance with this Credit Agreement shall (except Except as otherwise expressly provided herein) , all accounting terms used herein shall be made construed in accordance with GAAP as in effect from time to time; provided that if the Borrower, by application of GAAP applied on a basis consistent with the most recent annual or quarterly financial statements delivered pursuant to Section 7.1 (or, prior notice to the delivery of the first financial statements pursuant to Section 7.1Administrative Agent, consistent with the financial statements delivered to the Lenders prior to the Closing Date); provided, however, if (a) the Borrower shall object to determining such compliance on such basis at the time of delivery of such financial statements due request an amendment to any provision hereof to eliminate the effect of any change occurring after the date hereof in GAAP or in the rules promulgated with respect thereto application thereof on the operation of such provision (or (b) if the Administrative Agent or the Required Lenders Lenders, by notice to the Borrower, shall so object request an amendment to any provision hereof for such purpose), regardless of whether any such notice is given before or after such change in writing within 30 days after delivery of such financial statementsGAAP or in the application thereof, then such calculations provision shall be made interpreted on a the basis consistent with of GAAP as in effect as of the date of the most recent financial statements delivered by the Borrower to the Lenders to which no and applied immediately before such objection change shall have become effective until such notice shall have been withdrawn or such provision amended in accordance herewith. Following the delivery of any such notice, the Borrower, the Administrative Agent and the Lenders agree to negotiate in good faith to amend this Credit Agreement in an appropriate manner to eliminate the effect of any such change. Notwithstanding any other provision contained herein, all terms of an accounting or financial nature used herein shall be construed, and all computations of amounts and ratios referred to herein shall be made, without giving effect to (i) any election under Statement of Financial Accounting Standards 159, The Fair Value Option for Financial Assets and Financial Liabilities, or any successor thereto (including pursuant to the Accounting Standards Codification) to value any Indebtedness of the Borrower or any Subsidiary at “fair value”, as defined therein, and (ii) any change in accounting for leases pursuant to GAAP resulting from the adoption of Financial Accountings Standards Board Accounting Standards Update No. 2016-02, Leases (Topic 842) (“FAS 842”), to the extent such adoption would require (x) treating any lease (or similar arrangement conveying the right to use) as a capital lease where such lease (or similar arrangement) would not have been required to be so treated under GAAP as in effect on the date hereof or (y) recognizing liabilities on the balance sheet with respect to operating leases under FAS 842.
(b) Notwithstanding anything herein to the contrary, for the purposes of calculating the financial covenants covenant set forth in Section 7.2, (i) income statement items (positive or negative) attributable to any Person or Property acquired in a Permitted Acquisition by the Borrower or one of its Subsidiaries and Indebtedness incurred in connection with such Permitted Acquisition acquisition shall, without duplication, be treated as if such Person or Property was had been acquired or such Indebtedness incurred as of the first day of the twelve month period ending as of the most recently completely completelycompleted fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 7.1(a) or (b) (or, prior to the delivery of the first financial statements pursuant to Section 7.1(a) or (b), as of the first day of the twelve month period ending as of the date of the most recent balance sheet delivered to the Lenders prior to the Restatement Effective Date) and (ii) income statement items (positive or negative) attributable to Property disposed of in any asset sale permitted by Section 8.5(g) the Borrower or one of its Subsidiaries and Indebtedness retired in connection with such sale disposition shall, without duplication, be treated as if such sale disposition had occurred as of the first day of the twelve month period ending as of referred to in the most recently completed fiscal quarter of the Borrowerpreceding clause (i).
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