Common use of Borrower’s Right to Cure Clause in Contracts

Borrower’s Right to Cure. Notwithstanding anything to the contrary contained in Section 8.1, so long as the Permitted Holders beneficially own, directly or indirectly, at least 35% of the Voting Stock of Borrower, for purposes of determining whether a Financial Covenant Event of Default has occurred, on or prior to the day that is 15 Business Days after the day on which financial statements are required to be delivered for the relevant Fiscal Quarter, Borrower shall have the right to voluntarily prepay Loans in an aggregate amount equal to the amount necessary to cure any Financial Covenant Event of Default and, for the avoidance of doubt, in the case of Revolving Loans, without any corresponding reduction of the Revolving Commitments (any such prepayment, a “Financial Covenant Cure”); provided that (a) no more than three Financial Covenant Cures will be made during the Revolving Commitment Period and no Financial Covenant Cures will be made in respect of consecutive Fiscal Quarters and (b) following the exercise by Borrower of such right, the Financial Covenant shall be recalculated as if such prepayment had been made on the last day of such Fiscal Quarter and if, after giving effect to the foregoing recalculations, Borrower shall then be in compliance with the requirements of the Financial Covenant, Borrower shall be deemed to have satisfied the requirements of the Financial Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable Financial Covenant Event of Default which had occurred shall be deemed cured for all purposes of the Agreement.

Borrower’s Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.17.01, so long as in the Permitted Holders beneficially ownevent that the Borrower fails to comply with the requirement of any Financial Performance Covenant, directly or indirectly, at least 35% until the expiration of the Voting Stock of Borrower, for purposes of determining whether a Financial Covenant Event of Default has occurred, on or prior fifth Business Day subsequent to the day that is 15 Business Days after the day date on which financial statements with respect to the fiscal period for which such Financial Performance Covenant is being measured are required to be delivered for the relevant Fiscal Quarterpursuant to Section 5.01, Borrower Holdings shall have the right to voluntarily prepay Loans in issue Permitted Securities (the "Cure Right"), and upon the receipt by the Borrower of cash (such amount of cash being referred to as the "Cure Amount") pursuant to the exercise by Holdings of such Cure Right, such Financial Performance Covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of determining the existence of a Default or Event of Default under the Financial Performance Covenants with respect to any period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised and not for any other purpose under this Agreement, by an aggregate amount equal to the amount necessary to cure any Financial Covenant Event of Default Cure Amount; and, for the avoidance of doubt, in the case of Revolving Loans, without any corresponding reduction of the Revolving Commitments (any such prepayment, a “Financial Covenant Cure”); provided that (aii) no more than three Financial Covenant Cures will be made during the Revolving Commitment Period and no Financial Covenant Cures will be made in respect of consecutive Fiscal Quarters and (b) following the exercise by Borrower of such right, the Financial Covenant shall be recalculated as if such prepayment had been made on the last day of such Fiscal Quarter and if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all Financial Performance Covenants (including for purposes of Section 4.02), the Financial Covenant, Borrower shall be deemed to have satisfied the requirements of the Financial Covenant Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Covenant Event of Default which Performance Covenants that had occurred shall be deemed cured for all the purposes of the this Agreement. (b) Notwithstanding anything herein to the contrary, (i) the Cure Amount shall not exceed $30,000,000 and (ii) the Borrower shall apply the Cure Amount to the prepayment of outstanding Revolving Loans, if any; provided that any such prepayment shall not reduce any Lender's Revolving Commitment; provided further that (a) in each four fiscal quarter period there shall be a period of at least one fiscal quarter in which no Cure Right is made, (b) in each eight fiscal quarter period there shall be a period of at least four consecutive fiscal quarters during which no Cure Right is made and (c) the Cure Amount shall be no greater than the amount required to cause Borrower to be in compliance with such Financial Performance Covenant.

Borrower’s Right to Cure. (a) Notwithstanding anything to the contrary contained in Section 8.17.01, so long as in the Permitted Holders beneficially ownevent that the Borrower fails to comply with the requirement of any Financial Performance Covenant, directly or indirectly, at least 35% until the expiration of the Voting Stock of Borrower, for purposes of determining whether a Financial Covenant Event of Default has occurred, on or prior fifth Business Day subsequent to the day that is 15 Business Days after the day date on which financial statements with respect to the fiscal period for which such Financial Performance Covenant is being measured are required to be delivered for the relevant Fiscal Quarterpursuant to Section 5.01, Borrower Holdings shall have the right to voluntarily prepay Loans in issue Permitted Securities (the “Cure Right”), and upon the receipt by the Borrower of cash (such amount of cash being referred to as the “Cure Amount”) pursuant to the exercise by Holdings of such Cure Right, such Financial Performance Covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of determining the existence of a Default or Event of Default under the Financial Performance Covenants with respect to any period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised and not for any other purpose under this Agreement, by an aggregate amount equal to the amount necessary to cure any Financial Covenant Event of Default Cure Amount; and, for the avoidance of doubt, in the case of Revolving Loans, without any corresponding reduction of the Revolving Commitments (any such prepayment, a “Financial Covenant Cure”); provided that (aii) no more than three Financial Covenant Cures will be made during the Revolving Commitment Period and no Financial Covenant Cures will be made in respect of consecutive Fiscal Quarters and (b) following the exercise by Borrower of such right, the Financial Covenant shall be recalculated as if such prepayment had been made on the last day of such Fiscal Quarter and if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of all Financial Performance Covenants (including for purposes of Section 4.02), the Financial Covenant, Borrower shall be deemed to have satisfied the requirements of the Financial Covenant Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Covenant Event of Default which Performance Covenants that had occurred shall be deemed cured for all the purposes of the this Agreement. (b) Notwithstanding anything herein to the contrary, (i) the aggregate Cure Amount during the term of this Agreement shall not exceed $20,000,000 and (ii) the Borrower shall apply the Cure Amount to the prepayment of outstanding Revolving Loans, if any; provided that any such prepayment shall not reduce any Lender’s Revolving Commitment; provided further that (a) in each four fiscal quarter period there shall be a period of at least two fiscal quarters in which no Cure Right is made, (b) in each eight fiscal quarter period there shall be a period of at least four consecutive fiscal quarters during which no Cure Right is made and (c) the Cure Amount shall be no greater than the amount required to cause Borrower to be in compliance with such Financial Performance Covenant.