Common use of Calculation Adjustments Clause in Contracts

Calculation Adjustments. (a) If a Restricted Subsidiary acquires any company, business or undertaking which becomes part of the Restricted Group (an “Acquired Business”) for each Relevant Period which ends less than 12 Months after completion of that acquisition, only for the purposes of determining the Drawn Super Senior Gross Leverage Ratio for that Relevant Period, the results of the Acquired Business will be deemed included with those of the rest of the Group for the full duration of the Relevant Period as if the Acquired Business had been acquired at the start of the Relevant Period (in each case, without double-counting) and taking into account, in the case of the acquisition, any cost savings and other synergies which the CFO or CEO, acting reasonably, has certified are reasonably anticipated to be achieved within 12 months of the relevant acquisition. (b) If a Restricted Subsidiary disposes of any company which prior to its disposal formed part of the Restricted Group, for each Relevant Period which ends less than 12 Months after that company is disposed, the results of that company will be deemed excluded from those of the rest of the Group for the full duration of the Relevant Period as if that company was not a member of the Group at the start of the Relevant Period.

Appears in 4 contracts

Samples: Amendment and Restatement Agreement (Nord Anglia Education, Inc.), Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Amendment and Restatement Agreement (Nord Anglia Education, Inc.)

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Calculation Adjustments. (a) If a Restricted Subsidiary acquires any company, business or undertaking which becomes part of the Restricted Group (an “Acquired Business”) for each Relevant Period which ends less than 12 Months after completion of that acquisition, only for the purposes of determining the Drawn Super Senior Gross Leverage Ratio for that Relevant Period, the results of the Acquired Business will be deemed included with those of the rest of the Group for the full duration of the Relevant Period as if the Acquired Business had been acquired at the start of the Relevant Period (in each case, without double-counting) and taking into account, in the case of the acquisition, any cost savings and other synergies which the CFO or CEO, acting reasonably, has certified are reasonably anticipated to be achieved within 12 months of the relevant acquisition. (b) If a Restricted Subsidiary disposes of any company which prior to its disposal formed part of the Restricted Group, for each Relevant Period which ends less than 12 Months after that company is disposed, the results of that company will be deemed excluded from those of the rest of the Group for the full duration of the Relevant Period as if that company was not a member of the Group at the start of the Relevant Period.

Appears in 2 contracts

Samples: Revolving Facility Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.)

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