Common use of Certain Cure Rights Clause in Contracts

Certain Cure Rights. (a) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(a) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(a) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of the date thirty days after (a) the date ------------ the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the last day of such fiscal -------- quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds Credit Agreement ---------------- (a) assuming that the Senior Leverage Ratio or Total Leverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to subtract such prepayment from the aggregate outstanding amount of Indebtedness, then such breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (b) below) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters. (b) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(b) or 8.10(c) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(b) or 8.10(c) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of the date ------------ thirty days after (a) the date the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the -------- last day of such fiscal quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds thereof to the prepayment of the Loans hereunder, which prepayment, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(b) or 8.10 (c) assuming that the Interest Coverage Ratio and Fixed Charge Coverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to deduct from Interest Expense the aggregate amount of interest that would not have been required to be paid hereunder if such prepayment had been made on the first day of the period for which the Interest Coverage Ratio and Fixed Charge Coverage Ratio is determined under said Section 8.10(b) or 8.10(c), then such Credit Agreement ---------------- breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (a) above) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters.

Certain Cure Rights. Notwithstanding any provision to the contrary contained in this Credit Agreement (aincluding, without limitation, Section 9.1(c)(i)) Notwithstanding or in any other Credit Document, until the provisions date that the Investment and Deposit Agreement is terminated in accordance with the terms of Section 9.01 hereof9.13 thereof, but without limiting (i) the obligations Borrower shall have the right to cure any Event of the Borrowers under Section 8.10(a) hereof, a breach Default resulting from non-compliance by the Borrowers Credit Parties with Section 7.11(c) or Section 7.11(d) as of the last day end of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(a) shall not constitute an Event of Default hereunder (except by prepaying the Loans during the Leverage Grace Period for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of the date thirty days after (a) the date ------------ the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as in an amount (in an integral multiple of $100,000) that would have been sufficient to enable the case may be, are delivered pursuant Credit Parties to comply with Section 8.01(a7.11(c) or 8.01(band Section 7.11(d) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the last day of such fiscal -------- quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds Credit Agreement ---------------- (a) assuming that the Senior Leverage Ratio or Total Leverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to subtract if such prepayment from had been made on such date, with either (A) the aggregate outstanding Net Cash Proceeds of a Sponsor Equity Issuance in accordance with Section 3.3(b)(v)(B) or (B) the Net Cash Proceeds of a sale of all or any portion of the Shirt Group in accordance with Section 3.3(b)(iii) and (ii) upon consummation of a sale of all or substantially all of the Shirt Group while a Sale Moratorium is in effect and prepayment of the Loans in an amount sufficient to enable the Credit Parties to be in compliance with the financial ratios set forth in Section 8.5(c)(ii)(A) in the manner contemplated by Section 8.5(c)(ii)(B), all Events of Indebtedness, Defaults with respect to which a Leverage Grace Period is then such breach or breaches in effect automatically shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (b) below) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters. (b) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(b) or 8.10(c) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(b) or 8.10(c) shall not constitute an Event of Default hereunder (except . Solely for purposes of Section 6 hereof7.11(c) until and Section 7.11(d), (i) the date (the "Cut-Off Date") which is the earlier amount of Funded Indebtedness of the date ------------ thirty days after (a) the date the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to Consolidated Parties during any Leverage Grace Period shall be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the -------- last day of such fiscal quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds thereof calculated by giving pro forma effect to the prepayment of the Loans hereunder, which prepayment, in that would be required to enable the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Credit Parties to comply with Section 8.14(a7.11(c) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said and Section 8.10(b7.11(d) or 8.10 (c) assuming that the Interest Coverage Ratio and Fixed Charge Coverage Ratio (as the case may be), as of the last day related fiscal quarter-end (but only to the extent that such prepayment actually has not been made) and (ii) the amount of such the prepayment required to effect a cure of any Event of Default occurring as of the end of any fiscal quarter shall be determined without regard to the Senior Leverage Ratio or fiscal year, the Total Leverage Ratio as the case may be, were recalculated to deduct from Interest Expense the aggregate amount of interest that would not have been required to be paid hereunder if such prepayment had been made on the first day of the period for which the Interest Coverage Ratio and Fixed Charge Coverage Ratio is determined under said Section 8.10(b) or 8.10(c), then such Credit Agreement ---------------- breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches end of Section 8.10 hereof (including pursuant to paragraph (a) above) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive any subsequent fiscal quartersquarter.

Certain Cure Rights. (a) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(a) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(a) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of the date thirty days after (a) the ------------- date ------------ the -101- financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the last day of such fiscal -------- quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds Credit Agreement ---------------- (athereof to the prepayment of the Loans hereunder, which prepayment, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(a) assuming that the Senior Leverage Ratio or Total Leverage Ratio (as the case may be)Ratio, as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to subtract such prepayment from the aggregate outstanding amount of Indebtedness, then such breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (b) below) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters. (b) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(b) or 8.10(c) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(b) or 8.10(c) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of ------------ the date ------------ thirty days after (a) the date the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if -------- following the -------- last day of such fiscal quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds thereof to the prepayment of the Loans hereunder, which prepayment, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(b) or 8.10 (c) assuming that the Interest Coverage Ratio and Fixed Charge the Pro Forma Debt Service Coverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to deduct from Interest Expense the aggregate amount of interest that would not have been required to be paid hereunder if such prepayment had been made on the first day of the period for which the Interest Coverage Ratio and Fixed Charge the Pro Form Debt Service Coverage Ratio is determined under said Section 8.10(b) or 8.10(c), then such Credit Agreement ---------------- breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (a) above) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters.-------- -------

Certain Cure Rights. (a) Notwithstanding the provisions of Section 9.01 hereofSections 6.01 and 6.02, but without limiting the obligations of the Borrowers Borrower under Section 8.10(a) hereofSections 4.15, a breach by 4.16 and 4.17, if the Borrowers as of Borrower shall default in the last day performance or observance of any fiscal quarter term, covenant, condition or any fiscal year of its obligations under said Section 8.10(a) agreement contained in Sections 4.15, 4.16 or 4.17, such default shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereofbut shall constitute a Default) until the date (Cure Date, and if on or before the "Cut-Off Date") which is Cure Date the earlier of the date thirty days after (a) the date ------------ the financial statements for the Borrowers respective actions set forth below shall have been taken and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are evidence thereof shall have been delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the last day of such fiscal -------- quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds Credit Agreement ---------------- (a) assuming that the Senior Leverage Ratio or Total Leverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to subtract such prepayment from the aggregate outstanding amount of IndebtednessBanks, then such breach or breaches default shall be deemed to have been cured: (a) With respect to Section 4.15, the Borrower shall have prepaid Loans, either from cash on hand or the proceeds of new capital contributions or Junior Subordinated Indebtedness in an aggregate amount sufficient so that, after giving effect to the application of such prepayments and the reduction of Consolidated Indebtedness by the amount thereof for the purpose of determining compliance with Section 4.15, the Borrower would be in compliance therewith as recalculated at the date of receipt of such proceeds; and (b) With respect to Section 4.16 or 4.17, the Borrower shall have prepaid Loans, either from the proceeds of new capital contributions or the proceeds of Junior Subordinated Indebtedness, in an amount sufficient so that if the respective ratios set forth in Section 4.16 or 4.17 as at the date of receipt of such proceeds were recalculated in a manner which, in the case of Section 4.16, would include as additional Cash Flow or which, in the case of Section 4.17, would add to Annualized Cash Flow the amount of such proceeds, the Borrower would be in compliance with the provisions of Section 4.16 or 4.17 as at such date; provided, furtherhowever, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (bi) below) any such default may not be deemed to be cured pursuant to this Section 9.02 (x) 6.03 more than three an aggregate of four times during the term of this Agreement or (y) during with respect to more than two consecutive fiscal quarters. (b) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations quarters of the Borrowers under Section 8.10(b) or 8.10(c) hereofBorrower and, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(b) or 8.10(c) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (the "Cut-Off Date") which is the earlier of the date ------------ thirty days after (a) the date the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the -------- last day of such fiscal quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds thereof to the prepayment of the Loans hereunder, which prepaymentthis proviso, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(b) or 8.10 (c) assuming event that the Interest Coverage Ratio receipt and Fixed Charge Coverage Ratio (as application by the case may be), as Borrower of the last day proceeds of such fiscal quarter or fiscal year, as the case may be, were recalculated to deduct from Interest Expense the aggregate amount of interest that would not have been required to be paid hereunder if such prepayment had been made on the first day of the period for which the Interest Coverage Ratio and Fixed Charge Coverage Ratio is determined under said Section 8.10(b) or 8.10(c), then such Credit Agreement ---------------- breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 hereof (including pursuant to paragraph (a) above) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters.any new capital

Certain Cure Rights. (a) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(a) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(a) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until Credit Agreement ---------------- -103- the date (for purposes of this clause (a), the "Cut-Off Date") which is the ------------ earlier of the date thirty days after (a) the date ------------ the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided -------- that, if following the last day of such fiscal -------- quarter or fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds Credit Agreement ---------------- (athereof to the prepayment of the Loans hereunder, which prepayment, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(a) assuming that the Senior Leverage Ratio or Total Leverage Ratio (as the case may be)Ratio, as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to subtract such prepayment from the aggregate outstanding amount of Indebtedness, then such breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- breaches of Section 8.10 -------- ------- hereof (including pursuant to paragraph (b) below) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters. (b) Notwithstanding the provisions of Section 9.01 hereof, but without limiting the obligations of the Borrowers under Section 8.10(b) or 8.10(c) hereof, a breach by the Borrowers as of the last day of any fiscal quarter or any fiscal year of its obligations under said Section 8.10(b) or 8.10(c) shall not constitute an Event of Default hereunder (except for purposes of Section 6 hereof) until the date (for purposes of this clause (b), the "Cut-Off Date") ------------ which is the earlier of the date ------------ thirty days after (a) the date the financial statements for the Borrowers and their Subsidiaries with respect to such fiscal quarter or fiscal year, as the case may be, are delivered pursuant to Section 8.01(a) or 8.01(b) hereof or (b) the latest date on which such financial statements are required to be delivered pursuant to said Section 8.01(a) or 8.01(b), provided that, if following the -------- last day of such fiscal quarter or -------- fiscal year and prior to the Cut-Off Date, the Borrowers shall have received Cure Monies (and shall have applied the proceeds thereof to the prepayment of the Loans hereunder, which prepayment, in the case of Affiliate Subordinated Indebtedness, shall be effected in the manner provided in Section 8.14(a) hereof), or shall have prepaid the Loans hereunder from available cash, in an amount sufficient to bring the Borrowers into compliance with said Section 8.10(b) or 8.10 (c) assuming that the Interest Coverage Ratio and Fixed Charge the Pro Forma Debt Service Coverage Ratio (as the case may be), as of the last day of such fiscal quarter or fiscal year, as the case may be, were recalculated to deduct from Interest Expense the aggregate amount of interest that would not have been required to be paid hereunder if such prepayment had been made on the first day of the period for which the Interest Coverage Ratio and Fixed Charge the Pro Form Debt Service Coverage Ratio is determined under said Section 8.10(b) or 8.10(c), then such Credit Agreement ---------------- breach or breaches shall be deemed to have been cured; provided, further, that -------- ------- that breaches of Section 8.10 hereof (including pursuant to paragraph (a) above) may not be deemed to be cured pursuant to this Section 9.02 (x) more than three times during the term of this Agreement or (y) during consecutive fiscal quarters.. Credit Agreement ---------------- -104-