Core EBITDA Sample Clauses

Core EBITDA. Maintain at all times Core EBITDA of the Borrower and its Restricted Subsidiaries of not less than $60,000,000.
Sample 1
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Core EBITDA. Shall maintain Core EBITDA of no less than $25,000, tested quarterly at the end of each calendar quarter, commencing with the calendar quarter ending December 31, 2005. THE A CONSULTING TEAM, INC. INTERNATIONAL OBJECT TECHNOLOGY, INC. Page 3 December 1, 2005 (3) KELTIC HEREBY MAKES CLEAR THAT THE CONSENT PROVIDED IN SECTION 15.21 OF THE LOAN AGREEMENT (ALLOWING TACT AND IOT TO MAKE INVESTMENTS IN PERSONS, FIRMS OR CORPORATIONS IN THE COMBINED AGGREGATE AMOUNT OF UP TO $500,000 IF, AMONG OTHER THINGS, TACT AND IOT ARE IN COMPLIANCE WITH THE CORE EBITDA COVENANT SET FORTH IN SECTION 15.23 FOR TWO CONSECUTIVE QUARTERS) IS NOT ADVERSELY EFFECTED BY THE FAILURE OF TACT AND IOT TO COMPLY WITH THE EBITDA COVENANT REQUIREMENT SET FORTH IN SECTION 15.23 OF THE LOAN AGREEMENT FOR THE CALENDAR QUARTERS ENDING JUNE 30, 2005 AND SEPTEMBER 30, 2005, KELTIC'S WAIVER OF THE EBITDA COVENANT REQUIREMENT SET FORTH IN SECTION 15.23 OF THE LOAN AGREEMENT FOR BOTH SUCH CALENDAR QUARTERS BEING DEEMED COMPLIANCE WITH SUCH COVENANT FOR PURPOSES OF SECTION 15.
Sample 1
Core EBITDA. Shall maintain Core EBITDA of no less than $25,000, tested quarterly at the end of each calendar quarter, commencing with the calendar quarter ending December 31, 2005. THE A CONSULTING TEAM, INC. INTERNATIONAL OBJECT TECHNOLOGY, INC. Page 8 December 1, 2005 (3) Keltic's making clear that the consent provided in Section 15.21 of the Loan Agreement (allowing TACT and IOT to make investments in persons, firms or corporations in the combined aggregate amount of up to $500,000 if, among other things, TACT and IOT are in compliance with the Core EBITDA covenant set forth in Section 15.23 for two consecutive quarters) is not adversely effected by the failure of TACT and IOT to comply with the EBITDA covenant requirement set forth in Section 15.23 of the Loan Agreement for the calendar quarters ending June 30,2005 and September 30, 2005, Keltic's waiver of the EBITDA covenant requirement set forth in Section 15.23 of the Loan Agreement for the calendar quarters ending June 30, 2005, and September 30, 2005 being deemed compliance with such covenant for purposes of Section 15.21. 5. The undersigned agrees that his obligations under the Validity and Support Agreement continue unchanged and all the undersigned's representations, covenants and warranties thereunder are herein re-affirmed and restated. (a) The undersigned further agrees that all references in the Validity and Support Agreement to the term "LOAN AGREEMENT" shall be deemed to be references to the Loan Agreement as now amended by the Third Modification -December 2005 Letter Amendment and by any other amendments made from time to time hereafter. (b) The undersigned further agrees that all references in any Loan Document (as such term is defined in the Loan Agreement) to any other Loan Document shall include therein all extensions, modifications, refinancings, renewals, substitutions, replacements and/or redatings of the applicable Loan Document, whether now or hereafter made or effected. THE A CONSULTING TEAM, INC. INTERNATIONAL OBJECT TECHNOLOGY, INC. Page 9 December 1, 2005 7. The undersigned additionally agrees that: (a) All provisions of the Validity and Support Agreement are hereby reaffirmed and given again in this Consent as if each provision was herein set forth at length. (b) None of the provisions hereof or of the Third Modification -December 2005 Letter Amendment in any way impairs or lessens his joint and several liability as set forth in the Validity and Support Agreement. (c) None of the prov...
Sample 1
Core EBITDA. Shall maintain Core EBITDA of no less than the amounts set forth below, tested quarterly at the end of each calendar quarter during the periods set forth below: Amount Time Period ------------------------------------ $[1,600,000.00] For the quarter ending June 30, 2001 $[800,000.00] From July 1, 2001 through and including September 30, 2001 $-0- From October 1, 2001 through and including December 31, 2001 $100,000.00 From January 1, 2002 through and including March 31, 2002 $200,000.00 From January 1, 2002 through and including June 30, 2002 $400,000.00 From January 1, 2002 through and including September 30, 2002 $900,000.00 From January 1, 2002 through and including December 31, 2002 and for each calendar quarter thereafter $300,000.00 At all times after December 31, 2002 for each calendar quarter thereafter
Sample 1
Core EBITDA. The Borrower and its Subsidiaries, on a consolidated basis, shall maintain a Core EBITDA of not less than the amounts set forth below as of the end of the fiscal quarters set forth below: Fiscal Quarter Ending Minimum Core EBITDA March 31, 2001 $ 2,500,000 June 30, 2001 $ 5,000,000 September 30, 2001 $ 6,500,000 December 31, 2001 $ 8,500,000 March 31, 2002 and each $10,000,000 Fiscal year end thereafter Said ratio to be tested no less frequently than quarterly.
Sample 1
Core EBITDA. Shall maintain Core EBITDA of no less than the amounts set forth below, tested quarterly at the end of each calendar quarter during the periods set forth below: Amount Time Period ------ ----------- $25,000.00 during any period commencing on January 1 of any calendar year and ending on March 31 of the same calendar year $50,000.00 during any period commencing on January 1 of any calendar year and ending on June 30 of the same calendar year $75,000.00 during any period commencing on January 1 of any calendar year and ending on September 30 of the same calendar year $100,000.00 during any period commencing on January 1 of any calendar year and ending on December 31 of the same calendar year
Sample 1
Core EBITDA. Shall maintain Core EBITDA of no less than the amounts set forth below, tested quarterly at the end of each calendar quarter during the periods set forth below: Amount Time Period ------ ----------- $100,000.00 From January 1, 2002 through and including March 31, 2002 $200,000.00 From January 1, 2002 through and including June 30, 2002 $400,000.00 From January 1, 2002 through and including September 30, 2002 $600,000.00 From January 1, 2002 through and including December 31, 2002 $200,000.00 From January 1, 2003 through and including March 31, 2003 $400,000.00 From January 1, 2003 through and including June 30, 2003 $600,000.00 From January 1, 2003 through and including September 30, 2003 $900,000.00 From January 1, 2003 through and including December 31, 2003 $300,000.00 From January 1, 2004 through and including March 31, 2004 and at all times thereafter 1.11 The 2001 Loan Agreement is hereby amended by the addition of a new section, Section 15.26, SO as to provide as follows (it being intended by such amendment to reflect the fact that, effective the date hereof, TACT may not make payments owed to the Sellers under the Stock Purchase Agreement if, after giving effect to such payments, an Event of Default will occur under the 2001 Loan Agreement):
Sample 1
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Related to Core EBITDA

  • EBITDA The term “EBITDA” shall mean, with respect to any fiscal period, “Consolidated EBITDA” as defined in the Credit Agreement, provided that the following should also be excluded from the calculation of EBITDA to the extent not already excluded from the calculation of Consolidated EBITDA under the Credit Agreement: (i) Non-Cash Charges (as defined in the Credit Agreement) related to any issuances of equity securities; (ii) fees and expenses relating to the Acquisition; (iii) financing fees (both cash and non-cash) relating to the Acquisition; (iv) covenant-not-to-compete payments to certain members of the Company’s senior management and related expenses; (v) expenses (or any portion thereof) incurred outside of the ordinary course of business that are approved by the Board which the Board determines in its good faith discretion are in the best interest of the Company but which will have a disproportionately adverse impact on the Company’s short term financial performance, affecting the Company’s ability to achieve financial targets related to the vesting of the Class C Units under the Incentive Unit Subscription Agreements or the Company’s annual bonus plan; (vi) costs and expenses incurred in connection with evaluating and consummating acquisitions not contemplated by the Company’s annual plan, as such plan is approved by the Board in good faith; (vii) related party expenditures that are subject to the prior written consent of the Majority Executives pursuant to Section 2.3(a) of the Securityholders Agreement but have failed to receive such consent; (viii) advisors’ fees and expenses incurred outside the ordinary course of business related solely to Vestar’s activities that are unrelated to the Company; (ix) costs associated with any put option or call option contemplated by any Rollover Subscription Agreement or Incentive Unit Subscription Agreement; (x) costs associated with any proposed initial Public Offering or Sale of the Company (as such terms are defined in the Securityholders Agreement); (xi) expenses related to any litigation arising from the Acquisition; (x) management fees and costs related to the activities giving rise to such fees that are paid to, paid for or reimbursed to Vestar and its Affiliates; and (xii) material expenditures or incremental expenditures inconsistent with prior practice (to the extent that prior practice is relevant) required by Board (where Management Managers (as defined in the Securityholders Agreement) unanimously dissent) unless such expenditures are reasonably likely to result in any benefit (whether economic or non-economic) to the Company as determined by the Board in its good faith discretion.

  • Adjusted EBITDA The 2019 adjusted EBITDA for the Affiliated Club Sellers shall total an aggregate of not less than $10,700,000.

  • Minimum Adjusted EBITDA Borrower shall maintain a minimum trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), as of such test date, of at least the greater of (a) $75,000,000 and (b) an amount equal to 75% of the trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), for the immediately preceding six-month period, tested semi-annually, commencing September 30, 2024, and continuing on each subsequent March 31 and September 30.

  • Consolidated EBITDA With respect to any period, an amount equal to the EBITDA of REIT and its Subsidiaries for such period determined on a Consolidated basis.

  • Minimum Consolidated EBITDA The Borrower will not permit Modified Consolidated EBITDA, for any Test Period ending at the end of any fiscal quarter of the Borrower set forth below, to be less than the amount set forth opposite such fiscal quarter: Fiscal Quarter Amount September 30, 1997 $36,000,000 December 31, 1997 $36,000,000 March 31, 1998 $36,000,000 June 30, 1998 $37,000,000 September 30, 1998 $37,000,000 December 31, 1998 $38,000,000 March 31, 1999 $38,000,000 June 30, 1999 $39,000,000 September 30, 1999 $40,000,000 December 31, 1999 $41,000,000 March 31, 2000 $41,000,000 June 30, 2000 $42,000,000 September 30, 2000 $43,000,000 December 31, 2000 $44,000,000 March 31, 2001 $44,000,000 June 30, 2001 $45,000,000 September 30, 2001 $46,000,000 December 31, 2001 $47,000,000 March 31, 2002 $47,000,000

  • Measurement Period In this Agreement, unless the contrary intention appears, a reference to:

  • Funded Debt to EBITDA Section 10.2 of the Loan Agreement is hereby amended and restated in its entirety to read as follows:

  • Minimum EBITDA Section 9.23(c) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

  • Net Operating Income For any Real Estate and for a given period, an amount equal to the sum of (a) the rents, common area reimbursements, and service and other income for such Real Estate for such period received in the ordinary course of business from tenants or licensees in occupancy paying rent (excluding pre-paid rents and revenues and security deposits except to the extent applied in satisfaction of tenants’ or licensees’ obligations for rent and any non-recurring fees, charges or amounts including, without limitation, set-up fees and termination fees) minus (b) all expenses paid or accrued and related to the ownership, operation or maintenance of such Real Estate for such period, including, but not limited to, taxes, assessments and the like, insurance, utilities, payroll costs, maintenance, repair and landscaping expenses, marketing expenses, and general and administrative expenses (including an appropriate allocation for legal, accounting, advertising, marketing and other expenses incurred in connection with such Real Estate, but specifically excluding general overhead expenses of REIT and its Subsidiaries, any property management fees and non recurring charges), minus (c) the greater of (i) actual property management expenses of such Real Estate, or (ii) an amount equal to three percent (3.0%) of the gross revenues from such Real Estate excluding straight line leveling adjustments required under GAAP and amortization of intangibles pursuant to FAS 141R, minus (d) all rents, common area reimbursements and other income for such Real Estate received from tenants or licensees in default of payment or other material obligations under their lease, or with respect to leases as to which the tenant or licensee or any guarantor thereunder is subject to any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution, liquidation or similar debtor relief proceeding.

  • Total Net Leverage Ratio Holdings and its Restricted Subsidiaries, on a consolidated basis, shall not permit the Total Net Leverage Ratio on the last day of any Test Period to exceed the ratio set forth below opposite the last day of such Test Period:

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