Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.07, or Section 6.11, or for purposes of making any determination under Section 7.01(f), (g), (j) or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.07, Section 6.11 or Section 7.01(f), (g), (j) or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made. (b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b). (c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b) of this Section, (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c). (d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e), as applicable. (e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Zebra Technologies Corp)
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Restatement Date with Section Section 5.12, Section 5.17, Section 6.01, Section Section 6.02, Section Section 6.03, Section Section 6.04, Section Section 6.05, Section 6.06, Section 6.07, Section 6.06 or Section Section 6.11, or for purposes of making any determination under Section Section 7.01(f), (g(g), (j(j) or (l(l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i%4) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section Section 5.01(a) or (b(b) and (ii%4) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section Section 5.01(a) or (b(b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section Section 5.12, Section 5.17, Section 6.01, Section Section 6.02, Section Section 6.03, Section Section 6.04, Section Section 6.05, Section Section 6.06, Section 6.07, Section Section 6.11 or Section Section 7.01(f), (g(g), (j(j) or (l(l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i%4) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii%4) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c(c) of this Section, and (iii%4) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i%4) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is 76 on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii%4) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b(b) of this Section, (iii%4) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv%4) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section Section 1.06(c).
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section Section 2.05(d) or (e(e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
Appears in 1 contract
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Effective Date with Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.10, Section 6.11, Section 6.12 or Section 6.116.13, or for purposes of making any determination under Section 7.01(fclauses (f), (g), (j) or (l)k) of Article VII, or for any other specified purpose hereunderhereunder (other than for British PoundsForeign Currency Letters of Credit, which is addressed in clause (b) below), amounts incurred or outstanding in currencies other than Dollars dollars shall be translated into Dollars dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Consolidated Total Net Leverage Ratio, Consolidated Total Secured Net Leverage Ratio, Total Net Consolidated Secured Leverage Ratio or Consolidated Interest Coverage Expense Ratio on any date of determination, amounts denominated in a currency other than Dollars dollars will be translated into Dollars dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) Financial Statements and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) Financial Statements and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars dollars in Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.10, Section 6.11, Section 6.12, Section 6.13, or Section 7.01(fclauses (f), (g), (j) or (l)k) of Article VII or Section 5.14, being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b) of this Section, (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c).
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
Appears in 1 contract
Samples: Credit Agreement (Mimecast LTD)
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.07, 6.08 or Section 6.116.09, or for purposes of making any determination under Section 7.01(f), (g), (j) ), or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower Issuer by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Senior Secured Net Leverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the BorrowerIssuer’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the BorrowerIssuer’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent amount of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.09 or Section 7.01(f), (g), (j) ), or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b) of this Section, (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c).
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
Appears in 1 contract
Samples: First Lien Note Purchase Agreement (KC Holdco, LLC)
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.09 or Section 6.116.12, or for purposes of making any determination under Section 7.01(f), (g), (j) ), or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Senior Secured Net Leverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Holdcothe Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Holdcothe Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.09, Section 6.12 or Section 7.01(f), (g), (j) ), or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, Bank to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Multicurrency Letter of Credit denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Multicurrency Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and each such amount shall be the Dollar Equivalent of such Multicurrency Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b) and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Multicurrency Letter of Credit is determined pursuant to paragraph (b) of this Section, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c), (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion; provided that if a prepayment of Term Loans is required under Section 2.11, and each such amount shall be the Dollar Equivalent of such Borrowing until Term Loans for purposes of determining the next required calculation thereof pursuant to this Section 1.06(c)relative application of the prepayment among multiple Classes of Term Loans shall be determined as of the date of such prepayment, or if earlier, the date that notice of such prepayment is furnished by the Borrower.
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Euros or any other Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e2.05(e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, and the Issuing Bank, Bank of each calculation of the Dollar Equivalent of each Multicurrency Letter of Credit, Borrowing and LC Disbursement.
Appears in 1 contract
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Effective Date with Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.10, Section 6.11, Section 6.12 or Section 6.116.13, or for purposes of making any determination under Section 7.01(fclauses (f), (g), (j) or (l)k) of Article VII, or for any other specified purpose hereunderhereunder (other than for British Pounds Letters of Credit, which is addressed in clause (b) below), amounts incurred or outstanding in currencies other than Dollars dollars shall be translated into Dollars dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Consolidated Total Net Leverage Ratio, Consolidated Total Secured Net Leverage Ratio, Total Net Consolidated Secured Leverage Ratio or Consolidated Interest Coverage Expense Ratio on any date of determination, amounts denominated in a currency other than Dollars dollars will be translated into Dollars dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) Financial Statements and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) Financial Statements and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars dollars in Section 5.12, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.10, Section 6.11, Section 6.12, Section 6.13, or Section 7.01(fclauses (f), (g), (j) or (l)k) of Article VII or Section 5.14, being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b) of this Section, (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c).
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
Appears in 1 contract
Samples: Credit Agreement (Mimecast LTD)
Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.09 or Section 6.116.12, or for purposes of making any determination under Section 7.01(f), (g)., (j) ), or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Senior Secured Net Leverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the BorrowerHoldco’s latest financial statements delivered pursuant to Section 5.01(a5.0l(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the BorrowerHoldco’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.09, Section 6.12 or Section 7.01(f), (g), (j) ), or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, Bank to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Multicurrency Letter of Credit denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Multicurrency Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and each such amount shall be the Dollar Equivalent of such Multicurrency Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b) and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Multicurrency Letter of Credit is determined pursuant to paragraph (b) of this Section, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c), (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion; provided that if a prepayment of Term Loans is required under Section 2.11, and each such amount shall be the Dollar Equivalent of such Borrowing until Term Loans for purposes of determining the next required calculation thereof pursuant to this Section 1.06(c)relative application of the prepayment among multiple Classes of Term Loans shall be determined as of the date of such prepayment, or if earlier, the date that notice of such prepayment is furnished by the Borrower.
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Euros or any other Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e2.05(e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, and the Issuing Bank, Bank of each calculation of the Dollar Equivalent of each Multicurrency Letter of Credit, Borrowing and LC Disbursement.
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Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.07, 6.08 or Section 6.116.09, or for purposes of making any determination under Section 7.01(f), (g), (j) ), or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Senior Secured Net Leverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.09, or Section 7.01(f), (g), (j) ), or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Letter of Credit denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Letter of Credit is determined pursuant to paragraph (b) of this Section, (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c).
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, the Issuing Bank, of each calculation of the Dollar Equivalent of each Letter of Credit, Borrowing and LC Disbursement.
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Currency Translation. (a) For purposes of determining compliance as of any date after the Closing Date with Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.09 or Section 6.116.12, or for purposes of making any determination under Section 7.01(f), (g), (j) ), or (l), or for any other specified purpose hereunder, amounts incurred or outstanding in currencies other than Dollars shall be translated into Dollars at the exchange rates in effect on the last Business Day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made, as such exchange rates shall be determined in good faith by the Borrower by reference to customary indices; provided that for purposes of determining compliance with the First Lien Net Leverage Ratio, Total Secured Net Leverage Ratio, Total Net Leverage Ratio or Consolidated Interest Coverage Senior Secured Net Leverage Ratio on any date of determination, amounts denominated in a currency other than Dollars will be translated into Dollars (i) with respect to income statement items, at the currency exchange rates used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and (ii) with respect to balance sheet items, at the currency exchange rates used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Equivalent of such Indebtedness. No Default or Event of Default shall arise as a result of any limitation or threshold set forth in Dollars in Section 5.125.14, Section 6.01, Section 6.02, Section 6.03, Section 6.04, Section 6.05, Section 6.06, Section 6.076.08, Section 6.11 6.09, Section 6.12 or Section 7.01(f), (g), (j) ), or (l), being exceeded solely as a result of changes in currency exchange rates from those rates applicable on the last day of the fiscal quarter immediately preceding the fiscal quarter in which such determination occurs or in respect of which such determination is being made.
(b) The Revolving Facility Administrative Agent (or the Issuing Bank, Bank to the extent otherwise set forth in this Agreement) shall determine the Dollar Equivalent of any Multicurrency Letter of Credit denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent or Issuing Bank, as applicable) that is on or about the date of each request for the issuance, amendment, renewal or extension of any Multicurrency Letter of Credit, (ii) each date on which the Dollar Equivalent in respect of any Borrowing is determined pursuant to paragraph (c) of this Section, and each such amount shall be the Dollar Equivalent of such Multicurrency Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b) and (iii) from time to time with notice to the Borrower in its reasonable discretion, and each such amount shall be the Dollar Equivalent of such Letter of Credit until the next required calculation thereof pursuant to this Section 1.06(b).
(c) The Revolving Facility Administrative Agent shall determine the Dollar Equivalent of any Borrowing denominated in an Euros or any other Alternative Currency as of (i) each date (with such date to be reasonably determined by the Revolving Facility Administrative Agent) that is on or about the date of a Borrowing Request or Interest Election Request or the beginning of each Interest Period with respect to any Borrowing, (ii) each date on which the Dollar Equivalent in respect of any Multicurrency Letter of Credit is determined pursuant to paragraph (b) of this Section, and each such amount shall be the Dollar Equivalent of such Borrowing until the next required calculation thereof pursuant to this Section 1.06(c), (iii) each date of determination of the rates specified under the heading “Commitment Fee Rate” in the definition of “Applicable Margin” and (iv) from time to time with notice to the Borrower in its reasonable discretion; provided that if a prepayment of Term Loans is required under Section 2.11, and each such amount shall be the Dollar Equivalent of such Borrowing until Term Loans for purposes of determining the next required calculation thereof pursuant to this Section 1.06(c)relative application of the prepayment among multiple Classes of Term Loans shall be determined as of the date of such prepayment, or if earlier, the date that notice of such prepayment is furnished by the Borrower.
(d) The Dollar Equivalent of any LC Disbursement made by the Issuing Bank in an Euros or any other Alternative Currency and not reimbursed by the Borrower shall be determined as set forth in Section 2.05(d) or (e2.05(e), as applicable.
(e) The Revolving Facility Administrative Agent (or the Issuing Bank, as applicable) shall notify the Borrower, the applicable Lenders and, as applicable, and the Issuing Bank, Bank of each calculation of the Dollar Equivalent of each Multicurrency Letter of Credit, Borrowing and LC Disbursement.
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