Delivery and Notice Requirements. Parent Borrower shall provide to Administrative Agent, prior to the consummation of the Permitted Acquisition, the following: (A) notice of the Permitted Acquisition and (B) a certificate signed by a Financial Officer of the Parent Borrower certifying as to compliance with clauses (i) and (ii) above;
Delivery and Notice Requirements. The Borrower Representative shall provide to Administrative Agent, prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the target of the proposed acquisition (the “Target”) that the Borrower Representative has available, (C) copies of the applicable purchase agreement and copies of such other documentation and information relating to the Target and the acquisition as Administrative Agent may reasonably request, (D) (i) if the total consideration for such purchase, hold or acquisition is equal to or greater than $25,000,000, projected income and cash flow statements for the Company and its consolidated Subsidiaries for the period through the Revolving Credit Maturity Date, prepared on a basis reasonably acceptable to the Administrative Agent, giving pro forma effect to proposed acquisition and any Indebtedness incurred in connection therewith and (ii) if the total consideration for such purchase, hold or acquisition is less than $25,000,000, projected income and cash flow statements for the Target for a five year period, prepared on a basis reasonably acceptable to the Administrative Agent and (E) a certificate signed by a Financial Officer of the CSW Borrower certifying: (1) that the Company and its consolidated Subsidiaries shall be in Pro Forma Compliance, (2) that after giving effect to the acquisition in question, all representations and warranties contained in the Loan Documents will be true and correct in all material respects on and as of the date of the closing of the acquisition with the same force and effect as if such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties relate specifically to an earlier date and provided that any such representations and warranties subject to a materiality qualifier must be true and correct in all respects on and as of the date of the closing of the acquisition, except to the extent that such representations and warranties relate specifically to an earlier date; (3) that no Default exists or will result from the acquisition; and (4) to the Company’s calculation of its compliance with clause (ii) of this clause (l);
Delivery and Notice Requirements. Borrower shall provide to Administrative Agent, within five days after the consummation of any acquisition with a purchase price in excess of $50,000,000, the following: (A) notice of the acquisition and (B) a certificate signed by a Financial Officer of the Borrower certifying: (1) that after giving effect to the acquisition in question, all representations and warranties contained in the Loan Documents were true and correct on and as of the date of the closing of the acquisition with the same force and effect as if such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties relate specifically to an earlier date (and such representations and warranties were true and correct as of such earlier date); (2) that no Default exists or will result from the acquisition; and (3) to the Borrower’s calculation of its compliance with clause (ii) of this clause (k);
Delivery and Notice Requirements with respect to any such transactions involving acquisition consideration in an aggregate amount greater than $25,000,000, the Parent Borrower shall provide to Administrative Agent, substantially concurrently with the consummation of the Permitted Acquisition (A) notice of the Permitted Acquisition and (B) a certificate signed by a Financial Officer of the Parent Borrower certifying as to compliance with clauses (i) and (ii) above;
Delivery and Notice Requirements. The Borrower Representative shall provide to Administrative Agent, prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that the Borrower Representative has available, (C) copies of the applicable purchase agreement and copies of such other documentation and information relating to the Target and the acquisition as Administrative Agent may reasonably request, (D) projected income and cash flow statements for the Target for a five year period, prepared on a basis reasonably acceptable to the Administrative Agent and (E) a certificate signed by a Financial Officer of the CSW Borrower certifying: (1) that the Company shall be in Pro Forma Compliance, (2) that after giving effect to the acquisition in question, all representations and warranties contained in the Loan Documents will be true and correct in all material respects on and as of the date of the closing of the acquisition with the same force and effect as if such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties relate specifically to an earlier date and provided that any such representations and warranties subject to a materiality qualifier must be true and correct in all respects on and as of the date of the closing of the acquisition, except to the extent that such representations and warranties relate specifically to an earlier date; (3) that no Default exists or will result from the acquisition; and (4) to the Company’s calculation of its compliance with clause (ii) of this clause (m);
Delivery and Notice Requirements. Borrower shall provide the Agent fifteen (15) days prior to the consummation of the acquisition the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that Borrower has available, (C) such other documentation and information relating to the Target and the acquisition as the Agent may reasonably request, and (D) evidence certified by the chief executive or chief financial officer of Borrower that Borrower shall be in compliance with the covenants contained in Article 11 on a pro forma basis for the four (4) Fiscal Quarter period then most recently ending (assuming (1) the consummation of the acquisition in question; (2) that the incurrence or assumption of any Debt in connection therewith occurred on the first day of such period; (3) to the extent such Debt bears interest at a floating rate, the rate in effect for the entire period of calculation was the rate in effect at the time of calculation; and (4) any sale of Subsidiaries or lines of business which occurred during such period occurred on the first day of such period). Within sixty (60) days of such acquisition the obligations under subsections 9.10(b) and (c) shall be fulfilled.
Delivery and Notice Requirements. Parent shall provide to Agent, prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that Parent has available, and (C) such other documentation and information relating to the Target and the acquisition as Agent may reasonably request including, without limitation, evidence certified by the chief executive or chief financial officer of Parent that Parent shall be in compliance with the covenants contained in Article X on a pro forma basis for the four (4) Fiscal Quarter period then most recently ending (assuming (1) the consummation of the acquisition in question; (2) that the incurrence or assumption of any Debt in connection therewith occurred on the first day of such period; (3) to the extent such Debt bears interest at a floating rate, the rate in effect for the entire period of calculation was the rate in effect at the time of calculation; and (4) any sale of Subsidiaries or lines of business which occurred during such period occurred on the first day of such period);
Delivery and Notice Requirements. Parent shall provide to Agent, prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that Parent has available, (C) such other documentation and information THIRD AMENDED AND RESTATED CREDIT AGREEMENT, Page 49 relating to the Target and the acquisition as Agent may reasonably request and (D) evidence certified by the chief executive or chief financial officer of Parent that Parent shall be in compliance with the covenants contained in Article X on a pro forma basis for the four (4) Fiscal Quarter period then most recently ending (assuming (1) the consummation of the acquisition in question; (2) that the incurrence or assumption of any Debt in connection therewith occurred on the first day of such period; (3) to the extent such Debt bears interest at a floating rate, the rate in effect for the entire period of calculation was the rate in effect at the time of calculation; and (4) any sale of Subsidiaries or lines of business which occurred during such period occurred on the first day of such period);
Delivery and Notice Requirements. Borrower shall provide to Administrative Agent, prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that Borrower has available, (C) copies of the applicable purchase agreement and copies of such other documentation and information relating to the Target and the acquisition as the Administrative Agent may reasonably request and (D) a certificate signed by a Financial Officer of the Borrower certifying: (1) that the Borrower shall be in compliance with the covenants contained in Article VII on a pro forma basis for the 4 fiscal quarter period then most recently ending and on a projected basis through the Term Loan Maturity Date (assuming, for purposes of such projections through the Term Loan Maturity Date, the consummation of the acquisition in question, that the incurrence or assumption of any Indebtedness in connection therewith occurred on the first day of such period and to the extent such Indebtedness bears interest at a floating rate, using the rate in effect at the time of calculation for the entire period of calculation), (2) that after giving effect to the acquisition in question, all representations and warranties contained in the Loan Documents will be true and correct on and as of the date of the closing of the acquisition in all material respects with the same force and effect as if such representations and warranties had been made on and as of such date, except to the extent that such representations and warranties relate specifically to another date; (3) that no Default exists or will result from the acquisition; and (4) to the Borrower's calculation of its compliance with clause (ii) of this clause (l);
Delivery and Notice Requirements. Parent shall provide to Agent, fifteen (15) days prior to the consummation of the acquisition, the following: (A) notice of the acquisition, (B) the most recent financial statements of the Target that Parent has available, (C) such other documentation and information relating to the Target and the acquisition as Agent may reasonably request, including, without limitation, for the acquisition by (1) HHC Poplar of the Poplar Springs Hospital and certain other assets of PSH Acquisition Corporation a certification by HHC Poplar three (3) days prior to the consummation of the acquisition that there has been no material adverse change in the financial condition of Poplar Springs Hospital and PSH Acquisition Corporation from the financial condition reflected in the financial statements delivered to Agent in accordance with Section 10.5(a)(iii)(B) and (2) including, without limitation, for the acquisition by the of certain assets of a certification by the Purchaser three (3) days prior to the consummation of the acquisition that there has been no material adverse change in the financial condition of . from the financial condition reflected in the financial statements delivered to Agent in accordance with Section 10.5(a)(iii)(B), and (D) evidence certified by the chief executive or chief financial officer of Parent that Parent shall be in compliance with the covenants contained in Article XI on a pro forma basis for the four (4) Fiscal Quarter period then most recently ending (assuming (1) the consummation of the acquisition in question; (2) that the incurrence or assumption of any Debt in connection therewith occurred on the first day of such period; (3) to the extent such Debt bears interest at a floating rate, the rate in effect for the entire period of calculation was the rate in effect at the time of calculation; and (4) any sale of Subsidiaries or lines of business which occurred during such period occurred on the first day of such period). Within sixty (60) days of such acquisition the obligations under subsections 9.10(b) and (c) shall be fulfilled.
