Common use of Equity Cure Rights Clause in Contracts

Equity Cure Rights. For purposes of determining compliance with the financial covenants, any proceeds from equity issuances or cash equity contributions (which equity will be in the form of common equity or other “qualified” equity having terms reasonably acceptable to the Administrative Agent) made to the Borrower after the end of a fiscal quarter and on or prior to the day that is 10 Business Days after the day on which financial statements are required to be delivered for such fiscal quarter will, at the request of the Borrower, be included in the calculation of EBITDA solely for the purposes of determining compliance with the financial covenants at the end of such fiscal quarter and each applicable subsequent period that includes such quarter (any such equity contribution so included in the calculation of EBITDA, a “Specified Equity Contribution”); provided that (a) in each four consecutive fiscal quarter period there will be no more than 2 fiscal quarters in which a Specified Equity Contribution is made, (b) no more than 2 Specified Equity Contributions may be made prior to the Revolving Credit Facility Termination Date, (c) the amount of any Specified Equity Contribution in any period will be no greater than the amount required to cause the Borrower to be in compliance with the financial covenants for such period, (d) each Specified Equity Contribution shall increase EBITDA solely for the purposes of computing quarter-end compliance with the financial covenants and shall not be included for the purpose of determining the availability or amount of any covenant baskets or carve- outs, pricing or for any other purpose, (e) such Specified Equity Contribution shall not result in any reduction of indebtedness in the calculation of the financial covenants in the fiscal quarter in which the Specified Equity Contribution is made, (f) no Specified Equity Contribution held by the Borrower or any of its Subsidiaries shall qualify as “unrestricted cash or Cash Equivalents of the Borrower Parties” for the purpose of calculating minimum required Liquidity.

Equity Cure Rights. For Notwithstanding anything to the contrary contained in Section 8.1, for purposes of determining compliance with the whether an Event of Default has occurred under any financial covenantscovenant set forth in Section 6.10, any proceeds from equity issuances or cash equity contributions contribution (which equity will be in arising from the form issuance by the Administrative Borrower of common equity Qualified Capital Stock or other “qualified” equity of the Administrative Borrower having terms reasonably acceptable to the Administrative AgentAgent and the Co-Collateral Agents) made to received by the Borrower Borrowers after the end last day of a any fiscal quarter and on or prior to the day that is 10 Business Days five (5) days after the day on which financial statements are required to be delivered for such that fiscal quarter (it being understood and agreed that the Lenders (including the Swingline Lender and the Issuing Bank) shall have no obligation to make additional Loans or otherwise extend additional credit during such five (5) day period) will, at the request of the Administrative Borrower, be included in the calculation of Consolidated EBITDA solely for the purposes of determining compliance with the financial covenants at the end of such fiscal quarter and each applicable any subsequent period that includes such fiscal quarter (any such equity contribution so included in the calculation of EBITDAcontribution, a “Specified Equity Contribution”); provided that provided, that, (a) in each four consecutive fiscal quarter period there will the Administrative Borrower shall not be no more than 2 fiscal quarters in which permitted to so request that a Specified Equity Contribution is be included in the calculation of Consolidated EBITDA with respect to any fiscal quarter unless, after giving effect to such requested Specified Equity Contribution, there will be a period of at least two (2) consecutive fiscal quarters in the Relevant Four Fiscal Quarter Period (as defined below) in which no Specified Equity Contribution has been made, (b) there shall no more than 2 two (2) Specified Equity Contributions during any twelve (12) consecutive fiscal month period and no more than five (5) Specified Equity Contributions may be made prior to in the Revolving Credit Facility Termination Dateaggregate during the term of this Agreement, (c) the amount of any Specified Equity Contribution in any period and the use of proceeds therefrom will be no greater than the amount required to cause the Borrower Borrowers to be in compliance with the financial covenants for such periodcovenants, and (d) each all Specified Equity Contribution shall increase Contributions and the use of proceeds therefrom will be disregarded for all other purposes under the Loan Documents (including calculating Consolidated EBITDA solely for the purposes of computing quarter-end compliance with the financial covenants determining basket levels, Applicable Margin, applicable Applicable Commitment Fee Percentage, and shall not be included other items governed by reference to Consolidated EBITDA, and for the purpose of determining the availability or amount of any covenant baskets or carve- outs, pricing or for any other purpose, (e) such Specified Equity Contribution shall not result in any reduction of indebtedness in the calculation purposes of the financial covenants in the fiscal quarter in which the Specified Equity Contribution is made, (f) no Specified Equity Contribution held by the Borrower or any of its Subsidiaries shall qualify as “unrestricted cash or Cash Equivalents of the Borrower Parties” for the purpose of calculating minimum required Liquidity.Dividends