Financial Covenant. So long as any Loan shall remain unpaid, any Letter of Credit shall remain outstanding or any Lender shall have any Commitment hereunder, the Borrower will maintain a ratio of Consolidated Debt to Consolidated Capital of not greater than 0.65 to 1.00 as of the last day of each fiscal quarter.
Financial Covenant. The Borrower and each of the Restricted Subsidiaries covenant and agree that:
(1) If on the last day of any Test Period (commencing with the Test Period ending December 31, 2019) there are outstanding Revolving Loans and Letters of Credit under the Priority Revolving Facility (excluding (a) undrawn Letters of Credit in an aggregate face amount up to $10.0 million (with only such Letter of Credit amounts in excess of $10.0 million being considered outstanding for purposes of this Section 7.10(1)), (b) Letters of Credit (whether drawn or undrawn) to the extent reimbursed, Cash Collateralized or backstopped on terms reasonably acceptable to the applicable Issuing Bank on or prior to the date that is three business days following the end of the applicable Test Period and (c) solely for the first two full fiscal quarters ending after the Closing Date, any Closing Date Revolving Borrowings drawn to finance a portion of the Transactions or the payment of Transaction Expenses or working capital or purchase price adjustments in connection with the Acquisition) in an aggregate principal amount exceeding 35% of the aggregate principal amount of the Priority Revolving Facility, the Borrower shall not permit the First Lien Net Leverage Ratio as of the last day of such Test Period to be greater than 7.40 to 1.00 (such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent pursuant to Section 6.01(1) and Section 6.01(2) for such Test Period) (the “Financial Covenant”).
(2) Subject to the limitations contained in the proviso to clause (I) of Section 10.01(1)(g), the provisions of this Section 7.10 are for the benefit of the Lenders under the Priority Revolving Facility only and the Required Facility Lenders in respect of the Priority Revolving Facility may amend, waive or otherwise modify this Section 7.10 or the defined terms used in this Section 7.10 (solely in respect of the use of such defined terms in this Section 7.10) or waive any Default or Event of Default resulting from a breach of this Section 7.10 without the consent of any Lenders other than the Required Facility Lenders in respect of the Priority Revolving Facility. Any Default or Event of Default under the provisions of this Section 7.10 will not by itself constitute a Default or Event of Default under any Facility (other than the Priority Revolving Facility) and will not trigger a cross-default thereunder.
Financial Covenant. Notwithstanding anything to the contrary contained in this Section 8.13, in the event that the Borrower reasonably expects to fail (or has failed) to comply with the requirements of the Financial Covenant in Section 7 as of the end of any fiscal quarter, at any time during the last fiscal quarter through and until the expiration of the tenth Business Day subsequent to the date the financial statements are required to be delivered pursuant to Section 5.1 with respect to such fiscal quarter (the “Cure Deadline”), the Borrower shall have the right to issue Equity Interests (other than Disqualified Equity Interests) for cash or otherwise receive cash contributions to the Equity Interests (other than Disqualified Equity Interests) of the Borrower (collectively, the “Cure Right”), and upon the receipt by the Borrower of the net proceeds of such issuance or contribution (the “Cure Amount”) pursuant to the exercise by the Borrower of such Cure Right; provided, that if such Cure Amount is received by the Borrower on or before the applicable Cure Deadline, compliance with the Financial Covenant for such fiscal quarter shall be recalculated giving pro forma effect to the following pro forma adjustments:
(i) EBITDA shall be increased with respect to such applicable fiscal quarter with respect to which such Cure Amount is received by the Borrower and any Reference Period that includes such fiscal quarter, solely for the purpose of determining whether an Event of Default has occurred and is continuing as a result of a violation of the Financial Covenant and not for any other purpose under this Agreement, by an amount equal to the Cure Amount and any prepayment of Indebtedness with the Cure Amount shall be disregarded for purposes of measuring the Financial Covenant for such fiscal quarter;
(ii) if, after giving pro forma effect to such increase in EBITDA, the Borrower shall then be in compliance with the requirements of the Financial Covenant, the Borrower shall be deemed to have satisfied the requirements of the Financial Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Covenant that had occurred shall be deemed cured for purposes of this Agreement; and
(iii) Indebtedness for which the Cure Amount is deemed applied shall be decreased solely to the extent proceeds of the Cure Amount are applied to prepay any Indebtedness (prov...
Financial Covenant. With respect to the Revolving Facilities only, permit the Net First Lien Leverage Ratio as of the last day of any fiscal quarter, solely to the extent that on such date the Testing Condition is satisfied, to exceed 4.90 to 1.00.
Financial Covenant. So long as any Advance shall remain unpaid or any Lender shall have any Commitment hereunder, the Borrower will maintain a ratio of Consolidated Debt to Consolidated Capital, as of the last day of each March, June, September and December, of not greater than 0.675 to 1.000.
Financial Covenant. So long as any Advance shall remain unpaid, any Letter of Credit shall remain outstanding or any Lender shall have any Commitment hereunder, the Borrower will maintain a ratio of (a) Consolidated Indebtedness to (b) the sum of Consolidated Indebtedness plus Consolidated Net Worth of not greater than 0.65 to 1.0.
Financial Covenant. The ratio of (a) Consolidated Indebtedness to (b) Consolidated Capitalization shall be less than or equal to 0.65 to 1.0 as of the last day of any Fiscal Quarter.
Financial Covenant. The Borrower will not permit the ratio of (i) its Consolidated Indebtedness to (ii) its Consolidated Total Capitalization to exceed 0.65 to 1.0 at any time.
Financial Covenant. (a) As of the last day of each fiscal quarter of the Borrower commencing on the last day of the first full fiscal quarter ending after the Closing Date, the Consolidated Leverage Ratio shall not be greater than 3.50:1.00; provided that at the election of the Borrower, exercised by written notice delivered by the Borrower to the Administrative Agent at any time prior to the date that is thirty (30) days following consummation of any Material Acquisition (including, at the election of the Borrower, the Catalonia Acquisition) by the Borrower or any Subsidiary, such maximum Consolidated Leverage Ratio shall be increased to 4.25 to 1.00; provided, further, that such increase (x) shall not be effective prior to the consummation of such Material Acquisition, (y) shall only apply for a period of four full fiscal quarters after the consummation of such Material Acquisition and (z) the Consolidated Leverage Ratio of the Borrower shall not exceed 3.50 to 1.00 for more than five consecutive fiscal quarters.
(b) At any time after the definitive agreement for any Material Acquisition shall have been executed (or, in the case of a Material Acquisition in the form of a tender offer or similar transaction, after the offer shall have been launched) and prior to the consummation of such Material Acquisition (or termination of the definitive documentation in respect thereof (or such later date as such indebtedness ceases to constitute Acquisition Debt as set forth in the definition of “Acquisition Debt”)), any Acquisition Debt (and the proceeds of such Acquisition Debt), including this Credit Facility and any other Acquisition Debt incurred in connection with the Catalonia Acquisition, shall be excluded from the definition of Consolidated Leverage Ratio.
Financial Covenant. The Borrower will maintain, as of the last day of each fiscal quarter, a ratio of Consolidated Debt for Borrowed Money to Consolidated EBITDA of the Borrower and its Subsidiaries for the four quarters then ended of not more than 3.0 to 1.
