Liquidity Notice Sample Clauses

Liquidity Notice a written notice delivered by the Agent at any time during a Liquidity Period to any bank or other depository at which any Deposit Account (other than any Excluded Deposit Account) is maintained directing such bank or other depository (a) to remit all funds in such Deposit Account to a Dominion Account, or in the case of a Dominion Account, to the Agent on a daily basis, and (b) to cease following directions or instructions given to such bank or other depository by any Obligor regarding the disbursement of funds from such Deposit Account (other than any Excluded Deposit Account), and (c) to follow all directions and instructions given to such bank or other depository by the Agent in each case, pursuant to the terms of any Deposit Account Control Agreement in place.

Liquidity Notice. From and after February 1, 2013, in the event that the Liquidity of the Borrower and its Subsidiaries falls below $40,000,000 for any period of three (3) consecutive Business Days, the Borrower shall notify the Administrative Agent and the Lenders in writing thereof on the following Business Day. (u) inserting a new Section 6.23 as follows:

Liquidity Notice. For the calendar quarter ending on March 31, 2003, and each calendar quarter thereafter, Northwest will provide to Fiduciary Counselors a notice of Northwest Liquidity (a “Liquidity Notice”) as of the end of each such quarter as promptly as practicable after the end of such quarter, provided, however, that the timing of delivery of a Liquidity Notice will be shortened: (a) if the aggregate value of all Pinnacle Corp. Shares contributed to the Plans is equal to or less than $225,000,000 (as measured at the time of each respective Contribution) and (i) if Northwest Liquidity at the end of any month is less than $1,750,000,000, Northwest will provide a Liquidity Notice to Fiduciary Counselors as of the end of each month, as promptly as practicable after the end of such month, until such time as its liquidity is greater than $1,750,000,000, and (ii) if Northwest Liquidity at the end of any week is less than $1,500,000,000, Northwest will provide a Liquidity Notice to Fiduciary Counselors as of the end of each week, as promptly as practicable after the end of each week, until such time as Northwest Liquidity is greater than $1,500,000,000; and (b) if the aggregate value of all Pinnacle Corp. Shares contributed to the Plans is greater than $225,000,000 (as measured at the time of each respective Contribution) and (i) if Northwest Liquidity at the end of any month is less than $1,750,000,000, Northwest will provide a Liquidity Notice to Fiduciary Counselors as of the end of each month, as promptly as practicable after the end of such month, until such time as its liquidity is greater than $1,750,000,000, and (ii) if Northwest Liquidity at the end of any week is less than $1,600,000,000, Northwest will provide a Liquidity Notice to Fiduciary Counselors as of the end of each week, as promptly as practicable after the end of each week, until such time as Northwest Liquidity is greater than $1,600,000,000. Notwithstanding Section 11.5(a) or Section 11.5(b), Fiduciary Counselors agrees to waive any such weekly Liquidity Notice requirements until the aggregate value of all Plan Shares (as measured at the time of each respective Contribution) is greater than or equal to $50,000,000.

Liquidity Notice. On the first Business Day of each March and September, commencing with March 1, 2013, furnish to the Administrative Agent, which shall furnish to each Lender, a certificate of a Financial Officer of the Borrower, dated such date and in a form reasonably satisfactory to the Administrative Agent (and in any event to be based on such Financial Officer’s reasonable belief and judgment), either (a) certifying that the Borrower and its Restricted Subsidiaries have sufficient liquidity to satisfy their obligations as they come due in the ordinary course of business during the period of three months immediately following the date of such certificate (together with a reasonably detailed explanation of the assumptions underlying such certification and reasonably detailed cash flow forecasts) or (b) certifying that the Borrower and its Restricted Subsidiaries do not have sufficient liquidity to satisfy their obligations as they come due in the ordinary course of business during the period of three months immediately following the date of such certificate (together with an explanation thereof).”; (g) Section 6.01 of the Credit Agreement is hereby amended by deleting the period at the end thereof and replacing it with the following proviso: “; provided that, notwithstanding the above and unless otherwise agreed to by the Required Lenders in writing, for purposes of this Section 6.01, the reference to “$25,000,000” in Section 4.03(b)(1) of the Senior Secured Notes Indenture shall be deemed to be a reference to $10,000,000.”; (h) Section 6.03 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: