Modified EBITDA Sample Clauses

Modified EBITDA. Have at all times, to be tested as of the last day of each month, Modified EBITDA minus capital expenditures for the three-month period ending on such date of at least (i) [*] for the three-month period ending on March 31,2017, (ii) [*] for the three-month period ending on Xxxxx 00, 0000, (xxx) [*] for the three-month period ending on May 31, 2017, (iv) [*] for the three-month periods ending on June 30, 2017 and July 31, 2017, (v) [*] for the three-month period ending on August 31, 2017, (vi) [*] for the three-month period ending on September 30, 2017, (vii) [*] for the three-month period ending on October 31, 2017, (viii) [*] for the three-month period ending on November 30, 2017, (ix) [*] for the three-month period ending on December 31, 2017 and (x) [*] for the three-month period ending on January 31, 2018 and for each three-month period ending on last day of each month thereafter.” and inserting in lieu thereof the following:
Sample 1
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Modified EBITDA. Measured on a quarterly basis, Borrower shall achieve a minimum Modified EBITDA on a rolling two quarter basis of at least the following: For quarter ending December 31, 2010: ($7,600,000) For quarter ending March 31, 2011: ($5,000,000) For quarter ending June 30, 2011: ($600,000) For quarter ending September 30, 2011: $800,000. For fiscal years 2012 and beyond, Borrower shall achieve a minimum Modified EBITDA as of the end of each quarter as are reasonably determined by Bank based on Borrower’s Financial Plan for such year and consistent with the methodology used to determine the minimum Modified EBITDA amounts set forth above. 4. Exhibit D to the Agreement is replaced in its entirety with Exhibit D attached hereto. 5. Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement. 6. Borrower represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date of this Amendment, and that no Event of Default has occurred and is continuing. 7. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument... 8. As a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the following: (a) this Amendment, duly executed by Borrower; (b) a fee equal to $1,500, plus an amount equal to all Bank Expenses incurred through the date of this Amendment; and (c) such other documents, and completion of such other matters, as Lender may reasonably deem necessary or appropriate.
Sample 1
Modified EBITDA. (Section 6.7(a)) (tested quarterly) Required: Modified EBITDA on a cumulative basis for such calendar year of at least ($35,000,000.00) for the calendar year ending December 31, 2013 A. Net Income $ B. To the extent included in the determination of earnings for such period 1. Interest Expense $ 2. income tax expense $ 3. depreciation expense $ 4. amortization expense $ 5. The sum of lines 1 through 4 $ C. Non-recurring expenses or charges that do not represent a cash item in such period or any future period, including stock based compensation and any purchase accounting adjustments $ D. Impairment of goodwill, intangible and tangible assets previously approved by Bank $ E. Other adjustments approved by Bank on a case-by-case basis $ F. Modified EBITDA (line A plus line B.5 plus line C plus line D plus line E) $ Is line F equal to or greater than the amount applicable above? No, not in compliance Yes, in compliance
Sample 1
Modified EBITDA. Measured on a quarterly basis, Borrower shall achieve a minimum Modified EBITDA on a rolling two quarter basis of at least the following: For quarter ending December 31, 2010: ($3,800,000) For quarter ending March 31, 2011: ($2,200,000) For quarter ending June 30, 2011: ($400,000) For quarter ending September 30, 2011: $1,300,000. For fiscal years 2012 and beyond, Borrower shall achieve a minimum Modified EBITDA as of the end of each quarter as are reasonably determined by Bank based on Borrower’s Financial Plan for such year and consistent with the methodology used to determine the minimum Modified EBITDA amounts set forth above.
Sample 1
Modified EBITDA. (Section 6.7(a)) (tested quarterly) Required: Modified EBITDA of at least ($25,000,000.00) for each of the twelve-month periods ending on the last day of the fiscal quarters ending December 31, 2015, March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016. A. Net Income $ B. To the extent in the determination of earnings for such period 1. Interest Expense $ 2. income tax expense $ 3. depreciation expense $ 4. amortization expense $ 5. The sum of lines 1 through 4 $ C. Non-recurring expenses or charges that do not represent a cash item in such period or any future period, including stock based compensation and any purchase accounting adjustments $ D. Impairment of goodwill, intangible and tangible assets previously approved by Bank $ E. Other adjustments approved by Bank on a case-by-case basis $ F. Modified EBITDA (line A plus line B.5 plus line C plus line D plus line E) $ Is line F equal to or greater than the amount applicable above?
Sample 1
Modified EBITDA. (Section 6.7(a)) (tested quarterly) Required: Modified EBITDA (a) on a cumulative basis for such calendar year of at least ($35,000,000.00) for the calendar year ending December 31, 2013 and (b) of at least (i) ($35,000,000.00) for the twelve-month period ending on the last day of the fiscal quarter ending Xxxxx 00, 0000, (xx) ($35,000,000.00) for the twelve-month period ending on the last day of the fiscal quarter ending June 30, 2014, (iii) ($30,000,000.00) for the twelve-month period ending on the last day of the fiscal quarter ending September 30, 2014, and (iv) ($25,000,000.00) for the twelve-month period ending on the last day of the fiscal quarter ending December 31, 2014. *On and after January 1, 2014, all values are for the immediately preceding 12 month period A. Net Income $ B. To the extent included in the determination of earnings for such period 1. Interest Expense $ 2. income tax expense $ 3. depreciation expense $ 4. amortization expense $ 5. The sum of lines 1 through 4 $ C. Non-recurring expenses or charges that do not represent a cash item in such period or any future period, including stock based compensation and any purchase accounting adjustments $ D. Impairment of goodwill, intangible and tangible assets previously approved by Bank $ E. Other adjustments approved by Bank on a case-by-case basis $ F. Modified EBITDA (line A plus line B.5 plus line C plus line D plus line E) $ Is line F equal to or greater than the amount applicable above? No, not in compliance Yes, in compliance
Sample 1
Modified EBITDA. (Section 6.7(a)) (tested quarterly) Required: Modified EBITDA of at least ($25,000,000.00) for each of the twelve-month periods ending on the last day of the fiscal quarters ending December 31, 2014, March 31, 2015, June 30, 2015, September 30, 2015 and December 31, 2015. A. Net Income $ B. To the extent included in the determination of earnings for such period 1. Interest Expense $ 2. income tax expense $
Sample 1
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Related to Modified EBITDA

  • Adjusted EBITDA The 2019 adjusted EBITDA for the Affiliated Club Sellers shall total an aggregate of not less than $10,700,000.

  • Consolidated EBITDA With respect to any period, an amount equal to the EBITDA of REIT and its Subsidiaries for such period determined on a Consolidated basis.

  • Minimum Adjusted EBITDA Borrower shall maintain a minimum trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), as of such test date, of at least the greater of (a) $75,000,000 and (b) an amount equal to 75% of the trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), for the immediately preceding six-month period, tested semi-annually, commencing September 30, 2024, and continuing on each subsequent March 31 and September 30.

  • EBITDA The term “EBITDA” shall mean, with respect to any fiscal period, “Consolidated EBITDA” as defined in the Credit Agreement, provided that the following should also be excluded from the calculation of EBITDA to the extent not already excluded from the calculation of Consolidated EBITDA under the Credit Agreement: (i) Non-Cash Charges (as defined in the Credit Agreement) related to any issuances of equity securities; (ii) fees and expenses relating to the Acquisition; (iii) financing fees (both cash and non-cash) relating to the Acquisition; (iv) covenant-not-to-compete payments to certain members of the Company’s senior management and related expenses; (v) expenses (or any portion thereof) incurred outside of the ordinary course of business that are approved by the Board which the Board determines in its good faith discretion are in the best interest of the Company but which will have a disproportionately adverse impact on the Company’s short term financial performance, affecting the Company’s ability to achieve financial targets related to the vesting of the Class C Units under the Incentive Unit Subscription Agreements or the Company’s annual bonus plan; (vi) costs and expenses incurred in connection with evaluating and consummating acquisitions not contemplated by the Company’s annual plan, as such plan is approved by the Board in good faith; (vii) related party expenditures that are subject to the prior written consent of the Majority Executives pursuant to Section 2.3(a) of the Securityholders Agreement but have failed to receive such consent; (viii) advisors’ fees and expenses incurred outside the ordinary course of business related solely to Vestar’s activities that are unrelated to the Company; (ix) costs associated with any put option or call option contemplated by any Rollover Subscription Agreement or Incentive Unit Subscription Agreement; (x) costs associated with any proposed initial Public Offering or Sale of the Company (as such terms are defined in the Securityholders Agreement); (xi) expenses related to any litigation arising from the Acquisition; (x) management fees and costs related to the activities giving rise to such fees that are paid to, paid for or reimbursed to Vestar and its Affiliates; and (xii) material expenditures or incremental expenditures inconsistent with prior practice (to the extent that prior practice is relevant) required by Board (where Management Managers (as defined in the Securityholders Agreement) unanimously dissent) unless such expenditures are reasonably likely to result in any benefit (whether economic or non-economic) to the Company as determined by the Board in its good faith discretion.

  • Minimum Consolidated EBITDA The Borrower will not permit Modified Consolidated EBITDA, for any Test Period ending at the end of any fiscal quarter of the Borrower set forth below, to be less than the amount set forth opposite such fiscal quarter: Fiscal Quarter Amount September 30, 1997 $36,000,000 December 31, 1997 $36,000,000 March 31, 1998 $36,000,000 June 30, 1998 $37,000,000 September 30, 1998 $37,000,000 December 31, 1998 $38,000,000 March 31, 1999 $38,000,000 June 30, 1999 $39,000,000 September 30, 1999 $40,000,000 December 31, 1999 $41,000,000 March 31, 2000 $41,000,000 June 30, 2000 $42,000,000 September 30, 2000 $43,000,000 December 31, 2000 $44,000,000 March 31, 2001 $44,000,000 June 30, 2001 $45,000,000 September 30, 2001 $46,000,000 December 31, 2001 $47,000,000 March 31, 2002 $47,000,000

  • Minimum EBITDA Section 9.23(c) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

  • Maximum Leverage Ratio The Borrower will not permit the Leverage Ratio as of the end of any fiscal quarter to be greater than 0.55 to 1.00.

  • Maximum Senior Leverage Ratio Permit the Senior Leverage Ratio on the last day of any fiscal quarter during any period set forth below to be greater than the ratio set forth opposite such date or period below: Period Ratio ------ ----- September 30, 2001 2.50:1.0 December 31, 2001 2.00:1.0 March 31, 2002 through June 30, 2002 2.50:1.0 September 30, 2002 2.00:1.0 December 31, 2002 1.50:1.0 March 31, 2003 through June 30, 2003 2.00:1.0 September 30, 2003 1.50:1.0 December 31, 2003 and thereafter 1.25:1.0

  • Cash Flow Leverage Ratio The Borrower will not permit the Cash Flow Leverage Ratio on the last day of any fiscal quarter to exceed 3.50 to 1.00.

  • Total Net Leverage Ratio Holdings and its Restricted Subsidiaries, on a consolidated basis, shall not permit the Total Net Leverage Ratio on the last day of any Test Period to exceed the ratio set forth below opposite the last day of such Test Period:

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