Pro Forma Compliance Certificate. The Administrative Agent shall have received a certificate, dated the Closing Date and signed by a Financial Officer of the Borrower, setting forth reasonably detailed calculations demonstrating compliance with the Financial Covenants on a Pro Forma Basis immediately after giving effect to the Transactions occurring on the Closing Date.
Pro Forma Compliance Certificate. The Administrative Agent shall have received a compliance certificate in form acceptable to the Administrative Agent and executed by the chief executive officer or chief financial officer of the Borrower and reflecting a Closing Date Leverage Ratio of no greater than 1.50 to 1.00.
Pro Forma Compliance Certificate. The Administrative Agent shall have received a certificate of a Responsible Officer in form reasonably satisfactory to the Administrative Agent certifying that the Borrower shall be in compliance with the covenants set forth in Sections 7.1(a) and (b), in each case, on a pro forma basis after giving effect to the extensions of credit requested to be made on the Second Amendment and Restatement Effective Date, if any, and the use of proceeds thereof as if the requested borrowing had occurred on the last day of the most recently completed fiscal quarter and (i) removing the financial results that would otherwise be included in such calculations in respect of any Property Disposed of after such last day and on or prior to the Second Amendment and Restatement Effective Date and (ii) including the financial results that would otherwise be excluded in such calculations in respect of any Property acquired after such last day and on or prior to the Second Amendment and Restatement Effective Date.
Pro Forma Compliance Certificate. Not less than 30 days prior to the consummation of any proposed Acquisition which, when aggregated with all other Acquisitions consummated directly or indirectly by the Borrower since the date of the most recent Compliance Certificate furnished pursuant to Section 5.3.4 hereof, will result in a cumulative increase in the Borrower's Total Debt as a result of all such Acquisitions of $25,000,000 or more, a pro forma management compliance certificate certifying that all covenants set forth in Sections 5 and 6 hereof will be complied with as of the date of such Acquisition(s).
Pro Forma Compliance Certificate. The Agent shall have received a compliance certificate setting forth in reasonable detail computations evidencing compliance with the covenants set forth in (S)11 as of the Effective Date and for the twelve-month period most recently ended.
Pro Forma Compliance Certificate. The Borrower shall have delivered to the Administrative Agent and each of the Lenders a statement certified by the chief financial officer or treasurer of the Borrower in substantially the form of EXHIBIT C hereto (a "Compliance Certificate") and setting forth in reasonable detail computations evidencing PRO FORMA compliance as of the Interim Balance Sheet Date with the covenants contained in Section 10.
Pro Forma Compliance Certificate. The Administrative Agent shall have received a certificate of a Responsible Officer in form reasonably satisfactory to the Administrative Agent certifying that the Borrower shall be in compliance with the covenants set forth in Sections 7.1(a), (b) and (c) on a pro forma basis after giving effect to the extensions of credit requested to be made on the Effective Date, if any, and the use of proceeds thereof as if the requested borrowing had occurred on the last day of the most recently completed fiscal quarter and (i) removing the financial results that would otherwise be included in such calculations in respect of any Property Disposed of after such last day and on or prior to the Effective Date and (ii) including the financial results that would otherwise be excluded in such calculations in respect of any Property acquired after such last day and on or prior to the Effective Date.
Pro Forma Compliance Certificate. On or before the Closing Date, the Borrower shall deliver to the Agent the Pro-forma Compliance Certificate (the “Pro-forma Compliance Certificate”). The Pro-forma Compliance Certificate shall be in the form of the Compliance Certificate attached hereto as Exhibit C, and shall be completed by the Borrower so as to give effect to consummation of this Agreement (including the making of the initial Loans hereunder).
Pro Forma Compliance Certificate. A duly completed Compliance Certificate signed by the chief executive officer, chief financial officer, treasurer or controller of the Borrower (which delivery may, unless the Administrative Agent, or a Lender requests executed originals, be by electronic communication including fax or email and shall be deemed to be an original authentic counterpart thereof for all purposes) demonstrating compliance as of the fiscal quarter ended September 30, 2011 with the financial covenants in Section 7.11 after giving pro forma effect to the incurrence of any Indebtedness (including any Revolving Loans made to the Borrower) as of the Closing Date (with such reasonable detail and calculations as the Administrative Agent may request; notwithstanding anything to the contrary contained herein, it being understood and agreed that, solely for purposes of this pro forma Compliance Certificate, the determination of (x) Consolidated EBITDA shall be deemed to be the amount of Consolidated EBITDA for the three consecutive fiscal quarters ended September 30, 2011 times 4/3 and (y) Consolidated Interest Charges shall be deemed to be the amount of Consolidated Interest Charges for the three consecutive fiscal quarters ended September 30, 2011 times 4/3);
Pro Forma Compliance Certificate. The Administrative Agent shall have received a compliance certificate in form acceptable to the Administrative Agent and executed by the chief executive officer or chief financial officer of the Borrower and reflecting (i) a Closing Date Leverage Ratio of no greater than 4.10 to 1.00, and (ii) the calculations for the Maximum Total Debt Leverage Ratio, the Maximum Senior Secured Debt Leverage Ratio, and the Minimum Interest Coverage Ratio as of the fiscal quarter ended December 31, 2011 after giving pro forma effect to the Transactions and any other related financings or transactions being consummated on the Effective Date.
