Common use of Pro Forma Clause in Contracts

Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers based on assumptions expressed therein and that were reasonable based on the information available to Borrowers at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Genesis Healthcare, Inc.), Revolving Credit Agreement (Genesis Healthcare, Inc.), Credit Agreement (Genesis Healthcare, Inc.)

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Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Issuer based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Issuer at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 3 contracts

Samples: Bridge Note Purchase Agreement (Princeton Review Inc), Securities Purchase Agreement (Princeton Review Inc), Senior Subordinated Note Purchase Agreement (Princeton Review Inc)

Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, Section 5.1 shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Borrower based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Borrower at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 2 contracts

Samples: Credit Agreement (Beacon Roofing Supply Inc), Credit Agreement (Beacon Roofing Supply Inc)

Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, otherwise shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Borrower based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Borrower at the time of preparation of the Compliance Certificate setting forth such calculationsassumptions were made.

Appears in 2 contracts

Samples: Credit Agreement (Westwood One Inc /De/), Second Lien Credit Agreement (Westwood One Inc /De/)

Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Borrower based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Borrower at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 1 contract

Samples: Credit Agreement (Princeton Review Inc)

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Pro Forma. All components of financial calculations made to determine compliance with Article 5 and calculation of Borrowing Base or other similar components, shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Borrower and in a manner reasonably acceptable to the Administrative Agent, based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Borrower at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 1 contract

Samples: Credit Agreement (Townsquare Media, Inc.)

Pro Forma. All components of financial calculations made to determine compliance with Section 3.1(f), Article 5 and calculation of Borrowing Base or other similar components, Article 8 shall be adjusted on a Pro Forma Basis to include or exclude, as the case may be, without duplication, such components of such calculations attributable to any Pro Forma Transaction consummated after the first day of the applicable period of determination and prior to the end of such period, as determined in good faith by Borrowers the Borrower based on assumptions expressed therein and that were reasonable based on the information available to Borrowers the Borrower at the time of preparation of the Compliance Certificate setting forth such calculations.

Appears in 1 contract

Samples: Credit Agreement (Medquist Inc)

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