Required Liquidity. Simultaneously with the closing of the Business Combination, the Company shall deposit (or provide evidence of previous deposit and maintenance via delivery of a “Liquidity Certificate” in the form of Exhibit B attached hereto on the date hereof and pursuant to the procedures described below), into single or multiple deposit or money market deposit account(s), at nationally recognized banking institutions located in the United States of America, which have been pre-approved in writing by the Sponsor as reasonably satisfactory to the Sponsor for the purposes herein (“Banking Institutions”), $6,000,000 (which shall be referred to herein as the “Initial Liquidity Amount”) of Immediately Available Cash (as defined below). The Initial Liquidity Amount (x) may be reduced only with respect to (I) releases of funds (i) in connection with the settlement of the Exercise of Achari Put Options, or (ii) after payment by the Company of the applicable amount to the Achari Put Holders in connection with the exercise of a Mandatory Repurchase Right or Company ROFR (or notice from the applicable Achari Put Holder that a Proposed Third Party Trade for which a Company ROFR was declined by the Company was successfully consummated, of which the applicable Achari Put Holder shall promptly notify the Company upon such consummation, or the consummation of an Open Market Sale, which the Achari Put Holders shall also promptly provide notice of), or (II) the expiration of Achari Put Options in connection with the expiration of the Initial Put Exercise Period and/or the Second Put Exercise Period (which shall result in reductions corresponding to the number of expired and unexercised Achari Put Options on such date multiplied by the Share Purchase Price), and (y) shall be increased in the event that Penalty Interest or other interest generated by the balance of the funds designated as the Required Liquidity Amount (as defined below) accrues. The Initial Liquidity Amount as reduced or increased from time to time under the circumstances described in the foregoing sentence is referred to herein as the “Required Liquidity Amount”.
Required Liquidity. Guarantor will maintain at all times, tested as of the end of each calendar month until Guarantor has complied with the Updated Reporting Requirements (as defined in the Sunrise Senior Financing Agreement) and Guarantor is not otherwise in default under the Sunrise Senior Financing Agreement, liquidity of not less than $50,000,000 composed of availability under the Sunrise Senior Financing Agreement plus up to not more than $50,000,000 in unrestricted cash and unrestricted Cash Equivalents (the “Required Liquidity”). Guarantor shall provide a certificate of compliance with the Required Liquidity on or before fifteen (15) days after the end of each such calendar month. The face amounts of letters of credit outstanding under the Sunrise Senior Financing Agreement and the outstanding amounts of the loans made under the Sunrise Senior Financing Agreement will be deducted from the maximum availability under the Sunrise Senior Financing Agreement for purposes of determining compliance with “Required Liquidity.” During such time as Guarantor is required to comply with the Required Liquidity covenant, Guarantor must also provide evidence of compliance with the Required Liquidity covenant contemporaneously when provided to the Sunrise Bank Group pursuant to the Sunrise Senior Financing Agreement.
Required Liquidity. The Administrative Agent shall have received a certificate from the Chief Financial Officer certifying that the sum of (i) the Available Revolving Commitments on the Initial Borrowing Date (after giving effect to the Refinancing) and (ii) the aggregate unrestricted and unencumbered cash and Cash Equivalents of the Borrower and its Subsidiaries is not less than the sum of (x) $6,000,000 less (y) all fees and expenses paid to any Agent or Lender (or any agent or lender in connection with the Second Lien Credit Agreement) prior to the Initial Borrowing Date.
Required Liquidity. The Borrower shall have cash, Cash Equivalents or marketable securities satisfactory to the Administrative Agent on deposit in the Securities Account in an amount of at least $20,000,000.
Required Liquidity. The Borrower will maintain at all times, tested as of the end of each calendar month until the Borrower has BA/Sunrise (8th Amendment to Credit Agreement) complied with the Updated Reporting Requirements (as hereinafter defined) and is not otherwise in default under the Credit Facility liquidity of not less than $50,000,000 composed of availability under this Credit Facility plus up to not more than $50,000,000 in unrestricted Cash and unrestricted Cash Equivalents (the “Required Liquidity”). The Borrower shall provide a certificate of compliance with the Required Liquidity on or before fifteen (15) days after the end of each such calendar month. The face amounts of Letters of Credit outstanding hereunder and the Outstanding Amounts of the Loans will be deducted from the maximum availability under the Credit Facility for purposes of determining compliance with “Required Liquidity.” If, at any time the unrestricted Cash and unrestricted Cash Equivalents exceed $50,000,000, the Borrower shall be required to use such excess funds to reduce the Outstanding Amounts of the Loans. During such time as the Borrower is required to comply with the Required Liquidity covenant, the Borrower must also provide evidence of compliance with the Required Liquidity covenant with each delivery of a Committed Loan Notice in order to receive funding of a Committed Loan or issuance of a Letter of Credit.
Required Liquidity. (a) On or before the Closing Date, exclusive of the Additional Capital Amount contributed by Buyer, Seller shall procure that the members of the Stock Group (excluding VIK) shall have, at Closing, no less than $185,000,000 (subject to a reduction of the Additional Cash in the event of a written agreement between Buyer and Seller to do so) in the aggregate of Cash and available borrowing facilities (the “Required Liquidity”), to be comprised of the following:
Required Liquidity. The actions contemplated by Section 7.5 (Required Liquidity) shall have been carried out, including the requirement to fund the Required Liquidity.
Required Liquidity. The Administrative Agent shall have received a certificate from the Chief Financial Officer certifying that the sum of (i) the Available Revolving Commitments (as defined in the First Lien Credit Agreement) on the Initial Borrowing Date (after giving effect to the Refinancing) and (ii) the aggregate unrestricted and unencumbered cash and Cash Equivalents of the Borrower and its Subsidiaries is not less than the sum of (x) $6,000,000 less (y) all fees and expenses paid to any Agent or Lender (or any agent or lender in connection with the First Lien Credit Agreement) prior to the Initial Borrowing Date.
