RMR Sample Clauses

RMR. Alarmguard Holdings shall not permit the ratio of Consolidated Total Debt of Alarmguard Holdings to RMR to exceed 30 to 1 at any time.

RMR. Agent shall have received evidence that the Adjusted Total Debt as of the Closing Date does not exceed the sum of (i) 22 times the RMR for Security Monitoring Contracts which are owned by Borrowers on the Closing Date and (ii) 12 times the RMR for Central Station Contracts which are owned by Borrowers on the Closing Date.

RMR. The Administrative Agent, the Documentation Agent and the Lenders shall have received a certificate of a Responsible Officer of Borrower, satisfactory in form and substance to the Administrative Agent and the Documentation Agent, certifying that RMR as of the Closing Date is at least $1,400,000.00. The Administrative Agent, the Documentation Agent and the Lenders shall have received the Price Waterhouse Report.

RMR. With respect to any Security System Loan, an amount equal to the total recurring amount billed to customers each month under the Alarm Service Agreements securing such Security System Loan. Safe Home: Collectively, the Dealers Safe Home Security, Inc., a Connecticut corporation, National Protective Services, Inc., a New York corporation, Security Systems, Inc., a Connecticut corporation, and Safe Home Monitoring, Inc., a Connecticut corporation.

RMR. The accounts in effect on December 31, 1997 would produce an estimated recurring monthly revenue of $3,340,000 and an estimated third party monitoring revenue of $30,000, as determined in accordance with Seller's historical practices.

RMR. Agent shall have received evidence that the Adjusted Total Debt as of the Closing Date does not exceed the sum of 15 times the RMR as of the Closing Date.

RMR as of any date of determination, the total recurring regular monthly amounts billable to all customers of Borrower and its Subsidiaries who are not more than 90 days delinquent in payment of any amounts payable to Borrower or any of its Subsidiaries and who have not made the equivalent of two months' payments within 90 days of such date (regardless of whether such customers are billed monthly or less frequently), measured by the amount most recently billed to such customers attributable to a one month period.

RMR. For purposes of this Agreement, RMR shall mean an amount equal to the gross recurring monthly revenue billable under a PERS Monitoring Agreement and calculated on a monthly basis (regardless of whether any particular customer is billed and or pays monthly, quarterly, annually or another regular periodic basis), for PERS Services; but net of any monthly discounts afforded the customer (e.g. for prepayment or for paying by ACH or EFN other than service credits granted from time to time in the ordinary course of the Company's business; provided, however, that RMR shall not include any revenue attributable to or derived from: (a) reimbursement or prepayment of private telephone line or other utility company charges associated with the installation, monitoring or furnishing of PERS Services or for cell back up or GSM services; (b) reimbursement for or payment of any false alarm assessments; (c) reimbursement for or payment of any taxes, fees or other charges imposed by any Govenm1ental Authority relative to the furnishing of PERS Services; (d) nonrecurring charges from customers for services which are not provided on a regular and recurring basis, such as installation and time and material charges; (e) late fees or fees for insufficient fund checks; (f) revenue due under a PERS Monitoring Agreement that is greater than 90 days past invoice date or (g) as to which the equipment has been returned to and received by the Company, with respect to which the customer is within his or her/its right to terminate the contract. This Agreement constitutes the entire agreement between the Parties

RMR. Seller warrants that the RMR used in computing the Purchase Price Excluding Receivables shall equal or exceed the actual RMR of the Alarm Accounts at the expiration of the Guarantee Period. A charge shall be made against the Escrow Account for the benefit of Purchaser for each Alarm Account for which it is determined the RMR used in computing the Purchase Price Excluding Receivables exceeded the actual RMR for such Alarm Accounts at the expiration of the Guarantee Period. The amount of such charge shall be determined by computing the amount by which the RMR of the Alarm Accounts used in computing the Purchase Price Excluding Receivables exceeds the actual RMR of such Alarm Accounts at the expiration of the Guarantee Period and multiplying such sum by 35 (the "RMR Downward Adjustment").

RMR. As of the date hereof, the RMR of the Company on a consolidated basis is no less than $9,100,000.