Adjusted Consolidated Operating Cash Flow means Consolidated Operating Cash Flow for the latest four fiscal quarters for which consolidated financial statements of Company are available, taken as a whole. For purposes of calculating Consolidated Operating Cash Flow for any four fiscal quarter period for purposes of this definition, (1) all Restricted Subsidiaries of the Company on the date of the transaction giving rise to the need to calculate Adjusted Consolidated Operating Cash Flow (the "Transaction Date") shall be deemed to have been Restricted Subsidiaries at all times during such four fiscal quarter period and (2) any Unrestricted Subsidiary on the Transaction Date shall be deemed to have been an Unrestricted Subsidiary at all times during such four fiscal quarter period. In addition, for purposes of calculating Adjusted Consolidated Operating Cash Flow:

Adjusted Consolidated Operating Cash Flow of a Person means the Consolidated Operating Cash Flow of such Person as determined on a consolidated basis in accordance with GAAP, consistently applied, after giving effect to the following: (i) if, since the first day of the period in which Consolidated Operating Cash Flow is being calculated, such Person or any of its Subsidiaries completed an Asset Sale, Consolidated Operating Cash Flow for such period shall be reduced by an amount equal to the pro forma Consolidated Operating Cash Flow (if positive) directly attributable to the assets which are the subject of such Asset Sale for the period or increased by an amount equal to the pro forma Consolidated Operating Cash Flow (if negative) directly attributable thereto for such period; and (ii) if, since the first day of such period in which Consolidated Operating Cash Flow is being calculated, such Person or any of its Subsidiaries completes an acquisition of any Person or business which immediately after such acquisition is a Subsidiary of such Person or whose assets are held directly by such Person or a Subsidiary of such Person, or makes a material Investment in any Person other than a Subsidiary that is permitted by the Indenture, pro forma Consolidated Operating Cash Flow shall be computed so as to give pro forma effect to the acquisition of such Person or business or the making of such Investment as if such acquisition or Investment had occurred on the first day of such period. Any such pro forma calculation may include (a) any adjustments that would, in the reasonable determination of the Company, set forth in an Officers' Certificate, satisfy the requirements of Rule 11-02(a) of Regulation S-X as if included in a registration statement filed with the Commission, and (b) any other operating expense reductions reasonably expected to result from any acquisition of assets, if such expected reductions are (i) set forth in reasonable detail in an operating plan, and (ii) limited to operating expenses specified in such plan (and, if any such reductions are set forth as a range, the lowest amount of such range) that would otherwise have resulted in the payment of cash within twelve months after the date of consummation of such transaction, net of any operating expenses (other than extraordinary items, non-recurring or temporary charges and other similar one-time expenses) reasonably expected to be incurred to implement such plan or to obtain goods or services (including without limitation personnel, occup...

Adjusted Consolidated Operating Cash Flow means, with respect to an Obligor, the Consolidated Operating Cash Flow of such Obligor for the latest four fiscal quarters for which consolidated financial statements of such Obligor are available, taken as a whole. For purposes of calculating Consolidated Operating Cash Flow for any four fiscal quarter period for purposes of this definition, all Subsidiaries of an Obligor on the date of the transaction giving rise to the need to calculate Adjusted Consolidated Operating Cash Flow (the "Transaction Date") shall be deemed to have been Subsidiaries of such Obligor at all times during such four fiscal quarter period. In addition, for purposes of calculating Adjusted Consolidated Operating Cash Flow:

Examples of Adjusted Consolidated Operating Cash Flow in a sentence

See (S)3.3. --- -------- Adjusted Consolidated Operating Cash Flow.
As of the end of any fiscal quarter commencing ---- ------- -------- with the fiscal quarter ending March 31, 1999, the ratio of Adjusted Consolidated Operating Cash Flow to Consolidated Financial Obligations for the quarter just ended together with the immediately preceding three quarters shall not be less than 1.25:1.
The Debt Service Coverage covenant is hereby amended to provide that the Borrower shall maintain a ratio of Adjusted Consolidated Operating Cash Flow to Consolidated Financial Obligations not less than the ratios set forth below for the periods set forth below.
Permit the ratio of (y) Adjusted Consolidated Operating Cash Flow to (z) Consolidated Fixed Charges of the Borrower and its Subsidiaries for the twelve consecutive month period ending as of the last day of any calendar quarter to be less than 1.15:1.00.
Permit the ratio of (y) Adjusted Consolidated Operating Cash Flow to (z) Consolidated Fixed Charges of the Borrower and its Subsidiaries for the twelve consecutive month period ending as of the last day of any calendar quarter to be less than 1.10:1.00.

More Definitions of Adjusted Consolidated Operating Cash Flow

Adjusted Consolidated Operating Cash Flow means Consolidated Operating Cash Flow for the latest four fiscal quarters for which consolidated financial statements of XM are available, taken as a whole. For purposes of calculating Consolidated Operating Cash Flow for any four fiscal quarter period for purposes of this definition, (1) all Restricted Subsidiaries of XM on the date of the transaction giving rise to the need to calculate Adjusted Consolidated Operating Cash Flow (the “Transaction Date”) shall be deemed to have been Restricted Subsidiaries at all times during such four fiscal quarter period and (2) any Unrestricted Subsidiary on the transaction date shall be deemed to have been an Unrestricted Subsidiary at all times during such four fiscal quarter period. In addition, for purposes of calculating Adjusted Consolidated Operating Cash Flow:

Adjusted Consolidated Operating Cash Flow in the Credit Agreement and the other Loan Documents is hereby amended to be a reference to "Consolidated Operating Cash Flow."

Adjusted Consolidated Operating Cash Flow. (a) at any date on or prior to December 31, 1996, the sum of (i) the Consolidated Operating Cash Flow of the Non-INTV Properties for the twelve most recently ended calendar months for which the Lenders shall have received financial statements pursuant to subsection 5.1(b)(i), plus (ii) the product of (x) four times (y) the Consolidated Operating Cash Flow of the INTV Properties for the three most recently ended fiscal calendar months for which the Lenders shall have received financial statements pursuant to subsection 5.1(b)(i); and (b) at any date after December 31, 1996, the sum of (i) Consolidated Operating Cash Flow of the Non-INTV Properties and the INTV Properties for the most recently ended period of twelve consecutive calendar months for which the Lenders shall have received financial statements pursuant to subsection 5.1(b)(i) less (ii) Consolidated Corporate Overhead of the Borrower and its Subsidiaries for such period. To the extent the Consolidated Corporate Overhead for the period from the Closing Date to any date on or prior to December 31, 1996 exceeds $5,000,000, any such excess amount shall be deducted in any calculation of Adjusted Consolidated Operating Cash Flow at such date.

Adjusted Consolidated Operating Cash Flow means Consolidated Operating Cash Flow; PROVIDED that for any relevant period through June 30, 1998, to the extent that the operating cash flow on a trailing 12 month basis relating to the Flagstaff and Kingman Stations (on a combined basis in accordance with GAAP) after the Park Lane Acquisition Date included in the calculation of Consolidated Operating Cash Flow is negative, such negative combined operating cash flow for any such period shall be deemed to be zero for purposes of calculating Adjusted Consolidated Operating Cash Flow hereunder; PROVIDED, FURTHER, that (i) no more than $300,000 in the aggregate of negative combined operating cash flow for all such Stations may be excluded in any such period and (ii) the Company shall not exclude losses at any such Stations (and there shall be no adjustments to Consolidated Operating Cash Flow with respect to any such losses for purposes of calculating Adjusted Consolidated Operating Cash Flow hereunder) to the extent any such losses are incurred after the Park Lane Acquisition Date.

Adjusted Consolidated Operating Cash Flow. (a) at any date on or prior to December 31, 1998, the sum of (i) the Consolidated Operating Cash Flow of the Borrower and its Subsidiaries for the twelve most recently ended calendar months for which the Lenders shall have received financial statements pursuant to subsection 5.1(b)(i), MINUS (ii) Consolidated Operating Cash Flow of the INTV Properties for such twelve-month period, PLUS (iii) the product of (x) four times (y) the Consolidated Operating Cash Flow of the INTV Properties for the three most recently ended calendar months for which the Lenders shall have received financial statements pursuant to subsection 5.1(b)(i), PLUS (iv) up to $6,400,000 in start up costs paid by the Borrower or its Subsidiaries related to the marketing of the launch of the new television network planned by the Borrower (expected to be named PAXnet); PLUS (v) up to $9,700,000 in management bonuses paid in the fourth quarter of the 1997 fiscal year of the Borrower in connection with the Radio Group Sale and (b) at any date after December 31, 1998, Consolidated Operating Cash Flow of the Borrower and its Subsidiaries.

Adjusted Consolidated Operating Cash Flow definition

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