Aggregation Test definition

Aggregation Test has the meaning assigned to such term in Section 5.09(a).
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Aggregation Test shall be deemed to be met as of a fiscal quarter end if all the following conditions are satisfied as of such fiscal quarter end: (i) the combined total assets of the Subsidiaries who are party to the Subsidiary Guaranty as of such fiscal quarter end are equal to or greater than 85% of the Borrower's consolidated total assets as of such fiscal quarter end; (ii) the combined sales of the Subsidiaries who are party to the Subsidiary Guaranty for the 12 completed months ending as of such fiscal quarter end are equal to or greater than 85% of the Borrower's consolidated sales for such period; and (iii) the total combined Consolidated EBITDA of the Subsidiaries who are party to the Subsidiary Guaranty for the 12 completed months ending as of such fiscal quarter end is equal to or greater than 85% of the Borrower's Consolidated EBITDA for such period. If any Subsidiary who is not a party to the Subsidiary Guaranty is a Material Subsidiary as of such fiscal quarter end, then within 60 days after the end of such fiscal quarter the Borrower shall cause each such Subsidiary (any such Material Subsidiary, herein a "New Material Subsidiary") to execute and deliver to the Administrative Agent a Subsidiary Joinder Agreement in the form attached to the Subsidiary Guaranty as Exhibit "A" joining it as a guarantor under the Subsidiary Guaranty and shall execute and/or deliver such other documentation as the Administrative Agent may reasonably request to cause such New Material Subsidiary to evidence its authority to enter into or otherwise implement the guaranty of the repayment of the obligations contemplated by the Subsidiary Guaranty and this Agreement. If as of the end of any fiscal quarter, the Aggregation Test is not satisfied, then within 60 days after the end of such fiscal quarter the Borrower shall cause such number of Subsidiaries to join into the Subsidiary Guaranty (as if they were each a New Material Subsidiary as provided in the foregoing sentence) so that after giving effect thereto, the Aggregation Test is satisfied.
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Examples of Aggregation Test in a sentence

  • If as of the end of any fiscal quarter, the Aggregation Test is not satisfied, then within 60 days after the end of such fiscal quarter the Borrower shall cause such number of Subsidiaries to join into the Subsidiary Guaranty (as if they were each a New Material Subsidiary as provided in the foregoing sentence) so that after giving effect thereto, the Aggregation Test is satisfied.

  • Within 60 days after the end of each fiscal quarter, the Borrower shall make the calculations to determine whether: (i) any Subsidiary who is not a party to the Subsidiary Guaranty is a “Material Subsidiary” as of such fiscal quarter end; and (ii) if the Subsidiaries who are party to the Subsidiary Guaranty met the Aggregation Test as of such fiscal quarter end.

  • If as of the end of any fiscal quarter, the Aggregation Test is not satisfied, then within 45 days after the end of such fiscal quarter, IHS shall cause such number of Subsidiaries to join into one or both of the Guaranty Agreements in accordance with the requirements of paragraphs (c) or (d) of this Section so that after giving effect thereto the Aggregation Test is satisfied.

  • IHS shall be in violation of the Aggregation Test even if all Subsidiaries are party to the Guaranty Agreements other than Subsidiaries excluded under paragraph (e) of this Section unless one or more of such excluded Subsidiaries are added as Borrowers hereunder and after giving effect to such joinder the Aggregation Test is satisfied.

  • If as of the end of any fiscal quarter or fiscal year, as applicable, the Aggregation Test is not satisfied, Holdings shall cause such number of Subsidiaries to be joined as Guarantors such that after giving effect to such joinders, the Aggregation Test is then satisfied.

  • Within 50 days after the end of each fiscal quarter, the Borrower shall make the calculations to determine whether: (i) any Subsidiary who is not a party to the Subsidiary Guaranty is a “Material Subsidiary” as of such fiscal quarter end; and (ii) if the Subsidiaries who are party to the Subsidiary Guaranty met the Aggregation Test as of such fiscal quarter end.

  • JOINDER OF SUBSIDIARIES TO THE GUARANTY AGREEMENTS 64 (a) Joinder Tests 64 (b) Joinder of Domestic Subsidiaries 65 (c) Joinder of Foreign Subsidiaries 65 (d) Joinder Under the Aggregation Test 65 (e) Limit on Joinder of Foreign Subsidiaries and Joint Ventures 65 SECTION 5.10.

  • Within 45 days after the end of each fiscal quarter, IHS shall make the calculations to determine whether: (i) all Domestic Subsidiaries who are Material Subsidiaries are party to the US Guaranty Agreement; (ii) all Foreign Subsidiaries who are Material Subsidiaries are party to the Foreign Guaranty Agreement; and (iii) if the Aggregation Test was satisfied as of such fiscal quarter end.

  • If as of the end of any fiscal quarter, the Aggregation Test is not satisfied, then within 50 days after the end of such fiscal quarter the Borrower shall cause such number of Subsidiaries to join into the Subsidiary Guaranty (as if they were each a New Material Subsidiary as provided in the foregoing sentence) so that after giving effect thereto, the Aggregation Test is satisfied.

  • Within 60 days after the end of each fiscal quarter, the Borrower shall make the calculations to determine whether: (i) any Subsidiary who is not a party to the Subsidiary Guaranty is a "Material Subsidiary" as of such fiscal quarter end; and (ii) if the Subsidiaries who are party to the Subsidiary Guaranty met the Aggregation Test as of such fiscal quarter end.

Related to Aggregation Test

  • Start-Up Testing means the completion of applicable required factory and start-up tests as set forth in Exhibit C.

  • Penetration Testing means security testing in which assessors mimic real-world attacks to identify methods for circumventing the security features of an application, system, or network. (NIST SP 800-115)

  • Performance Test means all operational checks and tests required to determine the performance parameters including inter-alia capacity, efficiency and operating characteristics of the Stores as specified in the Contract.

  • Class C Par Value Test means the test which will be satisfied as of any Measurement Date if, on such Measurement Date, the Class C Par Value Ratio is at least equal to the percentage specified in the definition of "Coverage Test".

  • Aggregation Group means either a Required Aggregation Group or a Permissive Aggregation Group as hereinafter determined.

  • Commissioning test means tests applied to the Generating Facility, after completion of the construction of the Generating Facility, in order to verify that the Generating Facility may be released for Operation.

  • Genetic test means an analysis of human DNA, RNA, chromosomes, proteins, or metabolites, that detect genotypes, mutations, or chromosomal changes. The term “genetic test” does not mean an analysis of proteins or metabolites that does not detect genotypes, mutations, or chromosomal changes; or an analysis of proteins or metabolites that is directly related to a manifested disease, disorder, or pathological condition that could reasonably be detected by a health care professional with appropriate training and expertise in the field of medicine involved.

  • Class D Par Value Test means the test which will be satisfied as of any Measurement Date if, on such Measurement Date, the Class D Par Value Ratio is at least equal to the percentage specified in the definition of "Coverage Test".

  • LCT Test Date shall have the meaning provided in Section 1.12(b).

  • Asset Test means, for an Asset Review, each Test, as defined in the Asset Representations Review Agreement, in Schedule A to the Asset Representations Review Agreement to be performed by the Asset Representations Reviewer on the related Asset Review Receivables.

  • Incurrence Test means the incurrence test set out in Clause 12.1 (Incurrence Test).

  • Class C Coverage Tests means the Class C Interest Coverage Test and the Class C Par Value Test.