Financial Condition Test means, with respect to any acquisition, Investment or issuance of capital stock, the requirement that at the time of such acquisition, Investment or issuance of capital stock (a) no Specified Default or Event of Default then exists or would result therefrom and (b) based on calculations made by the Company on a Pro Forma Basis after giving effect to such acquisition, Investment or issuance of capital stock and as if such acquisition, Investment or issuance of capital stock had occurred on the first day of the respective Calculation Period, no Default or Event of Default will exist in respect of, or would have existed during the Test Period last reported (or required to be reported pursuant to Section 6.11(a) or (b), as the case may be) prior to the date of the respective acquisition, Investment or issuance of capital stock in respect of, the Financial Covenants.
Financial Condition Test means, with respect to any acquisition, Investment or issuance of capital stock, the requirement that at the time of such acquisition, Investment or issuance of capital stock (a) no Specified Default or Event of Default then exists or would result therefrom and, (b) based on calculations made by the U.S. Borrower on a Pro Forma Basis after giving effect to such acquisition, Investment or issuance of capital stock and as if such acquisition, Investment or issuance of capital stock had occurred on the first day of the respective Calculation Period, no Default or Event of Default will exist in respect of, or would have existed during the Test Period last reported (or required to be reported pursuant to
Financial Condition Test means, with respect to any acquisition, Investment or issuance of capital stock, the requirement that at the time of such acquisition, Investment or issuance of capital stock (a) no Specified Default or Event of Default then exists or would result therefrom and, (b) based on calculations made by the U.S. Borrower on a Pro Forma Basis after giving effect to such acquisition, Investment or issuance of capital stock and as if such acquisition, Investment or issuance of capital stock had occurred on the first day of the respective Calculation Period, no Default or Event of Default will exist in respect of, or would have existed during the Test Period last reported (or required to be reported pursuant to Section 10.11(a) or 10.11(b), as the case may be) prior to the date of the respective acquisition, Investment or issuance of capital stock in respect of, the financial covenants contained in Sections 9.01 through 9.03, inclusive.
Examples of Financial Condition Test in a sentence
The U.S. Borrower will not permit any of its Subsidiaries to issue any capital stock (including by way of sales of treasury stock) or other equity interests or any options or warrants to purchase, or securities convertible into, capital stock or other equity interests, unless (a) the same do not materially adversely affect the U.S. Borrower’s ability to repay the Obligations when due or (b) at the time of such issuance, the Financial Condition Test is satisfied.
While the Leverage Ratio is greater than or equal to 6.00:1.00, Acquisitions and Investments are not Total Limit $ permitted if the occurrence of such will result or would have resulted in the Financial Condition Test not being met (e.g., a Default or Event of Default in respect to calculating Sections 7.15 through 7.17).
More Definitions of Financial Condition Test
Financial Condition Test means that for the four (4) consecutive calendar quarters ending sixty (60) days preceding the applicable Reduction Date Tenant has achieved positive cash flow from net operating and investing activities, as set forth in the statement of cash flow determined in accordance with generally accepted accounting principles consistently applied (“GAAP”), or, in the alternative, as of the date that is thirty (30) days prior to the applicable Reduction Date (and continuing through the applicable Reduction Date) Tenant has a minimum investment grade rating from Xxxxx’x Investor Services of Baa3 or from Standard and Poors of BBB-. At least thirty (30) days prior to the applicable Reduction Date, Tenant shall deliver to Landlord audited financial statements for the immediately preceding calendar year prepared in accordance with GAAP and other reasonable evidence of Tenant’s compliance with the Financial Condition Test, failing which the Letter of Credit amount shall not reduce on the applicable Reduction Date. Notwithstanding references above to Landlord’s rights and remedies by reason of a “Default”, in the case of a breach or default by Tenant under this Lease where there exist circumstances under which Landlord is enjoined or otherwise prevented by operation of law from giving to Tenant a written notice which would be necessary for such failure of performance to constitute a “Default” under this Lease, Landlord shall be entitled to all rights and remedies set forth above in this Section 6 as if such breach or default were a “Default”.