Incurrence Test Exception definition

Incurrence Test Exception means, with respect to the condition set forth in Section 3.2(c), that (a) if the Leverage Ratio set forth in the most recently delivered Compliance Certificate was less than 8.0:1.0, then the Borrower shall not be required to meet such condition for Borrowings or issuances, amendments, extensions or renewals of Letters of Credit up to (i) at a time occurring during a period that is not an EBITDA Threshold Period, $5,000,000 in the aggregate during the then-current Fiscal Quarter and (ii) at a time occurring during an EBITDA Threshold Period, $10,000,000 in the aggregate during the then-current Fiscal Quarter, and (b) if the Leverage Ratio set forth in the most recently delivered Compliance Certificate was less than or equal to 7.5:1.0, then the Borrower shall not be required to meet such condition for Borrowings or issuances, amendments, extensions or renewals of Letters of Credit up to (i) at a time occurring during a period that is not an EBITDA Threshold Period, $10,000,000 in the aggregate during the then-current Fiscal Quarter and (ii) at a time occurring during an EBITDA Threshold Period, $20,000,000 in the aggregate during the then-current Fiscal Quarter; provided that in the case of both clauses (a) and (b) above, the Incurrence Test Exception shall be available only if at the time of such Borrowing or issuance, amendment, extension or renewal of a Letter of Credit none of the Borrower nor any of its Restricted Subsidiaries has made any Triggering Disposition since the date of the most recently delivered Compliance Certificate, including any Compliance Certificate delivered at such time (and each Borrowing and each issuance, amendment, renewal or extension of any Letter of Credit shall be deemed to constitute a representation and warranty by the Borrower to such effect on the date thereof). Notwithstanding anything to the contrary set forth above, the Incurrence Test Exception shall not be available at any time when the most recently delivered Compliance Certificate demonstrates Annualized Adjusted Consolidated EBITDA of less than $10,000,000.
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Incurrence Test Exception means, with respect to the condition set forth in Section 3.2(c), that (a) if the Leverage Ratio set forth in the most recently delivered Compliance Certificate was less than 7.5:1.0, then the Borrowers shall not be required to meet such condition for Borrowings or issuances, amendments, extensions or renewals of Letters of Credit up to (i) at a time occurring during a period that is not an EBITDA Threshold Period, $5 ,000,000 in the aggregate during the then-current Fiscal Quarter and (ii) at a time occurring during an EBITDA Threshold Period, $10 ,000,000 in the aggregate during the then-current Fiscal Quarter, and (b) if the Leverage Ratio set forth in the most recently delivered Compliance Certificate was less than or equal to 7.0:1.0, then the Borrowers shall not be required to meet such condition for Borrowings or issuances, amendments, extensions or renewals of Letters of Credit up to (i) at a time occurring during a period that is not an EBITDA Threshold Period, $10 ,000,000 in the aggregate during the then-current Fiscal Quarter and (ii) at a time occurring during an EBITDA Threshold Period, $20,000,000 in the aggregate during the then-current Fiscal Quarter; provided that in the case of both clauses (a) and (b) above, the Incurrence Test Exception shall be available only if at the time of such Borrowing or issuance, amendment, extension or renewal of a Letter of Credit none of the Borrowers nor any of their respective Restricted Subsidiaries has made any Triggering Disposition since the date of the most recently delivered Compliance Certificate, including any Compliance Certificate delivered at such time (and each Borrowing and each issuance, amendment, renewal or extension of any Letter of Credit shall be deemed to constitute a representation and warranty by the Borrowers to such effect on the date thereof). Notwithstanding anything to the contrary set forth above, the Incurrence Test Exception shall not be available at any time when the most recently delivered Compliance Certificate demonstrates Annualized Adjusted Consolidated EBITDA of less than$10,000,000.
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Related to Incurrence Test Exception

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

  • S&P CDO Monitor Test A test that will be satisfied on any date of determination (following receipt, at any time on or after the S&P CDO Monitor Election Date, by the Issuer and the Collateral Administrator of the Class Break-even Default Rates for each S&P CDO Monitor input file (in accordance with the definition of “Class Break-even Default Rate”)) if, after giving effect to a proposed sale or purchase of an additional Collateral Obligation, the Class Default Differential of the Highest Ranking Class of the Proposed Portfolio is positive. The S&P CDO Monitor Test will be considered to be improved if the Class Default Differential of the Proposed Portfolio that is not positive is greater than the corresponding Class Default Differential of the Current Portfolio.

  • Stand-Alone Test Environment or "SATE" shall have the meaning set forth in Section 12.2.9.3.2.

  • Coverage Test means each of the Class A/B Par Value Test, the Class A/B Interest Coverage Test, the Class C Par Value Test, the Class C Interest Coverage Test, the Class D Par Value Test, the Class D Interest Coverage Test, the Class E Par Value Test and the Class E Interest Coverage Test.

  • 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.

  • Closing Date Indebtedness means the aggregate amount of Indebtedness of the Company as of immediately prior to the Closing.

  • Asset Coverage Test is met if the Adjusted Aggregate Asset Amount (as defined below) shall be in an amount at least equal to the Canadian Dollar Equivalent of the aggregate Principal Amount Outstanding of the Covered Bonds as calculated on the relevant Calculation Date. For greater certainty, references in this Schedule to “immediately preceding Calculation Date” and “previous Calculation Date” are to the Calculation Period ending on the Calculation Date.

  • DNS test Means one non-­‐recursive DNS query sent to a particular “IP address” (via UDP or TCP). If DNSSEC is offered in the queried DNS zone, for a query to be considered answered, the signatures must be positively verified against a corresponding DS record published in the parent zone or, if the parent is not signed, against a statically configured Trust Anchor. The answer to the query must contain the corresponding information from the Registry System, otherwise the query will be considered unanswered. A query with a “DNS resolution RTT” 5 times higher than the corresponding SLR, will be considered unanswered. The possible results to a DNS test are: a number in milliseconds corresponding to the “DNS resolution RTT” or, undefined/unanswered.

  • Pro Forma Disposal Adjustment means, for any Test Period that includes all or a portion of a fiscal quarter included in any Post-Transaction Period with respect to any Sold Entity or Business, the pro forma increase or decrease in Consolidated EBITDA projected by the Borrower in good faith as a result of contractual arrangements between the Borrower or any Restricted Subsidiary entered into with such Sold Entity or Business at the time of its disposal or within the Post-Transaction Period and which represent an increase or decrease in Consolidated EBITDA which is incremental to the Disposed EBITDA of such Sold Entity or Business for the most recent Test Period prior to its disposal.

  • Construction Debt means debt incurred to fund (a) all or a portion of a Capital Improvement, (b) interest payments (including periodic net payments under related interest rate swap agreements) and related fees on other Construction Debt or (c) distributions (including incremental Incentive Distributions) on Construction Equity.

  • COVID-19 test means a viral test for SARS-CoV-2 that is:

  • Total Required Payment means, for a Payment Date, the sum of

  • Receivables Facility Attributed Indebtedness means the amount of obligations outstanding under a receivables purchase facility on any date of determination that would be characterized as principal if such facility were structured as a secured lending transaction rather than as a purchase.

  • Coverage Tests The Overcollateralization Ratio Test and the Interest Coverage Test, each as applied to each specified Class or Classes of Secured Debt.

  • Estimated Indebtedness has the meaning set forth in Section 2.4(a).

  • Environmental CapEx Debt means Indebtedness of the Company or any of its Subsidiaries incurred for the purpose of financing capital expenditures to the extent deemed reasonably necessary, as determined by the Company or any of its Subsidiaries, as applicable, in good faith and pursuant to prudent judgment, to comply with applicable Environmental Laws.

  • Sale and Lease-Back Transaction means any arrangement providing for the leasing by the Company or any of its Restricted Subsidiaries of any real or tangible personal property, which property has been or is to be sold or transferred by the Company or such Restricted Subsidiary to a third Person in contemplation of such leasing.

  • Receivables Transaction Attributed Indebtedness means the amount of obligations outstanding under the legal documents entered into as part of any Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.

  • Interest Coverage Test means the Class A/B Interest Coverage Test, the Class C Interest Coverage Test, the Class D Interest Coverage Test and the Class E Interest Coverage Test.

  • Material Project EBITDA Adjustments means, with respect to each Material Project:

  • Acquisition Indebtedness means any Indebtedness of the Loan Parties that has been issued for the purpose of financing, in part, the acquisition of an Acquired Entity or Business.

  • Interest Expense Coverage Ratio means, for any period, the ratio of (a) Consolidated EBITDA for such period to (b) Consolidated Interest Expense for such period.

  • Incurrence when used as a noun shall have a correlative meaning. The accretion of principal of a non-interest bearing or other discount security shall not be deemed the Incurrence of Indebtedness.

  • Material Acquisition means any (a) acquisition of property or series of related acquisitions of property that constitutes assets comprising all or substantially all of an operating unit, division or line of business or (b) acquisition of or other investment in the Capital Stock of any Subsidiary or any person which becomes a Subsidiary or is merged or consolidated with the Borrower or any of its Subsidiaries, in each case, which involves the payment of consideration by the Borrower and its Subsidiaries in excess of $100,000,000 (or the equivalent in other currencies).

  • Attributable Receivables Indebtedness at any time means the principal amount of Indebtedness which (i) if a Permitted Receivables Facility is structured as a secured lending agreement, would constitute the principal amount of such Indebtedness or (ii) if a Permitted Receivables Facility is structured as a purchase agreement, would be outstanding at such time under the Permitted Receivables Facility if the same were structured as a secured lending agreement rather than a purchase agreement.

  • Cannabis testing facility means an entity registered by