Common use of Equity Cure Right Clause in Contracts

Equity Cure Right. In connection with the failure of Borrowers to perform, keep or observe any term, provision, condition or covenant contained on Schedule E (a “Financial Covenant Default”), Borrowers shall have the right to cure a Financial Covenant Default on the following terms and conditions (the “Equity Cure”): (a) In the event Borrowers desire to cure a Financial Covenant Default, Borrowing Agent shall deliver to Lender irrevocable written notice of its intent to cure (a “Cure Notice”) at any time during the period commencing on the date that any Borrower has knowledge of such Financial Covenant Default and ending on the tenth (10th) day thereafter. The Cure Notice shall set forth the calculation of the Financial Covenant Cure Amount (as hereinafter defined). (b) In the event Borrowing Agent delivers a Cure Notice, a Specified Equity Contribution (as hereinafter defined) shall be made in an amount equal to the Financial Covenant Cure Amount at any time during the period commencing on the date of ▇▇▇▇▇▇’s receipt of such Cure Notice and ending on the tenth (10th) day following the date on which the relevant Financial Covenant Default occurred (such tenth (10th) day, the “Required Contribution Date”). The applicable shareholders of Parent shall make a capital contribution to a Borrower, as applicable, in the form of cash equity (a “Specified Equity Contribution”) or subordinated Indebtedness, whether secured or unsecured as determined by the applicable shareholders of Parent and so specified in the applicable Cure Notice, that is subject to a subordination agreement between applicable shareholders of Parent and Lender satisfactory to Lender and the proceeds thereof equal to the Financial Covenant Cure Amount shall be immediately contributed by the applicable shareholders of Parent to the capital of Borrowers and paid directly to Lender for application to the Obligations as follows: first, on account of the principal of and interest on the Revolving Loans, and second, after the Revolving Loans are paid in full, to the remaining Obligations in the order set forth in Section 4.2 hereof. The “Financial Covenant Cure Amount” shall be the amount which, if added to the amount of Liquidity as of the date of the applicable Financial Covenant Default, would result in Borrowers being in pro forma compliance with the applicable Financial Covenant as of such date.

Equity Cure Right. In connection with the failure event any Event of Borrowers to performDefault arises as a result of a breach of any covenant set forth in Section 8 (each, keep or observe any term, provision, condition or covenant contained on Schedule E (a “Financial Covenant Default”), Borrowers as of the end of any Measurement Period, the Borrower shall have the right to cure a such Financial Covenant Default on the following terms and conditions (the “Cure Right”) by issuing or selling Equity Cure”):Interests or receiving cash capital contributions in each case during the period of ten days following the date of delivery of the Compliance Certificate for such Measurement Period and treating the amount of the net proceeds thereof as Consolidated EBITDA for such Measurement Period, provided that: (a) In the event Borrowers desire to cure a Financial Covenant Default, Borrowing Agent Borrower shall deliver to Lender irrevocable the Agent written notice of its intent to cure (a “exercise the Cure Notice”) at Right with respect to any time during the period commencing on the date that any Borrower has knowledge of such Financial Covenant Default and ending on concurrent with the tenth (10th) day thereafter. The Cure Notice shall set forth delivery by the calculation Borrower of the Financial Covenant Cure Amount (as hereinafter defined).Compliance Certificate for such Measurement Period; (b) In the event Borrowing Agent delivers a Cure Notice, a Specified amount of the net proceeds of any Equity Contribution (Interests or cash capital contributions treated as hereinafter defined) Consolidated EBITDA for such Measurement Period shall be made no greater that the amount required to cause the Borrower to be in an amount equal compliance with the covenants set forth in Section 8 as at the end of such Measurement Period; (c) the Borrower shall have the right to exercise the Cure Right not more than two times in any fiscal year and not more than four times during the term of this Agreement; and (d) such net proceeds shall be treated as Consolidated EBITDA for such Measurement Period and for the future four fiscal quarter period that includes such Measurement Period. Upon receipt of evidence reasonably satisfactory to the Financial Covenant Cure Amount at any time during Agent of the period commencing on the date of ▇▇▇▇▇▇Borrower’s receipt of such Cure Notice and ending on net proceeds, together with a restated Compliance Certificate evidencing compliance with the tenth (10th) day following the date on which the relevant Financial Covenant Default occurred (such tenth (10th) day, the “Required Contribution Date”). The applicable shareholders of Parent shall make a capital contribution to a Borrower, as applicable, in the form of cash equity (a “Specified Equity Contribution”) or subordinated Indebtedness, whether secured or unsecured as determined by the applicable shareholders of Parent and so specified in the applicable Cure Notice, that is subject to a subordination agreement between applicable shareholders of Parent and Lender satisfactory to Lender and the proceeds thereof equal to the Financial Covenant Cure Amount shall be immediately contributed by the applicable shareholders of Parent to the capital of Borrowers and paid directly to Lender for application to the Obligations as follows: first, on account of the principal of and interest on the Revolving Loans, and second, after the Revolving Loans are paid in full, to the remaining Obligations in the order covenants set forth in Section 4.2 8 hereof for the Measurement Period after giving effect to the exercise of the Cure Right in accordance with the terms hereof. The “, in each case within such 10 day period, the Borrower shall be deemed to have satisfied the requirements of Section 8 for the Measurement Period with the same effect as though there had been no failure to comply therewith, and the Financial Covenant Cure Amount” Default existing from breach of such covenants shall be deemed cured for the amount which, if added to purposes of this Agreement with no further action required by the amount of Liquidity as of Agent or the date of the applicable Financial Covenant Default, would result in Borrowers being in pro forma compliance with the applicable Financial Covenant as of such dateLenders.

Equity Cure Right. In connection with the failure of Borrowers to perform, keep or observe any term, provision, condition or covenant contained on Schedule E (a “Financial Covenant Default”), Borrowers shall have the right to cure a Financial Covenant Default on the following terms and conditions (the “Equity Cure”): (a) In the event Borrowers desire to cure a Financial Covenant Default, Borrowing Agent shall deliver to Lender irrevocable written notice of its intent to cure (a “Cure Notice”) at any time during the period commencing on the date that any Borrower has knowledge the financial statements and corresponding Compliance Certificate as of and for the period ending on the last day of the month as of which such Financial Covenant Default occurred (the “Testing Dates”) are delivered to Lender and ending on the tenth (10th) day thereafter. The Cure Notice shall set forth the calculation of the Financial Covenant Cure Amount (as hereinafter defined).after ▇▇▇▇▇▇’s (b) In the event Borrowing Agent delivers a Cure Notice, a Specified Equity Contribution (as hereinafter defined) shall be made in an amount equal to the Financial Covenant Cure Amount at any time during the period commencing on the date of ▇▇▇▇▇▇Lender’s receipt of such Cure Notice and ending on the tenth (10th) day following the date on which the relevant Financial Covenant Default occurred financial statements and Compliance Certificate were required to be delivered to Lender (such tenth (10th) day, the “Required Contribution Date”). The applicable shareholders of Parent shall make a capital contribution to a Borrower, as applicable, in the form of cash equity (a “Specified Equity Contribution”) or subordinated Indebtedness, whether secured or unsecured as determined by the applicable shareholders of Parent and so specified in the applicable Cure Notice, that is subject to a subordination agreement between applicable shareholders of Parent and Lender satisfactory to Lender and the proceeds thereof equal to the Financial Covenant Cure Amount shall be immediately contributed by the applicable shareholders of Parent to the capital of Borrowers and paid directly to Lender for application to the Obligations as follows: first, on account of the principal of and interest on the Revolving Loans, and second, after the Revolving Loans are paid in full, to the remaining Obligations in the order set forth in Section 4.2 hereof. The “Financial Covenant Cure Amount” shall be the amount which, if added to the amount of Liquidity as of the date of the applicable Financial Covenant DefaultTesting Date, would result in Borrowers being in pro forma compliance with the applicable Financial Covenant as of such dateTesting Date.