Common use of First Lien Leverage Ratio Clause in Contracts

First Lien Leverage Ratio. Following the exercise of the Call Right or the Put Right under the Call/Put Agreement, on the last day of any Test Period ending on or after the last day of the first full Fiscal Quarter ending after the Closing Date on which the Revolving Facility Test Condition is then satisfied (other than any Test Period ending during the Covenant Waiver Period, so long as the Borrower is in compliance with any then-applicable Covenant Waiver Conditions at all times during the applicable portions of such Covenant Waiver Period (giving effect to any cure periods stated therein)), the Borrower shall not permit the First Lien Leverage Ratio to be greater than 6.25:1.00, stepping-down to a First Lien Leverage Ratio of 6.00:1.00 for the Fiscal Quarter ended on or about September 30, 2020 and thereafter (as applicable). For the avoidance of doubt, if the Borrower ceases to be in compliance with any then-applicable Covenant Waiver Conditions at any time during the applicable portions of such Covenant Waiver Period, then (A) the Financial Covenant will be deemed to have been applicable as of the last day of the most recently ended Test Period (but solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day) and (B) accordingly, if the Borrower would not have been in compliance with the Financial Covenant as of the last day of such Test Period, then, solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day, and subject to the rights and limitations set forth in Section 6.15(b), a breach of this Section 6.15(a) shall be deemed to have occurred from such non-compliance with the Covenant Waiver Conditions (unless so cured). 148 Notwithstanding the other provisions of this Agreement, from and after the termination of the Covenant Waiver Period, for purposes of calculating the First Lien Leverage Ratio for purposes of this Section 6.15 and determining compliance with the Financial Covenant (if then tested):

Appears in 1 contract

Samples: Security Agreement (Isos Acquisition Corp.)

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First Lien Leverage Ratio. Following the exercise of the Call Right or the Put Right under the Call/Put Agreement, on On the last day of any Test Period ending on or after the last day of the first full Fiscal Quarter ending after the Closing Date on which the Revolving Facility Test Condition is then satisfied (other than any Test Period ending during the Covenant Waiver Period, so long as the Borrower is in compliance with any then-applicable Covenant Waiver Conditions at all times during the applicable portions of such Covenant Waiver Period (giving effect to any cure periods stated therein)), the Borrower shall not permit the First Lien Leverage Ratio to be greater than 6.25:1.00, stepping-down to a First Lien Leverage Ratio of 6.00:1.00 for the Fiscal Quarter ended on or about September 30, 2020 and thereafter thereafter. (as applicable). For the avoidance of doubt, if the Borrower ceases to be in compliance with any then-applicable Covenant Waiver Conditions at any time during the applicable portions of such Covenant Waiver Period, then (A) the Financial Covenant will be deemed to have been applicable as of the last day of the most recently ended Test Period (but solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day) and (B) accordingly, if the Borrower would not have been in compliance with the Financial Covenant as of the last day of such Test Period, then, solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day, and subject to the rights and limitations set forth in Section 6.15(b), a breach of this Section 6.15(a) shall be deemed to have occurred from such non-compliance with the Covenant Waiver Conditions (unless so cured). 148 Notwithstanding the other provisions of this Agreement, from and after the termination of the Covenant Waiver Period, for purposes of calculating the First Lien Leverage Ratio for purposes of this Section 6.15 and determining compliance with the Financial Covenant (if then tested):

Appears in 1 contract

Samples: Fourth Amendment (Isos Acquisition Corp.)

First Lien Leverage Ratio. Following the exercise of the Call Right or the Put Right under the Call/Put Agreement, on On the last day of any Test Period ending on or after the last day of the first full Fiscal Quarter ending after the Closing ClosingAmendment No. 8 Effective Date on which the Revolving Facility Test Condition is then satisfied (other than any Test Period ending during the Covenant Waiver Period, so long as the Borrower is in compliance with any then-applicable Covenant Waiver Conditions at all times during the applicable portions of such Covenant Waiver Period (giving effect to any cure periods stated therein)), the, the Parent Borrower shall not permit the First Lien Leverage Ratio to be greater than 6.25:1.00, stepping-down to a First Lien Leverage Ratio of 6.00:1.00 for the Fiscal Quarter ended on or about September 30, 2020 and thereafter (as applicable). For the avoidance of doubt, if the Borrower ceases to be in compliance with any then-applicable Covenant Waiver Conditions at any time during the applicable portions of such Covenant Waiver Period, then (A) the Financial Covenant will be deemed to have been applicable as of the last day of the most recently ended Test Period (but solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day) and (B) accordingly, if the Borrower would not have been in compliance with the Financial Covenant as of the last day of such Test Period, then, solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day, and subject to the rights and limitations set forth in Section 6.15(b), a breach of this Section 6.15(a) shall be deemed to have occurred from such non-compliance with the Covenant Waiver Conditions (unless so cured)cured).6.00:1.00. 148 Notwithstanding the other provisions of this Agreement, from and after the termination of the Covenant Waiver Period, for purposes of calculating the First Lien Leverage Ratio for purposes of this Section 6.15 and determining compliance with the Financial Covenant (if then tested):

Appears in 1 contract

Samples: Lease I Agreement (Bowlero Corp.)

First Lien Leverage Ratio. Following the exercise of the Call Right or the Put Right under the Call/Put Agreement, on On the last day of any Test Period ending on or after the last day of the first full Fiscal Quarter ending after the Closing Date on which the Revolving Facility Test Condition is then satisfied (other than any Test Period ending during the Covenant Waiver Period, so long as the Borrower is in compliance with any then-applicable Covenant Waiver Conditions at all times during the applicable portions of such Covenant Waiver Period (giving effect to any cure periods stated therein)), the Borrower shall not permit the First Lien Leverage Ratio to be greater than 6.25:1.00, stepping-down to a First Lien Leverage Ratio of 6.00:1.00 for the Fiscal Quarter ended on or about September 30, 2020 and thereafter (as applicable). For the avoidance of doubt, if the Borrower ceases to be in compliance with any then-applicable Covenant Waiver Conditions at any time during the applicable portions of such Covenant Waiver Period, then (A) the Financial Covenant will be deemed to have been applicable as of the last day of the most recently ended Test Period (but solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day) and (B) accordingly, if the Borrower would not have been in compliance with the Financial Covenant as of the last day of such Test Period, then, solely to the extent the Revolving Facility Test Condition was otherwise satisfied on such last day, and subject to the rights and limitations set forth in Section 6.15(b), a breach of this Section 6.15(a) shall be deemed to have occurred from such non-compliance with the Covenant Waiver Conditions (unless so cured). 148 Notwithstanding the other provisions of this Agreement, from and after the termination of the Covenant Waiver Period, for purposes of calculating the First Lien Leverage Ratio for purposes of this Section 6.15 and determining compliance with the Financial Covenant (if then tested):): 182

Appears in 1 contract

Samples: First Lien Credit Agreement (Isos Acquisition Corp.)

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First Lien Leverage Ratio. Following the exercise of the Call Right or the Put Right under the Call/Put Agreement, on the last day of any Test Period ending on or after the last day of the first full Fiscal Quarter ending after the Closing Date on which the Revolving Facility Test Condition is then satisfied (other than any Test Period ending during the Covenant Waiver Period, so long as the The Parent Borrower is in compliance with any then-applicable Covenant Waiver Conditions at all times during the applicable portions of such Covenant Waiver Period (giving effect to any cure periods stated therein)), the Borrower shall will not permit the First Lien Leverage Ratio to be greater than 6.25:1.00, stepping-down to a First Lien Leverage Ratio of 6.00:1.00 for the Fiscal Quarter ended on or about September 30, 2020 and thereafter (as applicable). For the avoidance of doubt, if the Borrower ceases to be in compliance with any then-applicable Covenant Waiver Conditions at any time during the applicable portions of such Covenant Waiver Period, then (A) the Financial Covenant will be deemed to have been applicable as of the last day of the most recently ended Test a Testing Period (but solely commencing with the Testing Period ending April 30, 2013) to be greater than the extent ratio set forth below opposite such Testing Period: Testing Period Ending Maximum Ratio April 30, 2013 through July 31, 2014 5.50 to 1.00 October 31, 2014 through July 31, 2015 5.00 to 1.00 October 31, 2015 through April 30, 2016 4.75 to 1.00 July 31, 2016 through October 31, 2016 4.50 to 1.00 January 31, 2017 and thereafter 4.25 to 1.00 Any provision of this Agreement that contains a requirement for the Revolving Facility Test Condition was otherwise satisfied on such last day) and (B) accordingly, if the Parent Borrower would not have been to be in compliance with the Financial Covenant as of the last day of such Test Period, then, solely covenant contained in this Section 7.06 prior to the extent the Revolving Facility Test Condition was time that this covenant is otherwise satisfied on such last day, and subject to the rights and limitations set forth in Section 6.15(b), a breach of this Section 6.15(a) applicable shall be deemed to have occurred from such non-compliance with the Covenant Waiver Conditions (unless so cured). 148 Notwithstanding the other provisions of this Agreement, from and after the termination of the Covenant Waiver Period, for purposes of calculating require that the First Lien Leverage Ratio for purposes the applicable Testing Period be no greater than 5.50 to 1.00. For the purpose of this Section 6.15 and determining compliance with the Financial Covenant covenant set forth in this Section 7.06, (if then tested):i) all calculations shall be on a Pro Forma Basis and (ii) any cash equity contribution (which equity shall be common equity, Qualified Equity or other equity (other than Disqualified Equity Interests) (such other equity to be on terms reasonably acceptable to the Administrative Agent) made to the Parent Borrower, directly or indirectly, by one or more of its stockholders after the beginning of the relevant fiscal quarter and on or prior to the day that is ten (10) Business Days after the day on which financial statements are required to be delivered for such fiscal quarter pursuant to Section 6.01(a) or (b), as applicable, will, at the written direction of Parent Borrower, be included in the calculation of Consolidated EBITDA solely for the purposes of determining compliance with the covenant set forth in this Section 7.06 at the end of such fiscal quarter, and applicable subsequent periods which includes such fiscal quarter (any such equity contribution so included in the calculation of Consolidated EBITDA, a “Specified Equity Contribution”); provided, that (A) in each trailing four fiscal quarter period, there shall be at least two fiscal quarters in respect of which no Specified Equity Contribution is made, (B) the amount of any Specified Equity Contribution shall be no greater than the amount required to cause the Parent Borrower to be in compliance with the covenant set forth in this Section 7.06, (C) all Specified Equity Contributions shall be disregarded for purposes of determining any financial ratio-based conditions, pricing or any baskets with respect to any other covenants contained in this Agreement, (D) there shall be no Pro Forma Effect or other reduction in Indebtedness, including Total Funded Debt, with the proceeds of any Specified Equity Contribution for determining compliance with the First Lien Leverage Ratio; provided, that to the extent such proceeds are applied to prepay Total Funded Debt, such reduction may be given effect in determining compliance with the First Lien Leverage Ratio on subsequent Compliance Dates and (E) no more than five (5) Specified Equity Contributions shall be made during the term of the Credit Facility.

Appears in 1 contract

Samples: Credit Agreement (Patheon Inc)

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