Revolver Availability. Until the end of the Fiscal Quarter ending on September 30, 2008, Borrower shall at all times have Revolver Availability (with trade payables being paid currently and expenses and liabilities being paid in the ordinary course of business and without acceleration of sales) of at least $4,000,000. Thereafter, such Revolver Availability, plus the amount of cash and unrestricted Cash Equivalents held in Controlled Deposit Accounts and Controlled Securities Accounts, shall at all times be at least $4,000,000.
Revolver Availability. After giving effect to any such Acquisition Loans, the unutilized portion of the aggregate Adjusted Available Commitments shall equal or exceed $25,000,000.
Revolver Availability. Immediately after giving effect to this Agreement and the initial Extensions of Credit hereunder, the sum of the outstanding Revolving Advances plus outstanding LOC Obligations shall not exceed the Revolving Committed Amount.
Revolver Availability. 1. Availability under the Revolver Commitment on the closing date of the Subject Acquisition $_____________ 2. The amount set forth in the immediately preceding Line 1 exceeds the Purchase Price Yes No ANNEX B ------- TO PERMITTED ACQUISITION COMPLIANCE CERTIFICATE ----------------------------------------------- FINANCIAL COVENANTS ------------------- Status of Compliance with Sections 9.12, 9.13, 9.20, 9.22, 9.29 and 9.30 of the Revolving and Term Loan Credit Agreement (Unless otherwise indicated, all calculations are made on a consolidated pro forma basis for the Companies (after giving effect to the Subject Acquisition) with respect to the most recently-ended Rolling Period) Calculations are to be submitted in a form substantially similar to those utilized in the Compliance Certificate and in detail and scope acceptable to Administrative Agent. ANNEX C ------- TO PERMITTED ACQUISITION COMPLIANCE CERTIFICATE ----------------------------------------------- Date: Subject Acquisition: PRO FORMA INCOME AND BALANCE SHEET ---------------------------------- (TO BE PROVIDED BY BORROWER) ---------------------------- ANNEX D ------- TO PERMITTED ACQUISITION COMPLIANCE CERTIFICATE ----------------------------------------------- Date: Subject Acquisition: CASH FLOW PROJECTIONS --------------------- (TO BE PROVIDED BY BORROWER) ANNEX F ------- TO PERMITTED ACQUISITION COMPLIANCE CERTIFICATE ----------------------------------------------- Date: Subject Acquisition: PURCHASE AGREEMENT ------------------ (TO BE PROVIDED BY BORROWER) EXHIBIT E-3 ----------- FORM OF PERMITTED ACQUISITION LOAN ---------------------------------- CLOSING CERTIFICATE ------------------- (___________, 20__) This certificate is delivered pursuant to Section 7.2 of the Amended and Restated Revolving and Term Loan Credit Agreement, dated as of November __, 2001 (as amended, modified, supplemented, or restated from time to time, the "Credit Agreement"), among Borrower, Administrative Agent, and Lenders party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meaning given to such terms in the Credit Agreement.
Revolver Availability. As of the Closing Date, the Company shall have at least $1 million in borrowing availability under its revolving credit facility.
Revolver Availability. Each of the Borrower, the other Credit Parties, the Administrative Agent and the Lenders hereby agrees that from and after the Consent & Waiver Effective Date, the Borrower shall not request, and the Administrative Agent, the Swingline Lender, the Issuing Lender and the Lenders shall have no obligation to make or issue (as applicable), any Revolving Loan, Swingline Loan or Letter of Credit, in each case to or for the benefit (as applicable) of the Borrower or any other Credit Parties (other than Revolving Loans made to reimburse drawings under Letters of Credit to the extent required by Section 2.3 of the Credit Agreement).
Revolver Availability. There exists not less than $5,000,000 of Availability on the date of the acquisition;
Revolver Availability. At any time during the Additional Tender Period, the --------------------- Total Commitment less the Untendered Amount on such date, and thereafter, the ---- Total Commitment. Revolving Credit Loan Commitment Percentage. With respect to each Bank, the ------------------------------------------- percentage set forth on Schedule 1 hereto as such Bank's percentage of the ---------- aggregate Commitments of all the Banks. Revolving Credit Loan Maturity Date. December 31, 2001. ----------------------------------- Revolving Credit Loans. Revolving credit loans made or to be made by the ---------------------- Banks to the Borrower pursuant to (S)2. Revolving Credit Note Record. A Record with respect to a Revolving Credit ---------------------------- Note. Revolving Credit Notes. See (S)2.4. ---------------------- Roadside. Roadside, Inc., a Delaware corporation. -------- Security Agreements. The several Amended and Restated Security Agreements in ------------------- substantially in the form of Exhibit G hereto, dated or to be dated on or prior ------- - to the Closing Date, between the Borrower and its Subsidiaries and the Agent and in form and substance satisfactory to the Banks and the Agent.
