Specified Equity Contribution Sample Clauses

Specified Equity Contribution any cash contribution to the common equity (or otherwise in a form reasonably acceptable to the Agent) of Holdings and/or any purchase or investment in the common equity (or otherwise in a form reasonably acceptable to the Agent) of Holdings, in each case made pursuant to Section 11.2. Specified Holders: Sponsor, Parent or any of their respective Affiliates.

Specified Equity Contribution. In the case of the Borrowers’ payment of any Earn-out Indebtedness incurred pursuant to Section 1.13(b)(i) and/or (ii) of the SCUF Acquisition Agreement, one or more Borrowers shall have received cash equity in an aggregate amount at least equal to, and substantially concurrently with, any such payments made by the Borrowers.” (ix) Section 8.1(c) of the Credit Agreement is hereby amended by inserting the text “, Section 5.24” immediately after the text “Section 5.22” appearing therein.

Specified Equity Contribution. On the date that Rail America receives a Specified Equity Contribution, the Borrowers shall make prepayments of Loans in an aggregate amount equal to 100% of such Specified Equity Contribution.

Specified Equity Contribution any cash contribution to the common equity (or otherwise in a form reasonably acceptable to the Agent) of Holdings and/or any purchase or investment in the common equity (or otherwise in a form reasonably acceptable to the Agent) of Holdings, in each case made pursuant to Section 11.2. Specified Holders: Sponsor, Parent or any of their respective Affiliates. Specified Representations: the representations and warranties contained in Section 9.1.1(a), Section 9.1.2, Section 9.1.3(c), Section 9.1.5, Section 9.1.7, the second sentence of Section 9.1.15, Section 9.1.16, Section 9.1.21 and Section 9.1.22. Specified Transaction: any Permitted Acquisition, any Investment under Section 10.2.5(g) or (k), any Dividend under Section 10.2.6 or any prepayment, repurchase, redemption or defeasance of Indebtedness under Section 10.2.7, in each case which is being made in reliance on compliance with the Payment Condition. Sponsor: TDR Capital LLP, a limited liability partnership organized under the laws of England and Wales, having its registered office at 2▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and being registered with Companies House under number OC302604. Sponsor Affiliates: (a) the TDR Investor and any other fund (including, without limitation, any unit trust, investment trust, limited partnership or general partnership) which is advised by, or the assets of which are managed (whether solely or jointly with others) from time to time by, the Sponsor or the TDR Investor (or a group controlled by and whose members include the Sponsor and/or the TDR Investor or their Affiliates (other than Holdings or any of its Subsidiaries or any portfolio company of the Sponsor or the TDR Investor)); and (b) any other fund (including, without limitation, any unit trust, investment trust, limited partnership or general partnership) of which the Sponsor or the TDR Investor (or a group controlled by and whose members include the Sponsor and/or the TDR Investor or their Affiliates (other than Holdings or any of its Subsidiaries or any portfolio company of the Sponsor or the TDR Investor)) or the TDR Investor’s general partner, trustee or nominee, is a general partner, manager, adviser, trustee or nominee (but, for the avoidance of doubt, excluding any of Holdings or any of its Subsidiaries or any portfolio company of the Sponsor or the TDR Investor). Stand-Alone Customer Capital Leases: as defined in the definition of Permitted Stand-Alone Capital Lease Transactions. Stock: shares of capital stock or ...

Specified Equity Contribution. For purposes of determining compliance with the financial covenants set forth in Section 6.2 and Section 6.3, any cash equity contribution (which equity shall be common equity or other equity on terms and conditions reasonably acceptable to the Agent, it being agreed that in no event shall such equity be mandatorily redeemable or otherwise require any payment in cash with respect thereto prior to the date that is 180 days after the final scheduled installment payment date for a Term Loan) made to Borrower after the end of any Fiscal Quarter after the Closing Date and on or prior to the day that is 10 Business Days after the day on which financial statements are required to be delivered for such Fiscal Quarter will, at the request of Borrower, be applied as a mandatory prepayment of the Term Loans and, if so applied, solely for the purpose of determining compliance with such financial covenants at the end of such Fiscal Quarter be deemed to have reduced the balance of the Term Loans as of the such last day of such Fiscal Quarter (any such equity contribution, a “Specified Equity Contribution”), provided that (a) the amount of any Specified Equity Contribution shall be no greater than the amount required to cause the Credit Parties to be in compliance with such financial covenants, (b) the proceeds of any such Specified Equity Contribution shall have been contributed to Borrower as cash common equity, (c) Specified Equity Contributions may not be made in any two consecutive Fiscal Quarters and no more than two Specified Equity Contribution may be made during the term of this Agreement and (d) the aggregate amount of Specified Equity Contributions made during the term of this Agreement shall not exceed $5,000,000.

Specified Equity Contribution. In the case of the Borrower’s and the Released Borrowers’ payment of any Earn-out Indebtedness incurred pursuant to Section 1.13(b)(i) and/or (ii) of the SCUF Acquisition Agreement, one or morethe Borrower and/or the Released Borrowers shall have received cash equity in an aggregate amount at least equal to, and substantially concurrently with, any such payments made by the Borrowerssuch Persons.

Specified Equity Contribution. Promptly upon receipt (and in any event by the date set forth in the definition of Specified Equity Contribution) of the proceeds of any Specified Equity Contribution, the applicable Borrowers shall pay 100% of the amount of such Specified Equity Contribution to the Administrative Agent for the accounts of the Lenders (to be applied as set forth in clause (e) below).

Specified Equity Contribution. On the date that Rail America receives a Specified Equity Contribution, the Borrowers shall make prepayments of Loans in an aggregate amount equal to 100% of such Specified Equity Contribution; provided that no prepayments of Loans shall be required pursuant to this Section 5.2(e) except to the extent of, and not to exceed, the amount of Specified Equity Contribution required to be applied toward such prepayment after any required payment of the obligations under the Term Loan Credit Agreement (it being understood that amounts actually applied toward prepayment of the obligations under the Term Loan Credit Agreement shall reduce the amount required to be applied toward prepayments hereunder).” (l) Section 6.2 of the Credit Agreement shall be amended by replacing the words “closing date” with “Closing Date” (m) Section 8.3 of the Credit Agreement shall be amended by (A) changing the reference to “Secured Note Indenture” to “Secured Notes Indenture”, (B) adding a “)” immediately after the term “Secured Notes Indenture”, (C) adding the words “(including the Term Loan Credit Agreement)” immediately after the words “any loan agreement” and (D) removing the “)” following the word “bound”. (n) Section 8.12(a) of the Credit Agreement shall be amended by adding the following immediately at the end of such clause: “No Excluded Entity (other than the Specified Entity set forth on Schedule 1.1(d)) holds any assets other than Equity Interests in another Excluded Entity.” (o) Section 8.14(b) of the Credit Agreement shall be amended by deleting the words “, stored, transported”. (p) Section 9.1 of the Credit Agreement shall be amended by (i) replacing the words “RailAmerica will furnish to each Lender and the Administrative Agent” with the words “RailAmerica will furnish to the Administrative Agent”; (ii) deleting clause (1) of clause (d) thereof in its entirety; (iii) replacing the reference to the word “the Company” in clause (d) thereof to “RailAmerica”; (iv) replacing the words “Consolidated Senior Secured Debt to Consolidated EBITDA Ratio” with “Consolidated Senior Secured Net Debt to Consolidated EBITDA Ratio” in clause (d) thereof; (v) deleting the word “Initial” from clause (h) thereof; and (vi) adding the following new clauses (k) and (l):

Specified Equity Contribution. Notwithstanding the foregoing Sections 6.1 and 6.2, the parties hereto acknowledge and agree that, solely for purposes of all calculations made in determining compliance with Section 6.1 and Section 6.2, any cash equity contribution (which equity shall be common equity or other equity having terms reasonably satisfactory to the Administrative Agent and the Lenders) made to the Borrower by Magnum after the end of a Fiscal Quarter and on or prior to the day that is ten (10) Business Days after delivery by the Borrower to the Administrative Agent of a written irrevocable notice of its intent to cure an Event of Default under Section 6.1 or 6.2 (which written notice shall be delivered on or prior to the date that is five (5) days after the day on which financial statements are required to be delivered with respect to such Fiscal Quarter) will, at the request of the Borrower, be included in the calculation of Consolidated EBITDA for the purposes of determining compliance with the financial covenants contained herein at the end of such Fiscal Quarter and each applicable subsequent period (any such equity contribution, a “Specified Equity Contribution”); provided that (i) after the earlier of (x) the First Lien Funding Date and (y) December 31, 2012, in each four (4) Fiscal Quarter period, there shall be at least two (2) Fiscal Quarters in respect of which no Specified Equity Contribution is made, (ii) after the earlier of (x) the First Lien Funding Date and (y) December 31, 2012, there shall be no more than four (4) Specified Equity Contributions in the aggregate made after such date, (iii) the amount of any Specified Equity Contribution shall be no greater than the amount required to cause the Loan Parties to be in compliance with the financial covenants set forth above and (iv) a Specified Equity Contribution shall only be included in the computation of the financial covenant for purposes of determining compliance by the Loan Parties with Section 6.1 and Section 6.2 and not for any other purpose under this Agreement (including, without limitation, any determination of the Applicable Margin, the Applicable Percentage, the Facility Availability Amount and availability under any baskets with respect to any covenants set forth herein). Upon the making of a Specified Equity Contribution, the financial covenants in Section 6.1 and Section 6.2 shall be recalculated giving effect to the increase in Consolidated EBITDA (but not including any prepayments of Indebtedness...