Applicable Calculation Date definition

Applicable Calculation Date means the applicable date of calculation for (1) the Consolidated Total Debt Ratio, (2) the Fixed Charge Coverage Ratio or (3) Consolidated EBITDA. When calculating the availability under any basket or ratio under this Indenture, in each case in connection with a Limited Condition Acquisition and any actions or transactions related thereto (including acquisitions, Investments, the incurrence or issuance of Indebtedness, Disqualified Stock or Preferred Stock and the use of proceeds thereof, the incurrence of Liens, repayment and Restricted Payments), the date of determination of such basket or ratio and of any Default or Event of Default shall, at the option of the Issuer (which election may be made on the date of such acquisition), be the date the definitive agreements for such Limited Condition Acquisition are entered into (or, if applicable, the date of delivery of a binding offer, launch of a “certain fundstender offer, delivery of an irrevocable notice, a declaration of a Restricted Payment, a dividend or a similar event) and such baskets or ratios shall be calculated with such pro forma adjustments as are appropriate and consistent with the pro forma adjustment provisions set forth in the definition of Fixed Charge Coverage Ratio after giving effect to such Limited Condition Acquisition and any actions or transactions related thereto as if they occurred at the beginning of the applicable period for purposes of determining the ability to consummate any such Limited Condition Acquisition, and, for the avoidance of doubt, (x) if any of such baskets or ratios are exceeded as a result of fluctuations in such basket or ratio (including due to fluctuations in Consolidated EBITDA of the Issuer or the target company for the Applicable Measurement Period) subsequent to such date of determination and at or prior to the consummation of the relevant Limited Condition Acquisition and any actions or transactions related thereto, such baskets or ratios will not be deemed to have been exceeded as a result of such fluctuations solely for purposes of determining whether the Limited Condition Acquisition is permitted hereunder and (y) such baskets or ratios shall not be tested at the time of consummation of such Limited Condition Acquisition and any actions or transactions related thereto; provided, further, that if the Issuer elects to have such determinations occur at the time of entry into such definitive agreement, any such transactions (including any incurrence of...
Applicable Calculation Date means the applicable date of calculation for (i) the Consolidated Secured Debt Ratio, (ii) the Consolidated Total Debt Ratio, (iii) the Fixed Charge Coverage Ratio or (iv) EBITDA.

Examples of Applicable Calculation Date in a sentence

  • If any Indebtedness bears a floating rate of interest and is being given pro forma effect, the interest on such Indebtedness shall be calculated as if the rate in effect on the Applicable Calculation Date had been the applicable rate for the entire period (taking into account any Hedging Obligations applicable to such Indebtedness).

  • For purposes of making the computation referred to above, interest on any Indebtedness under a revolving credit facility computed on a pro forma basis shall be computed based upon the average daily balance of such Indebtedness during the applicable period or, if lower, the maximum commitments under such revolving credit facility as of the Applicable Calculation Date.

  • The amount of Seven Hundred Eighty Thousand Three Hundred Sixty-Two Dollars ($780,362) (the "Predecessor Plan Amount") plus all investment earnings on such amount from December, 2002 through the Applicable Calculation Date.

  • The "Preliminary Annuity Amount" is the amount of the life annuity (assuming payments to the Executive of equal semi-annual installments commencing on the first day of the sixth month following the Applicable Calculation Date and continuing every six (6) months thereafter until the Executive's death) that can be purchased using the Total Offset Amount (as hereinafter defined).

  • The SERP Benefit shall be calculated within ninety (90) days following the Applicable Calculation Date (as hereinafter defined).


More Definitions of Applicable Calculation Date

Applicable Calculation Date means the applicable date of calculation for (i) the Secured Leverage Ratio, (ii) the Consolidated Leverage Ratio, (iii) the Fixed Charge Coverage Ratio, (iv) EBITDA or (v) Consolidated Total Assets.
Applicable Calculation Date or “date of determination” means the applicable date of calculation for the specified financial ratio, amount or percentage. For clarity, for purposes of the provisions described in Section 1.03(l), the Applicable Calculation Date may, at the option of a Testing Party, be the Transaction Test Date.
Applicable Calculation Date means the applicable date of calculation for (1) the Consolidated Total Debt Ratio, (2) the Fixed Charge Coverage Ratio or (3) Consolidated EBITDA. For clarity, for purposes of the provisions described in Section 10.19, the Applicable Calculation Date may, at the option of a Testing Party, be the LCT Test Date.
Applicable Calculation Date means the applicable date of calculation for (i) the Consolidated Debt Ratio, (ii) the Adjusted Pro Forma EBITDA or (iii) the Consolidated Total Leverage Ratio.
Applicable Calculation Date has the meaning specified in the definition ofFixed Charge Coverage Ratio”.
Applicable Calculation Date means (1) with respect a transaction that is not a Limited Condition Transaction, (A) the applicable date of the transaction giving rise to the need to calculate Consolidated EBITDA, Consolidated Fixed Charge Coverage Ratio, Consolidated Debt Ratio and Consolidated Secured Debt Ratio, or (B) if the Company or Restricted Subsidiary exercises its option pursuant to Section 4.09 with respect to an acquisition, the date that the definitive agreement for such acquisition is entered into and (2) with respect a transaction that is a Limited Condition Transaction and with respect to which the Company has made an LCT Election, the LCT Test Date.
Applicable Calculation Date means the applicable date of calculation for the Consolidated Total Debt Ratio.