Covenant Compliance definition
Covenant Compliance. Fixed Charge Coverage Ratio (Ratio of Operating Cash Flow to Fixed Charges) for the Defined Period ___ to 1.0 Minimum Fixed Charge Coverage for the Defined Period 1.0 to 1.0 In Compliance Yes/No This Notice of Borrowing is given by _____________________, a Responsible Officer of ________________ (the "Borrower Representative"), pursuant to that certain Credit and Security Agreement dated as of ____________, 2019 among the Borrower Representative, the other Borrowers party thereto and each additional Borrower that may hereafter be joined thereto (collectively, "Borrowers"), the Guarantors from time to time party thereto, MidCap Financial Trust, individually as a Lender and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender (as such agreement may have been amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms used herein without definition shall have the meanings set forth in the Credit Agreement. The undersigned Responsible Officer hereby gives notice to Agent of Borrower Representative's request to on _______________, 20__ borrow $_______________ of Loans on __________, 20__. Attached is a Borrowing Base Certificate complying in all respects with the Credit Agreement and confirming that, after giving effect to the requested advance, the Revolving Loan Outstandings will not exceed the Revolving Loan Limit. The undersigned officer hereby certifies that, both before and after giving effect to the request above (a) each of the conditions precedent set forth in Section 7.2 have been satisfied, (b) all of the representations and warranties contained in the Credit Agreement and the other Financing Documents are true, correct and complete as of the date hereof, except to the extent such representation or warranty relates to a specific date, in which case such representation or warranty is true, correct and complete as of such earlier date, and (c) no Default or Event of Default has occurred and is continuing on the date hereof.
Covenant Compliance. Fixed Charge Coverage Ratio (Ratio of Operating Cash Flow to Fixed Charges) for the Defined Period to 1.0 Minimum Fixed Charge Coverage for the Defined Period to 1.0 In Compliance Yes / No
Covenant Compliance. Yes No II. Section 7.1(b) — Qualified Cash A. Qualified Cash (as set forth on line I.A.1): $____________
Examples of Covenant Compliance in a sentence
Each of the parties hereto (other than the Administrative Agent) hereby agrees that it will not institute against, or join any other Person in instituting against, the Borrower any Insolvency Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect) since the end of the Covenant Compliance Period.
Each of the parties hereto hereby agrees that it will not institute against, or join any other Person in instituting against, the Borrower or the Equityholder any Insolvency Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect) since the end of the Covenant Compliance Period.
During the continuance of a Covenant Compliance Event, each of Holdings and the Borrowers will not permit the Fixed Charge Ratio as of the last day of any fiscal quarter of Holdings to be less than 1.0 to 1.0.
Along with each delivery pursuant to clauses (iii) and (iv) above, a completed and executed Covenant Compliance Certificate.
Unless otherwise defined herein, capitalized terms used in this Covenant Compliance Certificate have the respective meanings ascribed thereto in the Master Repurchase Agreement.
More Definitions of Covenant Compliance
Covenant Compliance regarding Borrower's obligations under this Agreement, delivered to Lender and prepared, in form and substance acceptable to Lender, signed by an officer of Borrower.
Covenant Compliance. Yes No A. Consolidated EBITDA as of the Statement Date (Line I.D.27): $___________ B. Consolidated Interest Expense as of the Statement Date: $___________ C. Consolidated Interest Coverage Ratio (ratio of Line II.A. to II.B.) _____
Covenant Compliance. Yes No II. Minimum Consolidated Interest Coverage Ratio (Section 6.1(b) of the Credit Agreement) Required: Consolidated Interest Coverage Ratio, as calculated at the last day of each fiscal quarter ending on or after March 31, 2025, to be at least 3.00:1.00. Actual: Minimum required: 3.00:1.00 Covenant compliance: Yes No A. Consolidated EBITDA as of the Statement Date (Line I.D.27): $___________ B. Consolidated Interest Expense as of the Statement Date: $___________ C. Consolidated Interest Coverage Ratio (ratio of Line II.A. to II.B.) _____
Covenant Compliance. Covenant Level Ratio Compliance -------------------- -------------- ----- ---------- Delinquency Ratio* Schedule 5 10.0% 6.5% YES Default Ratio* Schedule 5 7.5% 4.2% YES Dilution Ratio Schedule 6 5.0% 0.8% YES Loss to Liquidation Ratio* Schedule 6 1.0% -0.1% YES Turnover Ratio* Schedule 7 75 54.34% YES Coverage Ratio 100.0% 100.5% YES *Three month trailing average. The undersigned hereby represents and warrants that the foregoing is a true and accurate accounting with respect to outstandings of April 30,1999 in accordance with the Receivables Purchase Agreement dated as of May 1999 and that all representations and warranties are restated and reaffirmed. Signed by: ------------------------- Title: Treasurer 62 EXHIBIT B-2 FORM OF DAILY REPORT 63 Exhibit B-2 EAGLE-PICHER INDUSTRIES DAILY RECEIVABLES REPORT Today's Date: May 26, 1999 Reporting Date: May 24, 1999 RECEIVABLES BALANCE Beginning Balance 130,509,319.48 Bill▇▇▇▇ 2,041,615.86 Cash Collections 3,053,790.49 Adjustments (131,234.08) Non AR Cash 24,412.06 ------------------------------------------- Ending Balance 129,390,322.83 RESERVES Gross Receivables 129,390,322.83 Intracompany 6,003,710.98 4.64% -------------- Consol. Rec. Bal. 123,386,611.85 Ineligible & Concentration 26,503,444.23 21.48% -------------- El. Rec. Bal. 96,883,167.63 Reserves 22,186,245.39 22.90% ------------------------------------------- Maximum Advance 74,896,922.24 Current Advance 60,000,000.00 Potential Change 14,000,000.00 The undersigned hereby represents and warrants that the foregoing is a true and accurate accounting with respect to outstandings of the above date in accordance with the Receivables Purchase Agreement dates as of March 1999 and that all representations and warranties are restated and reaffirmed. Signed by: -------------------------------- Title: Treasurer 64 EXHIBIT C ADDRESSES AND NAMES OF BORROWER AND EACH ORIGINATOR
Covenant Compliance setting forth the information (including detailed calculations) required in order to establish whether the Company was in compliance with the requirements of Sections 10.2(f)(5), 10.5(o), 10.6, 10.7(b), 10.7(f), 10.7(h), 10.7(i), 10.7(j), 10.7(m), 10.9(c), 10.9(f), 10.9(g), 10.9(h), 10.9(i), 10.9(k) and 10.12
(a) during the quarterly or annual period covered by the statements then being furnished (including with respect to each such Section, where applicable, the calculations of the maximum or minimum amount, ratio or percentage, as the case may be, permissible under the terms of such Sections, and the calculation of the amount, ratio or percentage then in existence), and stating that no Test One Failure has occurred or, if a Test One Failure has occurred, specifying the nature and period of existence thereof and whether a Reset Event has occurred or will occur upon delivery of such statements and certification;”
Covenant Compliance. Fixed Charge Coverage Ratio (Ratio of Operating Cash Flow to Fixed Charges) for the Defined Period ___ to 1.0 Minimum Fixed Charge Coverage for the Defined Period 1.0 to 1.0 In Compliance Yes / No EBITDA for the applicable Defined Period is calculated as follows: Net income (or loss) for the Defined Period of Borrowers and their Consolidated Subsidiaries (other than the Restricted Company SPV Subsidiaries), but excluding: (a) the income (or loss) of any Person (other than Consolidated Subsidiaries of Borrowers) in which Borrowers or any of their Consolidated Subsidiaries (other than the Restricted Company SPV Subsidiaries) has an ownership interest unless received by Borrower or their SubsidiaryConsolidated Subsidiaries (other than the Restricted Company SPV Subsidiaries) in a cash distribution; and (b) the income (or loss) of any Person accrued prior to the date it became a Subsidiary of Borrowers or is merged into or consolidated with Borrowers $ Plus: Any provision for (or minus any benefit from) income and franchise taxes deducted in the determination of net income for the Defined Period for the Borrowers and their Consolidated Subsidiaries $ Plus: Interest expense, net of interest income, deducted in the determination of net income for the Defined Period for the Borrowers and their Consolidated Subsidiaries (other than the Restricted Company SPV Subsidiaries) $ Plus: Amortization and depreciation deducted in the determination of net income for the Defined Period for the Borrowers and their Consolidated Subsidiaries (other than the Restricted Company SPV Subsidiaries) $ EBITDA for the Defined Period: $ Credit Party Liquidity is calculated as follows: The aggregate unrestricted cash and cash equivalents owned by Borrowers and that are (a) held in the name of a Borrower in a bank or financial institution located in the United States and subject to a Deposit Account Control Agreement or Securities Account Control Agreement, as applicable, in favor of Agent, (b) not subject to any Lien other than a Lien in favor of Agent or any other Permitted Lien and (c) not pledged to or held by Agent to secure a specified Obligation as of the applicable date of determination. $ Plus: Revolving Loan Availability as of the applicable date of determination $ Credit Party Liquidity as of the applicable date of determination: $
Covenant Compliance. Yes No