Guarantor Requirement definition

Guarantor Requirement has the meaning set forth in Section 6.13.

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Guarantor Requirement means, at any relevant time of determination, with respect to any Permitted Acquisition or other Investment permitted hereunder and at the end of each Measurement Period, that the entities constituting Loan Parties shall represent (as assessed on the basis of the most recent Measurement Period for which financial statements have been delivered to the Administrative Agent pursuant to Section 6.01(a) or (b) and in a manner consistent with the definition of “Consolidated EBITDA but limited to the Loan Parties’ results of operations), but giving Pro Forma Effect to such Permitted Acquisition or other Investment, and including Equity Interests in Subsidiaries, but excluding Investments that are eliminated in Consolidation) not less than 90% of Consolidated EBITDA and not less than 90% of Consolidated Total Assets.

Guarantor Requirement means, at any relevant time of determination with respect to any Permitted Acquisition or other Investment permitted hereunder and at the end of each Measurement Period:

Examples of Guarantor Requirement in a sentence

Prior to the Guarantor Requirement Change Date, the Borrower shall not permit the amount of Gross Asset Value attributable to assets directly owned by the Borrower and the Guarantors to be less than 95% of Adjusted Gross Asset Value at any time.
Notwithstanding the first sentence of this clause (a), if upon the formation or Acquisition of an Immaterial Subsidiary, the Guarantor Requirement, as defined in clause (c) below, would not be satisfied, the Borrower shall cause such Subsidiary (or another Subsidiary) to deliver a Joinder Agreement and the other items described in this clause (a) in order to satisfy the Guarantor Requirement.
For the avoidance of doubt, this subsection (d) shall also apply to any request by the Borrower to release any Guarantor on or about the Guarantor Requirement Change Date.
Notwithstanding the first sentence of this clause (a), if upon the formation or Acquisition of an Subsidiary that is not a Material Subsidiary and a Restricted Subsidiary, the Guarantor Requirement, as defined in clause (c) below, would not be satisfied, Holdings shall cause such Subsidiary (or another Subsidiary) to deliver a Joinder Agreement and the other items described in this clause (a) in order to satisfy the Guarantor Requirement.
At all times, the Borrower will comply with the Minimum Guarantor Requirement, which compliance shall be tested as of the last day of the Test Period most recently then ended.

More Definitions of Guarantor Requirement

Guarantor Requirement means, at any relevant time of determination, with respect to any Permitted Acquisition or other Investment permitted hereunder and at the end of each Measurement Period, that the entities constituting Loan Parties shall (i) represent (as assessed on the basis of the most recent Measurement Period for which financial statements have been delivered to the Administrative Agent pursuant to Section 6.01(a) or (b) and in a manner consistent with the definition of “Consolidated EBITDA” but limited to the Loan Parties’ results of operations), but giving Pro Forma Effect to such Permitted Acquisition or other Investment, as applicable, and including Equity Interests in Subsidiaries, but excluding Investments that are eliminated in Consolidation) not less than 90% of Consolidated EBITDA and (ii) have total assets (including Equity Interests in other Restricted Subsidiaries and excluding Investments that are eliminated in consolidation) of equal to or greater than 90% of the total assets of Holdings and its Restricted Subsidiaries on a Consolidated basis.

Guarantor Requirement means the requirement that Guarantor, or any a legal successor to Guarantor following a Corporate Restructuring which successor assumes all of Guarantor’s obligations under the Guaranty, at all times shall be the owner of, either directly and/or indirectly through wholly-owned and Controlled subsidiaries, both of the following: (a) all of the equity ownership interests in Tenant and (b) either fee title to the Principal Resort or all of the equity ownership interests in and to the direct owner of the Principal Resort, provided, however, that if Vail sells the Principal Resort in accordance with the provisions of Section 11.1.2, and Lessor elects, or is deemed to have made the election in clause (ii) of Section 11.1.2, then Vail shall satisfy the Guarantor Requirement solely by being the owner of, either directly or indirectly through wholly owned and Controlled subsidiaries, all of the equity ownership interests in Tenant.