Section 1.1 Certain Definitions Sample Clauses

Section 1.1 Certain Definitions. Section 1.1 of the Agreement is amended to include the following definitions:
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Section 1.1 Certain Definitions. Section 1.1 of the Stockholders Agreement is amended by amending the definition ofExisting Investors,” in its entirety to read as follows:
Section 1.1 Certain Definitions. The following definitions set forth in Section 1.1 of the Credit Agreement are hereby amended in their entirety to read as follows: Consolidated Adjusted EBITDA for any period of determination shall mean Consolidated EBITDA adjusted to include (without duplication) the pro forma effects of acquisitions and divestitures made during such period, excluding the Consolidated EBITDA of divested Persons, but including historical Consolidated EBITDA of acquired Persons. To the extent required pursuant to Section 8.2.6(ii)(g) which sets forth parameters for Permitted Acquisitions, such adjustment shall be subject to the acquired Consolidated EBITDA (i) having been audited by an independent certified public accountant for the most recently ended fiscal year available, or (ii) being supported by a third party due diligence report delivered by a nationally recognized firm or otherwise in form and substance satisfactory to the Administrative Agent or such other report as may be reasonably acceptable to the Administrative Agent, or (iii) being approved by the Required Lenders. Any such adjustment to Consolidated EBITDA shall be made for four (4) fiscal quarters, starting with the fiscal quarter in which the transaction giving rise to such adjustment was consummated. Notwithstanding anything to the contrary contained herein, the Consolidated Adjusted EBITDA may also include the pro forma cost synergies to be realized in connection with Permitted Acquisitions, subject, however to a 12-month realization period and such calculations being supported by a third party due diligence report delivered by a nationally recognized firm or otherwise in form and substance satisfactory to the Administrative Agent or such other report as may be reasonably acceptable to the Administrative Agent, and, provided further, that the amounts included shall not in the aggregate exceed 10.0% of Consolidated Adjusted EBITDA (calculated without giving effect to such inclusion).

Related to Section 1.1 Certain Definitions

  • Certain Definitions For purposes of this Agreement, the following terms have the meanings indicated:

  • Captions: Certain Definitions The captions of the various sections and paragraphs of this Agreement have been inserted only for the purposes of convenience; such captions are not a part of this Agreement and shall not be deemed in any manner to modify, explain, enlarge or restrict any of the provisions of this Agreement. As used in this Agreement the term “person” shall mean and include an individual, a partnership, a joint venture, a corporation, a limited liability company, a trust, an unincorporated organization and a government or any department or agency thereof.

  • Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings:

  • SECTION I - DEFINITIONS As used in this Agreement, the following terms shall have the meanings ascribed herein unless otherwise stated or reasonably required by the Agreement, and other forms of any defined words shall have a meaning parallel thereto.

  • ARTICLE I DEFINITIONS 1 SECTION 1.01.

  • UCC Definitions Unless otherwise defined herein or the context otherwise requires, terms for which meanings are provided in the UCC are used in this Security Agreement, including its preamble and recitals, with such meanings.

  • Transfer Definitions For purposes of this Article 7 “

  • Special Definitions For purposes of this Article Fourth, the following definitions shall apply:

  • Plan Definitions Except where the context clearly implies or indicates the contrary, a word, term, or phrase used in the Plan is similarly used in this Agreement.

  • Key Definitions As used herein, the following terms shall have the following respective meanings:

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