Common use of Fixed Charges Clause in Contracts

Fixed Charges. the sum of (a) Net Interest Expense, (b) regularly scheduled principal payments on funded Debt paid or payable currently in cash for such period (other than payments made by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now or hereafter in effect or any successor statute thereto, (ii) the Flood Insurance Reform Act of 2004 as now or hereafter in effect or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute thereto.

Appears in 3 contracts

Sources: Amendment No. 2 (Milacron Holdings Corp.), Amendment No. 1 (Milacron Holdings Corp.), Amendment Agreement (Milacron Holdings Corp.)

Fixed Charges. with respect to the sum of (Borrower and Restricted Subsidiaries for any Test Period, the sum, determined on a Consolidated basis, of: a) Consolidated Net Cash Interest Expense (i) with respect to the Borrower and its Restricted Subsidiaries on a Consolidated basis for any period, (b) regularly scheduled principal payments on funded Debt determined in accordance with GAAP, total interest expense paid or payable currently in cash for such period (other than payments made by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including that attributable to obligations with respect to Capitalized Leases in accordance with GAAP in effect on the portion thereof occurring prior to such acquisitionEffective Date but excluding any imputed interest as a result of purchase accounting) determined of the Borrower and its Restricted Subsidiaries on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummatedConsolidated basis and all commissions, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as discounts and other fees and charges owed with respect to Indebtedness of the first day of such period, the Borrower and its Restricted Subsidiaries $ provided that Consolidated Net Cash Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but shall not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, include (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now any non-cash interest or hereafter in effect or any successor statute theretodeferred financing costs, (ii) the Flood Insurance Reform Act any amortization or write-down of 2004 as now or hereafter in effect or any successor statute thereto deferred financing fees, debt issuance costs, discounted liabilities, commissions, fees and expenses, (iii) any expensing of bridge, commitment and other financing fees and (iv) penalties and interest related to taxes (ii) interest income of the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act Borrower and its Restricted Subsidiaries actually received in cash during such period after giving effect to any net payments made or received by the Borrower and its Restricted Subsidiaries with respect to interest rate Swap Contracts. $ Consolidated Net Cash Interest Expense (iii) item (A)(3)(a)(i) minus item (A)(3)(a)(ii) $ b) Scheduled payments of 2012 as now or hereafter in effect or any successor statute thereto.principal on Indebtedness for borrowed money of the Borrower and Restricted Subsidiaries due and payable during such period $ Fixed Charges c) the sum of item (A)(3)(a)(iii) and item (A)(3)(b) $

Appears in 3 contracts

Sources: Credit Agreement (BJ's Wholesale Club Holdings, Inc.), Credit Agreement (BJ's Wholesale Club Holdings, Inc.), Credit Agreement (BJ's Wholesale Club Holdings, Inc.)

Fixed Charges. with respect to the sum of (Borrower and Restricted Subsidiaries for any Test Period, the sum, determined on a Consolidated basis, of: a) Consolidated Net Cash Interest Expense (i) with respect to the Borrower and its Restricted Subsidiaries on a Consolidated basis for any period, (b) regularly scheduled principal payments on funded Debt determined in accordance with GAAP, total interest expense paid or payable currently in cash for such period (other than payments made by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including that attributable to obligations with respect to Capitalized Leases in accordance with GAAP in effect on the portion thereof occurring prior to such acquisitionEffective Date but excluding any imputed interest as a result of purchase accounting) determined of the Borrower and its Restricted Subsidiaries on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummatedConsolidated basis and all commissions, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as discounts and other fees and charges owed with respect to Indebtedness of the first day of such period, the Borrower and its Restricted Subsidiaries $ provided that Consolidated Net Cash Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but shall not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, include (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now any non- cash interest or hereafter in effect or any successor statute theretodeferred financing costs, (ii) the Flood Insurance Reform Act any amortization or write-down of 2004 as now or hereafter in effect or any successor statute thereto deferred financing fees, debt issuance costs, discounted liabilities, commissions, fees and expenses, (iii) any expensing of bridge, commitment and other financing fees and (iv) penalties and interest related to taxes (ii) interest income of the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act Borrower and its Restricted Subsidiaries actually received in cash during such period after giving effect to any net payments made or received by the Borrower and its Restricted Subsidiaries with respect to interest rate Swap Contracts. $ Consolidated Net Cash Interest Expense (iii). item (A)(3)(a)(i) minus item (A)(3)(a)(ii) $ b) Scheduled payments of 2012 as now or hereafter in effect or any successor statute thereto.principal on Indebtedness for borrowed money of the Borrower and Restricted Subsidiaries due and payable during such period $ Fixed Charges c) the sum of item (A)(3)(a)(iii) and item (A)(3)(b) $ item (2)(c) divided by item (3)(c) :1.00

Appears in 2 contracts

Sources: Credit Agreement (BJ's Wholesale Club Holdings, Inc.), Credit Agreement (BJ's Wholesale Club Holdings, Inc.)

Fixed Charges. the sum of cash interest paid or scheduled to be paid (other than cash premiums paid in connection with extinguishing (x) the Debt evidenced by the Senior Secured Notes Documents to the extent such premiums constitute interest expense, or (y) the Debt evidenced by the 2.5% Notes or the 2012 Senior Notes Debt to the extent such premiums are substantially contemporaneously funded with the proceeds of new Debt permitted to be incurred hereunder and such premiums constitute interest expense), principal payments made or scheduled to be made on Consolidated Borrowed Money (other than (i) repayments of the Revolver Loans, (ii) payments made to extinguish the Debt evidenced by the Senior Secured Notes Documents solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with Senior Notes Refinancing Debt, (iii) payments made to extinguish the Debt evidenced by the 2.5% Notes solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with the 2012 Convertible Notes or the 2012 Senior Notes Debt, (iv) payments made to extinguish the Debt evidenced by the 2012 Senior Notes Debt solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with Refinancing Debt, (v) payments made to extinguish the Debt evidenced by the Convertible Subordinated Notes in an amount not to exceed the amount of any proceeds received by (a) Net Interest ExpenseEnergy Services or its Subsidiaries (as defined in the Guaranty and Security Agreement) from the Coal Cleaning Disposition or any Partial Coal Cleaning Disposition, and (b) regularly Headwaters Ethanol Holdings LLC, a Utah limited liability company, from a sale of its membership interests in Blue Flint Ethanol LLC, a Delaware limited liability company, in each case, solely to the extent such payments are made within six (6) months after receipt of any such proceeds, and (vi) voluntary prepayments (which for clarification shall not include any scheduled principal payments or mandatory prepayments) made if (a) Excess Availability is greater than an amount equal to 25% of the aggregate Revolver Commitments at all times for the sixty (60) days prior to such prepayment (on funded Debt paid or payable currently in cash for a pro forma basis) and immediately after giving effect to such period prepayment, and (other than payments made by b) the Borrowers and their Restricted Subsidiaries believe in good faith that Excess Availability shall be greater than an amount equal to 25% of the Borrowers and their Subsidiariesaggregate Revolver Commitments on a pro forma basis at all times for the sixty (60) days following such prepayment), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to Distributions made. Capitalized terms used in this definition and not otherwise defined in this Agreement shall have the extent meanings provided in the Borrowers would have relied on the Payment Conditions to make such Investment) Guaranty and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma BasisSecurity Agreement. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance LawsFly Ash Commission Reserve: collectivelyas of any date of determination, an amount equal to (ia) National Flood Insurance Reform Act $2,000,000 plus (b) the amount of 1994 (which comprehensively revised all commissions owing by any Borrower on account of any fly ash products sold by any Borrower that are unpaid for more than 45 days after the National Flood Insurance Act original due date. Foreign Lender: any Lender that is organized under the laws of 1968 and a jurisdiction other than the Flood Disaster Protection Act laws of 1973) as now or hereafter in effect the United States, or any successor statute thereto, state or district thereof. Foreign Plan: any employee benefit plan or arrangement (iia) maintained or contributed to by any Obligor or Subsidiary that is not subject to the Flood Insurance Reform Act laws of 2004 as now the United States; or hereafter in effect (b) mandated by a government other than the United States for employees of any Obligor or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoSubsidiary.

Appears in 1 contract

Sources: Loan and Security Agreement (Headwaters Inc)

Fixed Charges. A. If positive, the sum difference between cash interest expense with respect to Borrowed Money of (a) Net Interest Expense, (b) regularly the Company and its Restricted Subsidiaries less any amounts received pursuant to Swap Contracts relating to such Borrowed Money and cash interest income for such period $ B. scheduled principal payments on funded Debt paid required to be made on, or payable currently in cash for redemptions with respect to, Borrowed Money during such period (other than excluding, for the avoidance of doubt, any voluntary or mandatory prepayments with respect thereto, including any payments required to be made by on the Borrowers final maturity date thereof) $ C. scheduled and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) mandatory Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal periodin respect of Disqualified Equity Interests. For purposes of computing the $ D. Total (lines II.A through II. C) payable in cash $ III. Consolidated Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition (line I.D ÷ line II.D): :1.00 This Assignment and Assumption (this “Assignment and Assumption”) is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated dated as of the first day Effective Date set forth below and is entered into by and between [Insert name of such periodAssignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the ABL Credit Agreement identified below (the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Net Interest Expense Assignor hereby irrevocably sells and scheduled principal payments paid assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions set forth in Annex I hereto and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets instruments delivered pursuant thereto to the extent not so acquired), based on related to the Net Interest Expense amount and Debt for borrowed money (other than revolving loans) percentage interest identified below of all of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as outstanding rights and obligations of the first day Assignor under the respective facilities identified below (including, without limitation, Letters of Credit, Guarantees and Swing Line Loans included in such period, the Net Interest Expense facilities) and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loansii) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired)permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the Net Interest Expense foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and Debt for borrowed money (all other than revolving loans) of such Disposed Entity claims at law or Business for such period (including in equity related to the portion thereof occurring prior rights and obligations sold and assigned pursuant to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, clause (i) National Flood Insurance Reform Act of 1994 above (which comprehensively revised the National Flood Insurance Act of 1968 rights and the Flood Disaster Protection Act of 1973obligations sold and assigned pursuant to clauses (i) as now or hereafter in effect or any successor statute thereto, and (ii) above being referred to herein collectively as, the Flood Insurance Reform Act of 2004 “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as now expressly provided in this Assignment and Assumption, without representation or hereafter in effect or any successor statute thereto and (iii) warranty by the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoAssignor.

Appears in 1 contract

Sources: Abl Credit Agreement (Tribune Publishing Co)

Fixed Charges. Fixed Charges — for any period and without duplication, the sum of (a) Net Consolidated Interest ExpenseCharges (other than payment-in-kind interest), plus (b) regularly scheduled the sum, for the Consolidated Parties on a consolidated basis, of principal payments on funded Debt Borrowed Money scheduled to be paid or payable currently in cash for during such period, voluntary prepayments of principal on Borrowed Money (other than Indebtedness under this Agreement) paid during such period and mandatory prepayments of principal paid during such period (other than principal payments made with the proceeds of a substantially contemporaneous Equity Issuance, incurrence of Indebtedness (other than Indebtedness under this Agreement) or Disposition of assets other than Collateral not prohibited by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and terms of this Agreement) plus (c) any dividends, distributions or other Restricted Payments made under clauses (bother than Restricted Payments permitted pursuant to Section 10.2.6(b), (cSection 10.2.6(c) and Section 10.2.6(d)(v), (d), (h)(iv) (but only to the extent that such Restricted Payments do not involve a payment in cash) made by the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) MLP Parent or any other Obligor or Subsidiary of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing MLP Parent to the Fixed Charge Coverage Ratio test for any fiscal period during which holders or a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as holder of the first day Equity Interests of the MLP Parent during such period, plus (d) the Net Interest Expense sum of all management fees and scheduled principal payments paid consulting fees made by any Consolidated Party to any Existing Partner or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but Affiliate which is not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period Consolidated Party during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans(i) any such payment made for reimbursement of Consolidated Party expenses which is otherwise included in the calculation of Consolidated Net Income, or (ii) other such payments otherwise included in the calculation of Consolidated Net Income, plus (e) the aggregate amount of any Disposed Entity or Business (but not excluding prepayment premiums paid by the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for Consolidated Parties during such period (including in connection with the portion thereof occurring prior to such disposition) determined on a Pro Forma Basisrepayment of Indebtedness. FLSA: FLSA — the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectivelyForeign Lender — any Lender that is organized under the laws of a jurisdiction other than that in which the Borrowers are resident for tax purposes. For purposes of this definition, the United States, each State thereof and the District of Columbia shall be deemed to constitute a single jurisdiction. Foreign Subsidiary — a Subsidiary that is organized under the laws of a jurisdiction other than the United States, any State thereof or the District of Columbia. Full Payment — with respect to any Obligations, (a) the full and indefeasible cash payment thereof, including any interest, fees and other charges accruing during any proceeding under any Debtor Relief Law (whether or not allowed in the proceeding); (b) if such Obligations are LC Obligations or inchoate or contingent in nature (other than unasserted contingent indemnification obligations, if any, as to which no claim has been made and as to which Agent, in its good faith, believes that no claim will be made), Cash Collateralization thereof; and (c) a release of any Claims of Obligors against Agent, Lenders and Issuing Bank arising on or before the payment date. No Loans shall be deemed to have been paid in full until all Commitments related to such Loans have expired or been terminated. GAAP — generally accepted accounting principles in effect in the United States from time to time. General Intangibles — as defined in the UCC, including choses in action, causes of action, company or other business records, inventions, blueprints, designs, patents, patent applications, trademarks, trademark applications, trade names, trade secrets, service marks, goodwill, brand names, copyrights, registrations, licenses, franchises, customer lists, permits, tax refund claims, computer programs, operational manuals, internet addresses and domain names, insurance refunds and premium rebates, all rights to indemnification, and all other intangible Property of any kind. General Partner — CLP. General Revolver Loan — a Revolver Loan made pursuant to Section 2.1.2 other than a Distribution Revolver Loan. Governmental Approvals — all authorizations, consents, approvals, licenses and exemptions of, registrations and filings with, and required reports to, all Governmental Authorities. Governmental Authority — the government of the United States or any other nation, or of any political subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government (including any supra-national bodies such as the European Union or the European Central Bank). Guarantee — as to any Person, (a) any obligation, contingent or otherwise, of such Person guaranteeing or having the economic effect of guaranteeing any Indebtedness or other obligation payable or performable by another Person (the “primary obligor”) in any manner, whether directly or indirectly, and including any obligation of such Person, direct or indirect, (i) National Flood Insurance Reform Act of 1994 to purchase or pay (which comprehensively revised or advance or supply funds for the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973purchase or payment of) as now such Indebtedness or hereafter in effect or any successor statute theretoother obligation, (ii) to purchase or lease Property, securities or services for the Flood Insurance Reform Act purpose of 2004 as now assuring the obligee in respect of such Indebtedness or hereafter in effect other obligation of the payment or any successor statute thereto and performance of such Indebtedness or other obligation, (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect to maintain working capital, equity capital or any successor statute theretoother financial statement condition or liquidity or level of income or cash flow of the primary obligor so as to enable the primary obligor to pay such Indebtedness or other obligation, or (iv) entered into for the purpose of assuring in any other manner the obligee in respect of such Indebtedness or other obligation of the payment or performance thereof or to protect such obligee against loss in respect thereof (in whole or in part), or (b) any Lien on any assets of such Person securing any Indebtedness or other obligation of any other Person, whether or not such Indebtedness or other obligation is assumed by such Person (or any right, contingent or otherwise, of any holder of such Indebtedness to obtain any such Lien). The amount of any Guarantee shall be deemed to be an amount equal to the stated or determinable amount of the related primary obligation, or portion thereof, in respect of which such Guarantee is made or, if not stated or determinable, the maximum reasonably anticipated liability in respect thereof as determined by the guaranteeing Person in good faith. The term “Guarantee” as a verb has a corresponding meaning. Guarantor — each Person who guarantees payment or performance of any Obligations. Guarantor Payment — as defined in Section 5.11.3.

Appears in 1 contract

Sources: Credit Agreement (Calumet Specialty Products Partners, L.P.)

Fixed Charges. the sum of cash interest paid or scheduled to be paid (other than cash premiums paid in connection with extinguishing (x) the Debt evidenced by the Senior Secured Notes Documents to the extent such premiums constitute interest expense, or (y) the Debt evidenced by the 2.5% Notes or the 2012 Senior Notes Debt to the extent such premiums are substantially contemporaneously funded with the proceeds of new Debt permitted to be incurred hereunder and such premiums constitute interest expense), principal payments made or scheduled to be made on Consolidated Borrowed Money (other than (i) repayments of the Revolver Loans, (ii) payments made to extinguish the Debt evidenced by the Senior Secured Notes Documents solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with Senior Notes Refinancing Debt, (iii) payments made to extinguish the Debt evidenced by the 2.5% Notes solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with the 2012 Convertible Notes or the 2012 Senior Notes Debt, (iv) payments made to extinguish the Debt evidenced by the 2012 Senior Notes Debt solely to the extent such Debt is replaced or refinanced on a dollar-for-dollar basis with Refinancing Debt, and (v) payments made to extinguish the Debt evidenced by the Convertible Subordinated Notes in an amount not to exceed the amount of any proceeds received by (a) Net Interest ExpenseEnergy Services or its Subsidiaries (as defined in the Guaranty and Security Agreement) from the Coal Cleaning Disposition or any Partial Coal Cleaning Disposition, and (b) regularly Headwaters Ethanol Holdings LLC, a Utah limited liability company, from a sale of its membership interests in Blue Flint Ethanol LLC, a Delaware limited liability company, in each case, solely to the extent such payments are made within six (6) months after receipt of any such proceeds, and (vi) voluntary prepayments (which for clarification shall not include any scheduled principal payments or mandatory prepayments) made if (a) Excess Availability is greater than an amount equal to 25% of the aggregate Revolver Commitments at all times for the sixty (60) days prior to such prepayment (on funded Debt paid or payable currently in cash for a pro forma basis) and immediately after giving effect to such period prepayment, and (other than payments made by b) the Borrowers and their Restricted Subsidiaries believe in good faith that Excess Availability shall be greater than an amount equal to 25% of the Borrowers and their Subsidiariesaggregate Revolver Commitments on a pro forma basis at all times for the sixty (60) days following such prepayment), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to Distributions made. Capitalized terms used in this definition and not otherwise defined in this Agreement shall have the extent meanings provided in the Borrowers would have relied on the Payment Conditions to make such Investment) Guaranty and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma BasisSecurity Agreement. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance LawsFly Ash Commission Reserve: collectivelyas of any date of determination, an amount equal to (ia) National Flood Insurance Reform Act $2,000,000 plus (b) the amount of 1994 (which comprehensively revised all commissions owing by any Borrower on account of any fly ash products sold by any Borrower that are unpaid for more than 45 days after the National Flood Insurance Act original due date. Foreign Lender: any Lender that is organized under the laws of 1968 and a jurisdiction other than the Flood Disaster Protection Act laws of 1973) as now or hereafter in effect the United States, or any successor statute thereto, state or district thereof. Foreign Plan: any employee benefit plan or arrangement (iia) maintained or contributed to by any Obligor or Subsidiary that is not subject to the Flood Insurance Reform Act laws of 2004 as now the United States; or hereafter in effect (b) mandated by a government other than the United States for employees of any Obligor or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoSubsidiary.

Appears in 1 contract

Sources: Loan and Security Agreement (Headwaters Inc)

Fixed Charges. Fixed Charges shall mean, for any period of determination, the sum of (a) Net Interest Expenseeach of the following, (b) regularly scheduled principal payments on funded Debt paid or payable currently in cash for such period (other than payments made by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made actually paid in cash during any such fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, (i) National Flood Insurance Reform Act income taxes (excluding taxes related to repatriation of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 foreign cash and the Flood Disaster Protection Act of 1973) as now or hereafter in effect or any successor statute theretotaxes related to non-ordinary course asset sales), (ii) the Flood Insurance Reform Act of 2004 as now required principal payments on Indebtedness (without giving effect to any voluntary or hereafter in effect or any successor statute thereto and mandatory prepayments), (iii) required capital lease payments, (iv) dividends and redemptions, (v) capital expenditures and (vi) interest paid. Gross Leverage Ratio shall mean, as of the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act end of 2012 as now or hereafter any date of determination, the ratio of (i) Consolidated Indebtedness to (ii) Consolidated EBITDA for the four (4) consecutive fiscal quarters then ending. Maturity Date shall mean, with respect to the Term Loans, March 13, 2020. Net Cash Proceeds shall mean (a) in effect connection with any asset sale or any successor statute theretoRecovery Event, the proceeds thereof in the form of cash and cash equivalents (including any such proceeds actually received from deferred payments of principal pursuant to a note, a receivable or otherwise), net of attorneys’ fees, accountants’ fees, investment banking fees, amounts required to be reserved for indemnification, adjustment of purchase price or similar obligations pursuant to the agreements governing such asset sale, amounts required to be applied to the repayment of Indebtedness secured by a Lien expressly permitted hereunder on any asset that is the subject of such asset sale or Recovery Event (other than any Lien pursuant to a Collateral Document) and other customary fees and expenses actually incurred in connection therewith and net of taxes paid (after taking into account any available tax credits or deductions and any tax sharing arrangements) and (b) in connection with any equity issuance or sale or any incurrence of Indebtedness, the cash proceeds received from such issuance or incurrence, net of attorneys’ fees, investment banking fees, accountants’ fees, underwriting discounts and commissions and other customary fees and expenses actually incurred in connection therewith and net of taxes paid (after taking into account any available tax credits or deductions and any tax sharing arrangements).

Appears in 1 contract

Sources: Credit Agreement (Foster L B Co)

Fixed Charges. the sum of (1) cash interest paid or scheduled to be paid (other than cash premiums paid in connection with extinguishing the Senior Notes Refinancing Debt to the extent such premiums are substantially contemporaneously funded with the proceeds of new Debt permitted to be incurred hereunder and such premiums constitute interest expense), (2) principal payments made or scheduled to be made on Consolidated Borrowed Money (other than (i) repayments of the Revolver Loans, (ii) voluntary prepayments (which for clarification shall not include any scheduled or mandatory prepayments) made if, as applicable, the Borrowers are permitted to make such prepayments under Section 10.2.8 hereof and the Parent is permitted to make such prepayments under Section 5.2(g) of the Guaranty and Security Agreement, (iii) (a) Net Interest Expense“Excess Cash Flow” (as such term is defined in the Term Loan B Agreement on the Term Loan B Closing Date, which definition shall be satisfactory to the Agent) payments, in an amount not to exceed 50% of “Excess Cash Flow” for any fiscal year and (b) regularly scheduled principal payments mandatory prepayments due on funded Debt paid account of the sale or payable currently other disposition of assets constituting Second Lien Collateral (provided that such sale or disposition of assets is also permitted by this Agreement) or due on account of casualty insurance proceeds received in cash for such period respect of Second Lien Collateral, (other than iv) payments made by to extinguish the Borrowers and their Restricted Subsidiaries Senior Notes Refinancing Debt solely to the Borrowers and their Subsidiaries), extent such Debt is refinanced on a dollar-for-dollar basis with the proceeds of the Term Loan B Debt and (cv) Restricted Payments payments made to extinguish the Term Loan B Debt solely to the extent such Debt is refinanced on a dollar-for-dollar basis with the proceeds of the Convertible Notes or other Debt permitted to be incurred under clauses (bthe Loan Documents and the Term Loan B Documents), (c), (d), (h)(iv3) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) Distributions made and (j4) of earn-out obligations, working capital adjustments, purchase price and similar adjustments and indemnification obligations under any agreements entered into in connection with any Permitted Acquisition. Capitalized terms used in this definition and not otherwise defined in this Agreement shall have the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made meanings provided in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense Guaranty and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma BasisSecurity Agreement. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance LawsFly Ash Commission Reserve: collectivelyas of any date of determination, an amount equal to (ia) National Flood Insurance Reform Act $2,000,000 plus (b) the amount of 1994 (which comprehensively revised all commissions owing by any Borrower on account of any fly ash products sold by any Borrower that are unpaid for more than 45 days after the National Flood Insurance Act original due date. Foreign Lender: any Lender that is organized under the laws of 1968 and a jurisdiction other than the Flood Disaster Protection Act laws of 1973) as now or hereafter in effect the United States, or any successor statute thereto, state or district thereof. Foreign Plan: any employee benefit plan or arrangement (iia) maintained or contributed to by any Obligor or Subsidiary that is not subject to the Flood Insurance Reform Act laws of 2004 as now the United States; or hereafter in effect (b) mandated by a government other than the United States for employees of any Obligor or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoSubsidiary.

Appears in 1 contract

Sources: Loan and Security Agreement (Headwaters Inc)

Fixed Charges. the sum of (a) Net Interest Expensecash interest expense (regardless of whether accounted for under GAAP as another than interest expense, any amount deposited in the in respect of the Specified Unsecured Prepetition Escrow Account after the date hereof shall be treated as an interest expense for purposes of this definition)Debt, plus (b) regularly scheduled all principal payments on funded Debt paid or payable currently in cash for such period respect of Borrowed Money (other than (xw) mandatory prepayments of the Term Loan Facility in connection with asset sales, (yx) payments made by of the Borrowers Obligations and, (zy) voluntary principal payments in respect of the Existing Term Loan Agreement, the Term Loan Facility and their Restricted Subsidiaries other Borrowed Money (to the Borrowers and their Subsidiaries)extent, in the case of revolving Indebtedness, accompanied by a permanent reduction in commitments) other than Obligations, and (z) principal payments in respect of the Specified Unsecured Prepetition Debt), plus (c) Restricted Payments made under clauses (b)the aggregate amount of net Federal, (c)state, local and foreign income taxes and franchise and similar taxes paid in cash during such period, plus (d)) cash Distributions made, plus (h)(ive) (only cash costs of surety bonds to the extent not deducted from Consolidated Net Income; provided that, notwithstanding anything contained herein to the Borrowers would have relied contrary, solely for purposes of calculating the Payment Conditions, the amount described in clause (c) above shall be determined on a pro forma basis by disregarding any reduction in the tax basis of current assets pursuant to Sections 108 and 1017 of the Internal Revenue Code as a result of the discharge of Indebtedness occurring in connection with the bankruptcy Proceeding for the four fiscal quarters of 2015; provided, further, that any reduction in clause (c) above due to the immediately preceding proviso shall be limited to $10,000,000; provided, finally, that solely for determining whether Payment Conditions are satisfied, any Specified Payment and Distribution shall not be included in Fixed Charges.Fixed Charges, cash interest expense and principal payments in respect of Borrowed Money expensed or made, as the case may be, on the Payment Conditions last day of a calendar quarter shall be deemed to make such Investment) and (j) have been made on the last day of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal periodFiscal Quarter ending on or around such calendar quarter end. For purposes of computing determining the Fixed Charge Coverage Ratio test Ratio, cash interest expense for any fiscal period during which a Permitted Acquisition is consummatedeach of the months ending on or prior to May 31, there 2013 shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets deemed to be equal to the extent not so acquired), based on amounts set forth in the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basistable below. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance LawsForeign Lender: collectively, (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now or hereafter in effect or any successor statute thereto, (ii) the Flood Insurance Reform Act of 2004 as now or hereafter in effect or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoLender that is not a U.S. Person.

Appears in 1 contract

Sources: Loan Agreement (School Specialty Inc)

Fixed Charges. the sum of (a) Net Interest Expense, (b) regularly scheduled principal payments on funded Debt paid or payable currently in cash for such period (other than payments made by the Borrowers and their Restricted Subsidiaries to the Borrowers and their Subsidiaries), and (c) Restricted Payments made under clauses (b), (c), (d), (h)(iv) (only to the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal period. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there shall be included in Fixed Charges (without duplication) as if such Permitted Acquisition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance LawsFourth Amendment & Restatement Lead Arranger: collectivelyBank of America, (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now or hereafter in effect or any successor statute thereto, (ii) the Flood Insurance Reform Act of 2004 as now or hereafter in effect or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute thereto.N.A.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Milacron Holdings Corp.)

Fixed Charges. Fixed Charges — for any period and without duplication, the sum of (a) Net Consolidated Interest ExpenseCharges (other than payment-in-kind interest), plus (b) regularly scheduled the sum, for the Consolidated Parties on a consolidated basis, of principal payments on funded Debt Borrowed Money scheduled to be paid or payable currently in cash for during such period, voluntary prepayments of principal on Borrowed Money (other than Indebtedness under this Agreement) paid during such period and mandatory prepayments of principal paid during such period (other than principal payments made with the proceeds of a substantially contemporaneous Equity Issuance, incurrence of Indebtedness (other than Indebtedness under this Agreement) or Disposition of assets other than Collateral not prohibited by the terms of this Agreement) plus (c) any dividends, distributions or other Restricted Payments (other than Restricted Payments permitted pursuant to Section 10.2.6(b), Section 10.2.6(c) and Section 10.2.6(d)(v), but only to the extent that such Restricted Payments do not involve a payment in cash) made by the Borrowers and their Restricted Subsidiaries MLP Parent or any other Obligor or Subsidiary of the MLP Parent to the Borrowers holders or a holder of the Equity Interests of the MLP Parent during such period, plus (d) the sum of all management fees and their Subsidiariesconsulting fees made by any Consolidated Party to any Existing Partner or other Affiliate which is not a Consolidated Party during such period, other than (i) any such payment made for reimbursement of Consolidated Party expenses which is otherwise included in the calculation of Consolidated Net Income, or (ii) other such payments otherwise included in the calculation of Consolidated Net Income, plus (e) the aggregate amount of any prepayment premiums paid by the Consolidated Parties during such period in connection with the repayment of Indebtedness. Law (whether or not allowed in the proceeding); (b) if such Obligations are LC Obligations or inchoate or contingent in nature (other than unasserted contingent indemnification obligations, if any, as to which no claim has been made and as to which Agent, in its good faith, believes that no claim will be made), Cash Collateralization thereof; and (c) Restricted Payments made under clauses (b)a release of any Claims of Obligors against Agent, (c), (d), (h)(iv) (only to Lenders and Issuing Bank arising on or before the extent the Borrowers would have relied on the Payment Conditions to make such Investment) and (j) of the definition of “Permitted Restricted Payments” (but excluding any Restricted Payments that are otherwise consolidated) made in cash during any fiscal periodpayment date. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Acquisition is consummated, there No Loans shall be included deemed to have been paid in Fixed Charges (without duplication) as if full until all Commitments related to such Permitted Acquisition had Loans have expired or been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (terminated. General Revolver Loan — a Revolver Loan made pursuant to Section 2.1.2 other than revolving loans) of any Acquired Entity or Business (but not including the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Acquired Entity or Business for such period (including the portion thereof occurring prior to such acquisition) determined on a Pro Forma Basis. For purposes of computing the Fixed Charge Coverage Ratio test for any fiscal period during which a Permitted Asset Disposition is consummated, there shall be excluded in Fixed Charges (without duplication) as if such Permitted Asset Disposition had been consummated as of the first day of such period, the Net Interest Expense and scheduled principal payments paid or payable currently in cash on Debt for borrowed money (other than revolving loans) of any Disposed Entity or Business (but not excluding the Net Interest Expense or Debt for borrowed money (other than revolving loans) of any related Person, property, business or assets to the extent not so acquired), based on the Net Interest Expense and Debt for borrowed money (other than revolving loans) of such Disposed Entity or Business for such period (including the portion thereof occurring prior to such disposition) determined on a Pro Forma Basis. FLSA: the Fair Labor Standards Act of 1938. Flood Insurance Laws: collectively, (i) National Flood Insurance Reform Act of 1994 (which comprehensively revised the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973) as now or hereafter in effect or any successor statute thereto, (ii) the Flood Insurance Reform Act of 2004 as now or hereafter in effect or any successor statute thereto and (iii) the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Flood Insurance Reform Act of 2012 as now or hereafter in effect or any successor statute theretoDistribution Revolver Loan.

Appears in 1 contract

Sources: Credit Agreement