Guarantor Default. Means that the Guarantor or the Maker permits the Secured Leverage Ratio (as defined in the senior credit agreement of the Guarantor, dated as of the Closing Date (as amended, restated, supplemented or otherwise modified from time to time, the "Senior Credit Agreement")) of the Guarantor and its subsidiaries on a consolidated basis as of the last day of any four fiscal quarter period of the Guarantor, commencing with the first such date following the Closing Date to exceed the applicable ratio
... set forth below: 8 Test Period Secured Leverage Ratio [______] through [______] [___]:1.00 [______] and thereafter [___]:1.00 [______] and thereafter [___]:1.00 7 NTD: The closing date under the Purchase Agreement. 8 NTD: The leverage ratio will be calculated consistently with the leverage ratio in the senior credit agreement, and subject to a 15% cushion to the leverage ratio in the senior credit agreement. 6 In the event the Maker fails to comply with the financial covenant set forth above as of the last day of any fiscal quarter, any cash proceeds of the issuance of equity interests of the Maker that are included in the calculation of "Consolidated EBITDA" under the Senior Credit Agreement for any fiscal quarter shall be included in the calculation of "Consolidated EBITDA" hereunder for purposes of calculating the Secured Leverage Ratio hereunder (any such equity contribution so included in the calculation of Consolidated EBITDA, a "Specified Equity Contribution") under the Senior Credit Agreement. No Holder shall accelerate any Promissory Note or otherwise exercise any remedies available to it during the continuance of a default or Event of Default as a result of a Guarantor Default prior to the date that is fifteen (15) Business Days following the date on which the financial statements of the Maker are publicly available as posted on the Electronic Data Gathering, Analysis and Retrieval system (EDGAR) or any successor filing system of the U.S. Securities and Exchange Commission.
View More
