Rubber Group Reserve. The Reserve in the amount of $1,000,000; provided, that, $500,000 of the Rubber Group Reserve shall be released within five (5) Business Days from the last to be received by Agent of each of the following: (a) a certificate from Borrowers, executed by the Chief Financial Officer of each Borrower and either the Chairman of the Board or President of each Borrower, stating that the EBITDA of Borrowers' "Rubber Group", as such
... EBITDA of the Rubber Group is reflected in Borrowers' quarterly reports on Form 10-Q and annual reports on Form 10-K, for the prior two consecutive fiscal quarters was not less $8,000,000 and (b) the financial statements of Borrowers with respect to such prior two consecutive fiscal quarters as required pursuant to Section 9.6 hereof; and the balance of the Rubber Group Reserve shall be released within five (5) business days following the earlier of (x) the receipt by the Agent of the Borrowers' financial statements for the nine months ended September 30, 2004, so long as the Fixed Coverage Charge Ratio of Borrowers for the consecutive nine months immediately preceding September 30, 2004 (treated as a single accounting period) is not less than 1.00 to 1.00 and (y) the receipt by the Agent of the Borrowers' financial statements for any Test Date after September 30, 2004, which evidence that the Fixed Coverage Charge Ratio of Borrowers for the immediately preceding consecutive twelve months (treated as a single accounting period) is not less than 1.00 to 1.00; provided, that, as of the date of such release and after giving effect thereto, no Default or Event of Default shall exist or have occurred and be continuing; provided, further, that, in the event such Reserve is released in accordance with the conditions set forth above, Agent shall re-establish such Reserve in the amount of $1,000,000 at any time that Agent determines that the EBITDA of Borrowers' Rubber Group, as such EBITDA of the Rubber Group is reflected in Borrower' quarterly reports on Form 10-Q and annual reports on Form 10-K, for any prior two consecutive fiscal quarters was less than $8,000,000 and such Reserve shall be released in the event that the conditions set forth above for its release have been satisfied.
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