Closing Date EBITDA definition

Examples of Closing Date EBITDA in a sentence

• The Closing Date Leverage Ratio shall be no greater than 2.75 to 1.00 and the Administrative Agent shall have received a duly completed certificate executed by a Responsible Officer of the Borrower setting forth a calculation of such Closing Date Leverage Ratio, in form and substance satisfactory to the Administrative Agent (including a reasonably detailed calculation of Closing Date EBITDA).

• The Borrower shall not permit the Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (including the fourth fiscal quarter) to exceed 6.0 to 1.0 (or, if less than four fiscal quarters have ended since the Closing Date, EBITDA for the relevant period shall be deemed to equal EBITDA for the one, two or three immediately preceding completed fiscal quarters commencing with the fiscal quarter ending March 31, 2006, multiplied by 4, 2 and 4/3 respectively).

• In the event any such notice of disagreement is timely provided, Buyer and Seller, in conjunction with their respective independent accounting firms, shall use commercially reasonable efforts for a period of fifteen (15) Business Days (or such longer period as they may mutually agree) to resolve any disagreements with respect to the calculation of Closing Date EBITDA.

• Notwithstanding anything to the contrary elsewhere in this Indenture, to the extent for periods including, or relating to, any period ending on or prior to the Closing Date, EBITDA and Consolidated Net Income, or any other financial calculations, in each case with respect to the Issuer for any periods that include any periods prior to the Closing Date shall be determined on the basis of the consolidated audited financial statements of IMS Health Incorporated and its subsidiaries for the relevant periods.

• The date on which Closing Date EBITDA is finally determined in accordance with this Section 2.7 is hereinafter referred to as the “EBITDA Determination Date”.