Common use of Consolidated Secured Net Leverage Ratio Clause in Contracts

Consolidated Secured Net Leverage Ratio. Permit the Consolidated Secured Net Leverage Ratio as of the end of any Measurement Period of Holdings (commencing with the fiscal quarter ending June 30, 2021) to be greater than 3.50:1.00. Notwithstanding the foregoing, at the sole election of the Borrower and upon notice thereof to the Administrative Agent pursuant to the Borrower’s delivery of a Permitted Acquisition Certificate pursuant to Section 7.03(g)(iii)(C) (or, with respect to each of the AdColony Acquisition and the Fyber Acquisition, pursuant to a Permitted Acquisition Certificate delivered to the Administrative Agent not less than five (5) Business Days prior to the consummation of such Acquisition), the maximum permitted Consolidated Secured Net Leverage Ratio shall be increased to 4.00:1.00 in connection with any Permitted Acquisition consummated on or after the Closing Date with aggregate consideration (including, without duplication, the assumption or incurrence of Indebtedness and all earnout obligations in connection with such Acquisition) equal to or in excess of $50,000,000, which such increase shall be applicable for the fiscal quarter in which such Acquisition is consummated and the three consecutive fiscal quarters thereafter (such period, a “Leverage Increase Period”); provided that, after the first Leverage Increase Period, no subsequent Leverage Increase Period shall take effect hereunder unless at least two consecutive fiscal quarters without an increase to the Consolidated Secured Net Leverage Ratio shall have elapsed since the expiration of the prior Leverage Increase Period.