Common use of Leverage Ratios Clause in Contracts

Leverage Ratios. Consolidated Leverage Ratio A. Consolidated Funded Indebtedness on such determination date: $ B. Consolidated Adjusted EBITDA for the applicable period of four consecutive fiscal quarters (Schedule 2): $ C. Consolidated Leverage Ratio (Line II.A ÷ Line II.B): to 1.0 Maximum permitted: Prior to the Collateral Release Date, on each Quarterly Testing Date occurring on or after June 30, 2018 5.50 to 1.00 From and after the Collateral Release Date, on each Quarterly Testing Date occurring on or after June 30, 2018, other than during a Specified Acquisition Period 5.25 to 1.00 From and after the Collateral Release Date, on each Quarterly Testing Date occurring on or after June 30, 2018, occurring during a Specified Acquisition Period 5.50 to 1.00 For the Quarter/Year ended (“Statement Date”) – All non-cash items of income (other than account receivables and similar items arising from the normal course of business and reflected as income under accrual methods of accounting consistent with past practices) for such period — — — — — + Pro rata share of Included Unrestricted Subsidiaries EBITDA — — — — — – Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) EBITDA (100%) — — — — — – Income from Equity Interests — — — — — = Consolidated EBITDA before Cash Distributions — — — — — – Actual cash distributions to the Borrower and its Consolidated Restricted Subsidiaries from Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) or in respect of Equity Interests of other Persons (that are not Subsidiaries) in excess of 20% of total Consolidated EBITDA before actual cash distributions — — — — — = Consolidated EBITDA — — — — — + Pro forma gain (loss) resulting from any Material Acquisition or Disposition or Subsidiary redesignation — — — — — 3 Aggregate amount of all Material Project EBITDA Adjustments limited to 20% of total actual Consolidated EBITDA for a period.

Leverage Ratios. Consolidated Leverage Ratio A. Consolidated Funded Indebtedness on such determination datedate2: $ B. Consolidated Adjusted EBITDA for the applicable period of four consecutive fiscal quarters (Schedule 2): $ C. Consolidated Leverage Ratio (Line II.A ÷ Line II.B): to 1.0 Maximum permitted: 2 Principal or similar amounts outstanding in excess of $250,000,000 under any Permitted Receivables Financing (whether or not on the balance sheet of the Borrower or any of its Consolidated Restricted Subsidiaries) shall be included in Consolidated Funded Indebtedness for purposes of this calculation. Prior to the Collateral Release Date, on each Quarterly Testing Date occurring on or after June September 30, 2018 2016 5.50 to 1.00 From and after the Collateral Release Date, on each Quarterly Testing Date occurring on or after June September 30, 20182016, other than during a Specified Acquisition Period 5.25 5.00 to 1.00 From and after the Collateral Release Date, on each Quarterly Testing Date occurring on or after June September 30, 20182016, occurring during a Specified Acquisition Period 5.50 to 1.00 A. Consolidated Funded Indebtedness (excluding Unsecured Note Indebtedness) on such determination date3: $ B. Consolidated Adjusted EBITDA for the applicable period of four consecutive fiscal quarters (Schedule 2): $ C. Consolidated Senior Leverage Ratio (Line II.A ÷ Line II.B): to 1.0 Maximum permitted: Prior to an Investment Grade Event, on each Quarterly Testing Date occurring on or after September 30, 2016 4.00 to 1.00 3 Principal or similar amounts outstanding under any Permitted Receivables Financing (whether or not on the balance sheet of the Borrower or any of its Consolidated Restricted Subsidiaries) shall be included in Consolidated Funded Indebtedness for purposes of this calculation. For the Quarter/Year ended (“Statement Date”) – All non-cash items of income - Included Unrestricted Subsidiaries Adjusted EBITDA (other than account receivables and similar items arising from the normal course of business and reflected as income under accrual methods of accounting consistent with past practices100%) for such period — — — — — + Pro rata share of Included Unrestricted Subsidiaries EBITDA — — — — — – - Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) EBITDA (100%) — — — — — – - Income from Equity Interests — — — — — = Consolidated + Material Project EBITDA before Cash Distributions Adjustments4 — — — — — – Actual cash distributions to the Borrower and its Consolidated Restricted Subsidiaries from Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) or in respect of Equity Interests of other Persons (that are not Subsidiaries) in excess of 20% of total Consolidated EBITDA before actual cash distributions — — — — — = Consolidated EBITDA — — — — — + Pro forma gain (loss) resulting from any Material Acquisition or Disposition or Subsidiary redesignation — — — — — 3 4 Aggregate amount of all Material Project EBITDA Adjustments limited to 20% of total actual Consolidated EBITDA for a period.

Leverage Ratios. Consolidated Leverage Ratio A. Consolidated Funded (a) If no Unsecured Note Indebtedness is outstanding on such determination date: $ B. Consolidated Adjusted EBITDA for the applicable period date of four consecutive fiscal quarters (Schedule 2): $ C. determination, permit the Consolidated Leverage Ratio (Line II.A ÷ Line II.B): to be greater than 5.00 to 1.0 Maximum permitted: Prior on the last day of any fiscal quarter. (b) If any Unsecured Note Indebtedness is incurred or outstanding on the applicable date of determination, permit the Consolidated Leverage Ratio to be greater than 5.50 to 1.0 on the Collateral Release Datedate any Unsecured Note Indebtedness is incurred nor on the last day of any fiscal quarter ending during such period. (c) If any Unsecured Note Indebtedness is incurred or outstanding on the applicable date of determination, permit the Consolidated Senior Leverage Ratio to be greater than 4.00 to 1.0 on the date any Unsecured Note Indebtedness is incurred nor on the last day of any fiscal quarter ending during such period. (d) During an Acquisition Period, the maximum permitted Consolidated Leverage Ratio and the maximum permitted Consolidated Senior Leverage Ratio shall each Quarterly Testing Date occurring on or after June 30be increased by 0.50 to 1.00 from the otherwise applicable ratio set forth above (for example, 2018 the Consolidated Leverage Ratio requirement that would otherwise be 5.50 to 1.00 From and will become 6.00 to 1.00). As used in this Section 7.16(d), “Acquisition Period” means a period after the Collateral Release DateClosing Date elected by the Borrower, on each Quarterly Testing Date occurring on or after June 30such election to be exercised by the Borrower by delivering notice thereof to the Administrative Agent, 2018, other than during a beginning with the funding date of the purchase price for any Specified Acquisition Period 5.25 and ending on the earlier of (a) the last day of the third full fiscal quarter following such funding date or (b) the Borrower’s election (provided, that the Borrower is in compliance with all applicable provisions of this Section 7.16 after giving effect to 1.00 From and after such election), to terminate such Acquisition Period, such election to be exercised by the Collateral Release Date, on each Quarterly Testing Date occurring on or after June 30, 2018, occurring during a Specified Borrower delivering notice thereof to the Administrative Agent; provided that once any Acquisition Period 5.50 to 1.00 For is in effect, the Quarter/Year ended next succeeding Acquisition Period may not commence until (“Statement Date”i) – All non-cash items the termination of income such Acquisition Period in effect and (other than account receivables and similar items arising from the normal course of business and reflected as income under accrual methods of accounting consistent with past practicesii) for such period — — — — — + Pro rata share of Included Unrestricted Subsidiaries EBITDA — — — — — – Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) EBITDA (100%) — — — — — – Income from Equity Interests — — — — — = Consolidated EBITDA before Cash Distributions — — — — — – Actual cash distributions after giving effect to the termination of such Acquisition Period in effect the Borrower shall be in compliance with all applicable provisions of this Section 7.17 and its Consolidated Restricted Subsidiaries from Unrestricted Subsidiaries (other than Included Unrestricted Subsidiaries) or in respect of Equity Interests of other Persons (that are not Subsidiaries) in excess of 20% of total Consolidated EBITDA before actual cash distributions — — — — — = Consolidated EBITDA — — — — — + Pro forma gain (loss) resulting from any Material Acquisition or Disposition or Subsidiary redesignation — — — — — 3 Aggregate amount of all Material Project EBITDA Adjustments limited to 20% of total actual Consolidated EBITDA for a periodno Default shall have occurred and be continuing.