Common use of Limitation on Incurrence of Indebtedness Clause in Contracts

Limitation on Incurrence of Indebtedness. (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) create, incur, issue, assume, guaranty or otherwise become directly or indirectly liable with respect to, contingently or otherwise (collectively, "incur"), any Indebtedness (including Acquired Debt) or (ii) issue any Disqualified Stock; PROVIDED, HOWEVER, that the Company may incur Indebtedness or issue shares of Disqualified Stock and any Restricted Subsidiary may incur Acquired Debt, in each case if (w) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect on a PRO FORMA basis to such incurrence or issuance, (x) the Company has made the then most recent payment of interest due under the Notes entirely in cash and without issuing any PIK Notes, and (y) the Interest Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock is issued would have been at least equal to the ratio set forth below opposite the period in which such incurrence or issuance occurs, determined on a PRO FORMA basis (including a PRO FORMA application of the net proceeds therefrom), as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period:

Limitation on Incurrence of Indebtedness. (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) create, incur, issue, assume, guaranty or otherwise become directly or indirectly liable with respect to, contingently or otherwise (collectively, "incur"), any Indebtedness (including Acquired Debt) or (ii) issue any Disqualified Stock; PROVIDED, HOWEVER, that the Company may incur Indebtedness or issue shares of Disqualified Stock and any Restricted Subsidiary may incur Acquired Debt, in each case if (wx) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect on a PRO FORMA basis to such incurrence or issuance, (x) the Company has made the then most recent payment of interest due under the Notes entirely in cash and without issuing any PIK Notes, and (y) the Interest Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock is issued would have been at least equal to the ratio set forth below opposite the period in which such incurrence or issuance occurs, determined on a PRO FORMA basis (including a PRO FORMA application of the net proceeds therefrom), as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period:

Limitation on Incurrence of Indebtedness. and Issuance ----------------------------------------------------- of Preferred Stock. (a) The Company shall not, and shall not permit any of its Restricted ------------------ Subsidiaries to, directly or indirectly, (i) create, incur, issue, assume, guaranty guarantee or otherwise become directly or indirectly liable with respect toliable, contingently or otherwise otherwise, with respect to (collectively, "incur"), ) any Indebtedness (including Acquired DebtIndebtedness) or (ii) other than Permitted Indebtedness and the Company shall not issue any Disqualified StockStock and shall not permit any of its Subsidiaries to issue any shares of preferred stock; PROVIDEDprovided, HOWEVERhowever, that the Company may incur -------- ------- Indebtedness or (including Acquired Indebtedness) and the Company may issue shares of Disqualified Stock and any Restricted Subsidiary may incur Acquired Debt, in each case if if: (w) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect on a PRO FORMA basis to such incurrence or issuance, (xi) the Company has made the then most recent payment of interest due under the Notes entirely in cash and without issuing any PIK Notes, and (y) the Interest Fixed Charge Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock is issued would have been at least equal 2.0 to the ratio set forth below opposite the period in which such 1.0 with respect to any incurrence on or issuance occursbefore September 30, 2000, or 2.50 to 1.0 with respect to any incurrence thereafter, determined on a PRO FORMA pro forma basis (including a PRO FORMA pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period:; and (ii) no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof;

Limitation on Incurrence of Indebtedness. (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly, (i1) create, incur, issue, assume, guaranty or otherwise become directly or indirectly liable liable, with respect to, contingently or otherwise (collectively, "incur"), any Indebtedness (including Acquired Debt) or (ii2) issue any Disqualified Stock; PROVIDED, HOWEVERprovided, that the Company may incur Indebtedness or issue shares of Disqualified Stock and any Restricted Subsidiary may incur Acquired Debt, in each case if (wx) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect on a PRO FORMA pro forma basis to to, such incurrence or issuance, (x) the Company has made the then most recent payment of interest due under the Notes entirely in cash and without issuing any PIK Notes, and (y) the Interest Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness (or Acquired Debt) is incurred or such Disqualified Stock is issued would have been at least equal to the ratio set forth below opposite the period in which such incurrence or issuance occurs, determined on a PRO FORMA pro forma basis (including a PRO FORMA pro forma application of the net proceeds therefrom), as if the additional Indebtedness (including, without limitation, Acquired Debt) had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period:

Limitation on Incurrence of Indebtedness. (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly, (i1) create, incur, issue, assume, guaranty Guarantee or otherwise become directly or indirectly liable with respect to, contingently or otherwise (collectively, "incur"), any Indebtedness (including Acquired Debt) or (ii2) issue any Disqualified Stock; PROVIDED, HOWEVERprovided, that the Company may incur Indebtedness (including Acquired Debt) or issue shares of Disqualified Stock and any Restricted Subsidiary may incur Indebtedness (including Acquired Debt), in each case if (wx) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect on a PRO FORMA pro forma basis to such incurrence or issuance, (x) the Company has made the then most recent payment of interest due under the Notes entirely in cash and without issuing any PIK Notes, and (y) the Interest Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock is issued would have been at least equal to the ratio as is then applicable for each applicable period as is set forth below opposite the period in which such incurrence or issuance occurs, determined on a PRO FORMA basis (including a PRO FORMA application of the net proceeds therefrom), as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period:below: Period Ratio ------ -----