Common use of Ratio of Consolidated Total Debt to Consolidated EBITDA Clause in Contracts

Ratio of Consolidated Total Debt to Consolidated EBITDA. Permit the ratio of Consolidated Total Debt to Consolidated EBITDA for the twelve month period ending on the last day of the most recent fiscal quarter of Monster Worldwide to exceed 2.00 to 1.00 at any time; provided that for the purposes of this Section 8.1(a), Consolidated EBITDA for the twelve month period ending on the last day of the fiscal quarters of Monster Worldwide ended on June 30, 2003, September 30, 2003 and December 31, 2003 shall be calculated as follows: (i) for the fiscal quarter ending on June 30, 2003, Consolidated EBITDA shall be equal to four times Consolidated EBITDA for the three month period ending on the last day of such fiscal quarter, (ii) for the fiscal quarter ending on September 30, 2003, Consolidated EBITDA shall be equal to two times Consolidated EBITDA for the six month period ending on the last day of such fiscal quarter and (iii) for the fiscal quarter ending on December 31, 2003, Consolidated EBITDA shall be equal to 1.3333 times Consolidated EBITDA for the nine month period ending on the last day of such fiscal quarter, and provided further that, the historic EBITDA for the period of calculation for any Person acquired by the Borrowers or any of their Subsidiaries that constitutes a Permitted Acquisition shall be included in the definition of Consolidated EBITDA for purposes of this Section 8.1(a).

Ratio of Consolidated Total Debt to Consolidated EBITDA. Permit the ratio of Consolidated Total Debt to Consolidated EBITDA for the twelve month period ending on the last day of the most recent fiscal quarter of Monster Worldwide TMP to exceed 2.00 to 1.00 at any time; provided that for the purposes of this Section 8.1(a), Consolidated EBITDA for the twelve month period ending on the last day of the fiscal quarters of Monster Worldwide TMP ended on June 30, 2003, September 30, 2003 and December 31, 2003 shall be calculated as follows: (i) for the fiscal quarter ending on June 30, 2003, Consolidated EBITDA shall be equal to four times Consolidated EBITDA for the three month period ending on the last day of such fiscal quarter, (ii) for the fiscal quarter ending on September 30, 2003, Consolidated EBITDA shall be equal to two times Consolidated EBITDA for the six month period ending on the last day of such fiscal quarter and (iii) for the fiscal quarter ending on December 31, 2003, Consolidated EBITDA shall be equal to 1.3333 times Consolidated EBITDA for the nine month period ending on the last day of such fiscal quarter, and provided further that, the historic EBITDA for the period of calculation for any Person acquired by the Borrowers or any of their Subsidiaries that constitutes a Permitted Acquisition shall be included in the definition of Consolidated EBITDA for purposes of this Section 8.1(a).