Common use of Consolidated Capital Expenditures Clause in Contracts

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any Fiscal Year, in an aggregate amount in excess of $50,000,000 (the "MAXIMUM CONSOLIDATED CAPITAL EXPENDITURES AMOUNT"); provided that the outstanding amount of Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceed, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount for any Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- Subsidiary Guarantor Capital Expenditures, respectively, for such previous Fiscal Year.

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make Make or incur Consolidated Capital Expenditures, in Expenditures during any Fiscal Year, Year in an aggregate amount in excess of (1) $50,000,000 30,000,000 (as adjusted in accordance with the "MAXIMUM CONSOLIDATED CAPITAL EXPENDITURES AMOUNT"provisos hereto, the “Maximum Consolidated Capital Expenditures Amount”), plus (2) the amount of any Consolidated Capital Expenditures made or incurred during such Fiscal Year in connection with the construction and outfitting of one new production facility in the United States (provided that the amount of all Consolidated Capital Expenditures permitted by this clause (2) during the term of this Agreement shall not exceed $10,000,000 in the aggregate); provided that the outstanding amount of Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceed, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount for any such Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect prior to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- Subsidiary Guarantor Capital Expenditures, respectively, for such previous Fiscal Year; provided, further, that the Maximum Consolidated Capital Expenditures Amount for each Fiscal Year shall be increased (1) with the proceeds of any issuances of Securities not required to prepay the Loans (other than Permitted Cure Securities) pursuant to Section 2.13(b) received by Company or any of its Subsidiaries during such Fiscal Year or used to make Restricted Junior Payments; and (2) by that part of Consolidated Excess Cash Flow calculated for the immediately preceding Fiscal Year not required to be used to prepay the Loans pursuant to Section 2.13(d); provided, further, that the Maximum Consolidated Capital Expenditures Amount for any Fiscal Year shall be further increased upon the consummation of a Permitted Acquisition by an amount equal to 5% of the enterprise value of the assets acquired in connection with such Permitted Acquisition.

Consolidated Capital Expenditures. Company shall not, and shall not permit its Restricted Subsidiaries to, make or incur Consolidated Capital Expenditures, in any Fiscal YearYear indicated below, in an aggregate amount in excess of $50,000,000 the corresponding amount (the "MAXIMUM CONSOLIDATED CAPITAL EXPENDITURES AMOUNT")) set forth below opposite such Fiscal Year; provided that the outstanding amount of Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceed, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit -------- Amount for any Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect prior to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- Subsidiary Guarantor Capital Expenditures, respectively, for such previous Fiscal Year.; provided, further that in no event shall the amount of such increase -------- ------- exceed the Maximum Consolidated Capital Expenditures Amount for such previous Fiscal Year (prior to any adjustment in accordance with this proviso): 119 MAXIMUM CONSOLIDATED CAPITAL PERIOD EXPENDITURES ------------------------ ------------ Fiscal Year 1998 $31,000,000 Fiscal Year 1999 $28,000,000 Fiscal Year 2000 and each $27,000,000 Fiscal Year thereafter

Consolidated Capital Expenditures. Company (i) Each of Parent and Borrower shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital ExpendituresExpenditures net of any proceeds received by Borrower from the sale of scaffolding (other than new scaffolding), in any Fiscal YearYear indicated below, in an aggregate amount in excess of $50,000,000 the corresponding amount (the "MAXIMUM CONSOLIDATED NET CAPITAL EXPENDITURES AMOUNT")) set forth below opposite such Fiscal Year; provided that the outstanding amount of Maximum Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceed, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Net Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount for any Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Net Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- (net of any proceeds received by Borrower or any Subsidiary Guarantor Capital Expenditures, respectively, from the sale of scaffolding equipment (other than scaffolding inventory held for sale in the ordinary course of business)) for such previous Fiscal Year.; provided, further, that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Net Capital Expenditures Amount for such previous Fiscal Year (prior to any adjustment in accordance with this proviso): 117 MAXIMUM CONSOLIDATED NET FISCAL YEAR CAPITAL EXPENDITURES ----------- ------------------------ 2002 $20,000,000 2003 $20,000,000 2004 $20,000,000 2005 and each Fiscal Year thereafter $25,000,000

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make Make or incur Consolidated Capital Expenditures, in Expenditures during any Fiscal Year, Year in an aggregate amount in excess of (1) $50,000,000 30,000,000 (as adjusted in accordance with the provisos hereto, the "MAXIMUM CONSOLIDATED CAPITAL EXPENDITURES AMOUNT"), plus (2) the amount of any Consolidated Capital Expenditures made or incurred during such Fiscal Year in connection with the construction and outfitting of one new production facility in the United States (provided that the amount of all Consolidated Capital Expenditures permitted by this clause (2) during the term of this Agreement shall not exceed $10,000,000 in the aggregate); provided that the outstanding amount of Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceed, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount for any such Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect other than Fiscal Year 2003) (prior to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- Subsidiary Guarantor Capital Expenditures, respectively, for such previous Fiscal Year; provided, further, that the Maximum Consolidated Capital Expenditures Amount for each Fiscal Year shall be increased (1) with the proceeds of any issuances of Securities not required to prepay the Loans (other than Permitted Cure Securities) pursuant to Section 2.13(b) received by Company or any of its Subsidiaries during such Fiscal Year or used to make Restricted Junior Payments; and (2) by that part of Consolidated Excess Cash Flow calculated for the immediately preceding Fiscal Year not required to be used to prepay the Loans pursuant to Section 2.13(d); provided, further, that the Maximum Consolidated Capital Expenditures Amount for any Fiscal Year shall be further increased upon the consummation of a Permitted Acquisition by an amount equal to 5% of the enterprise value of the assets acquired in connection with such Permitted Acquisition.

Consolidated Capital Expenditures. A. Holdings and Company shall not, and shall not permit its their respective Subsidiaries to, make or incur Consolidated Capital Expenditures, in any Fiscal YearYear indicated below, in an aggregate amount in excess of $50,000,000 the corresponding amount (as adjusted in accordance with the "MAXIMUM CONSOLIDATED CAPITAL EXPENDITURES AMOUNT")provisos hereto, the “Maximum Consolidated Capital Expenditures Amount”) set forth below opposite such Fiscal Year; provided that the outstanding amount of Consolidated Capital -------- Expenditures incurred by all Subsidiaries of the Company other than the wholly- owned Subsidiary Guarantors (the "NON-SUBSIDIARY GUARANTOR CAPITAL EXPENDITURES") shall not exceedcommencing with Fiscal Year 2004, in any Fiscal Year, $10,000,000 (the "NON- SUBSIDIARY GUARANTOR SUBLIMIT AMOUNT"); provided, further that the Maximum -------- ------- Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount for any Fiscal Year shall be increased by an amount equal to the lesser of (x) the excess, if any, of the Maximum Consolidated Capital Expenditures Amount and the Non-Subsidiary Guarantor Sublimit Amount, respectively, for the previous Fiscal Year (without giving effect prior to any adjustment made in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures and Non- Subsidiary Guarantor Capital Expenditures, respectively, for such previous Fiscal Year and (y) 50% of the Maximum Consolidated Capital Expenditures Amount (prior to adjustment in accordance with this proviso) for such previous Fiscal Year (the amount of such increase described in this proviso being the “Carryforward” from such preceding Fiscal Year.): Fiscal Year Maximum Consolidated Capital Expenditures 2002 $ 20,000,000 2003 $ 30,000,000 2004 and thereafter $ 35,000,000 ; and provided further, that the Maximum Consolidated Capital Expenditures Amount for each Fiscal Year shall be increased upon the consummation of the acquisition of a New Business as follows: