Common use of Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock Clause in Contracts

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if the 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 or such Preferred Stock is issued would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any shares of Disqualified Stock and will the Company shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Guarantor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will Issuer shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will Issuer shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuer and any its Restricted Subsidiary Subsidiaries may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the Fixed Charge Coverage Ratio for the CompanyIssuer’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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period; provided that the maximum amount of Indebtedness that may be incurred by Non-Guarantor Subsidiaries under this clause (a) shall be $15.0 million outstanding at any time.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary Guarantor may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if (i) the Fixed Charge Coverage Consolidated Total Leverage 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 or such Preferred Stock is issued would have been at least 2.0 no greater than 3.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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-four quarter periodperiod and (ii) such Indebtedness (including Acquired Debt) does not mature, is not mandatorily redeemable or prepayable pursuant to a sinking fund obligation or otherwise and is not redeemable or prepayable at the option of the holder thereof, in whole or in part, in each case, on or prior to the Stated Maturity of the Notes other than pursuant to provisions similar to those set forth in Sections 5.10 and 5.14.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur incur any Indebtedness (including Acquired Debt) or issue any shares of Disqualified Stock, and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares preferred stock (other than in each case Disqualified Stock or preferred stock of Preferred StockRestricted Subsidiaries held by the Company or a Restricted Subsidiary, so long as so held); provided, however, that (i) the Company and or any Restricted Subsidiary Guarantor may Incur incur Indebtedness (including Acquired Debt) and the Company issue Disqualified Stock and (ii) any Subsidiary Guarantor may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stockpreferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or preferred stock had been issued, as the case may be, and the application of proceeds therefrom had occurred, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any shares of Disqualified Stock and will the Company shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Guarantor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will Issuer shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, "incur") any Indebtedness (including Acquired Debt) ), and the Company will Issuer shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuer and any Restricted Subsidiary the Guarantors may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the Fixed Charge Coverage Ratio for the Company’s Issuer'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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.01, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuers and any Restricted Subsidiary the Guarantors may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.01, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuers and any Restricted Subsidiary the Guarantors may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.01, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuers and any Restricted Subsidiary the Guarantors may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, Stock or such preferred stock if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.01, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company From and after the Escrow Release Date, the Issuer will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company Issuer will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company and Issuer or any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the Fixed Charge Coverage Ratio for the CompanyIssuer’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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any shares of Disqualified Stock and will the Company shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Guarantor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period; provided, further, that Navios Finance may incur Indebtedness in connection with serving as a co-obligor or guarantor as Indebtedness incurred by the Company or any Restricted Subsidiary that is otherwise permitted by this Section 4.10.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, : (1) directly or indirectly, Incur any Indebtedness (including Acquired DebtIndebtedness); or (2) issue any shares of Disqualified Stock; and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary may Incur Indebtedness (including Acquired DebtIndebtedness) and the Company may or issue shares of Disqualified Stock, Stock and any Restricted Subsidiary may issue shares of Preferred Stock, in each case if the Fixed Charge Coverage Debt to Adjusted EBITDA Ratio of the Company 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 or such Preferred Stock is issued would have been at least 2.0 be less than or equal to 1.0, 5.00 to 1.00 determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, or the Disqualified Stock or Preferred Stock had been issued, as the case may be, and the application of proceeds therefrom had occurred at the beginning of such four-quarter period; provided that the amount of Indebtedness that may be Incurred and Disqualified Stock or Preferred Stock that may be issued pursuant to the foregoing by Non-Guarantor Restricted Subsidiaries shall not exceed $40.0 million at any one time outstanding (the “Non-Guarantor Exception”).

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) 8.1 The Company Parent will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company Parent will not issue any shares of Disqualified Stock Stock, and the Parent will not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company and any Restricted Subsidiary Parent may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Obligor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the Fixed Charge Coverage Ratio for the CompanyParent’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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 2.25 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.:

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Ac- quired Debt) ), and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Re- stricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary the Guarantors may incur Indebtedness (including Acquired Debt) or issue Preferred Stockpreferred stock, if the 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 incurred or such Disqualified Dis- qualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company Issuer and any Restricted Subsidiary Guarantor may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, Stock and any Restricted Subsidiary may issue shares of Preferred Stock, if the 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 or such Preferred Stock is are issued would have been at least not less than 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, or the Disqualified Stock or Preferred Stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if the 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 or such Preferred Stock is issued would have been at least 2.0 to 1.0, determined on a pro forma basis (including a 50 pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will Parent shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will Parent shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary Guarantor may Incur Indebtedness (including Acquired Debt) and the Company Parent may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if the Fixed Charge Coverage Ratio for the CompanyParent’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 or such Preferred Stock is issued would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will Issuer shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company Issuer will not issue any shares of Disqualified Stock Stock, and the Issuer will not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company Issuer may incur Indebtedness Global Ship Lease, Inc. Indenture Page 70 (including Acquired Debt) or issue Disqualified Stock, and any Restricted Subsidiary Guarantor may Incur incur Indebtedness (including Acquired Debt) and the Company may ), issue shares of Disqualified Stock, and any Restricted Subsidiary may Stock or issue Preferred Stockshares of preferred stock, if the Fixed Charge Coverage Ratio for the CompanyIssuer’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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 2.25 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.;

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, "INCUR") any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any shares of Disqualified Stock and will the Company shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Guarantor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the Fixed Charge Coverage Ratio for the Company’s '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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary the Guarantors may incur Indebtedness (including Acquired Debt) or issue Preferred Stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock is issued issued, as the case may be, would have been at least 2.0 2.00 to 1.01.00, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or Preferred Stock had been issued, as the case may be, and the proceeds thereof applied at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company Issuers and any Restricted Subsidiary Guarantor may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if the 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 or such Preferred Stock is issued would have been at least 2.0 3.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company and any Restricted Subsidiary Guarantor may Incur Indebtedness (including Acquired Debt) and the Company may issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred Stock, if the Fixed Charge Coverage Consolidated Total Leverage 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 or such Preferred Stock is issued would have been at least 2.0 no greater than 3.5 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), 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-four quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted of its Subsidiary Guarantors may incur Indebtedness (including Acquired Debt) or issue Preferred Stockpreferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 2.00 to 1.01.00, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, therefrom including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceedsrefinance other indebtedness), as if the additional Indebtedness had been Incurred, incurred or the preferred stock or Disqualified Stock had been issued, as the case may be, at the beginning of such four-four- quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, "incur") any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any Disqualified Stock and will shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stockpreferred stock; provided, however, that the Company Issuers and any Restricted Subsidiary the Guarantors may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary may issue Preferred StockStock or preferred stock, if the Fixed Charge Coverage Ratio for the Company’s '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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.01, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.

Incurrence of Indebtedness and Issuance of Disqualified Stock and Preferred Stock. (a) The Company will shall not, and will shall not permit any of its Restricted Subsidiaries to, directly or indirectly, Incur create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt) ), and the Company will shall not issue any shares of Disqualified Stock and will the Company shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred StockDisqualified Stock or preferred stock; providedprovided , howeverfurther , that the Company and any Restricted Subsidiary may Incur incur Indebtedness (including Acquired Debt) and the Company may or issue shares of Disqualified Stock, and any Restricted Subsidiary Guarantor may incur Indebtedness (including Acquired Debt), issue Preferred Stockshares of Disqualified Stock or issue shares of preferred stock, if the 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 incurred or such Disqualified Stock or such Preferred Stock preferred stock is issued issued, as the case may be, would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net cash proceeds therefrom, including the effect of acquisitions or repayments or redemptions of Indebtedness to be funded by such proceeds), as if the additional Indebtedness had been Incurred, incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period.