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

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) and the Issuer shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired Indebtedness) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and issue shares of preferred stock, if, after giving effect thereto, the Fixed Charge Coverage Ratio of the Issuer and the Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of Section 1011(b) by Restricted Subsidiaries that are not Guarantors shall not exceed the greater of (x) $200.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer Holdings shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise liable with respect to (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) ), and the Issuer shall Holdings will not issue any shares of Disqualified Stock and shall will not permit any Restricted Subsidiary to issue any shares of Disqualified Stock oror Preferred Stock unless, in on a Pro Forma Basis, the case Interest Coverage Ratio of Holdings for Holdings’ most recently ended Test Period preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or Preferred Stock is issued would have been at least 2.00 to 1.00 (the “Ratio Test”); provided that the aggregate amount of Indebtedness, Disqualified Stock or Preferred Stock of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired IndebtednessNote Guarantors outstanding at any one time under this Section 4.06(a) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and issue shares of preferred stock, if, after giving effect thereto, the Fixed Charge Coverage Ratio of the Issuer and the Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(xthis Section 4.06(a) of and refinanced under Section 1011(b4.06(b)(13) by Restricted Subsidiaries that are not Guarantors below shall not exceed the greater of (xi) $200.0 million 100,000,000 and (yii) 5010% of LTM EBITDA for determined at the Applicable Measurement Period at date of any one time outstandingsuch incurrence.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to Incur any Indebtedness (including Acquired Indebtedness) and the Issuer shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired Indebtedness) or issue shares of any Disqualified Stock, ; provided that the Issuer and any of its Restricted Subsidiary Subsidiaries may incur Incur Indebtedness (including Acquired Indebtedness)) or issue Disqualified Stock if, issue shares immediately after giving effect to the Incurrence of such Indebtedness or issuance of such Disqualified Stock and issue shares the receipt and application of preferred stock, if, after giving effect theretothe proceeds therefrom, the Fixed Charge Coverage Ratio of the Issuer and the its Restricted Subsidiaries (on a consolidated basis), for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such Indebtedness is Incurred or Disqualified Stock is issued for which such calculation is being made would be at least 2.00 to 1.00, determined on a Pro Forma Basis; provided, further, provided that the aggregate amount of Indebtedness (including Acquired Indebtedness), Incurred or Disqualified Stock and preferred stock that may be incurred issued pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of this Section 1011(b3.2(a) by Non-Guarantor Restricted Subsidiaries that are not Guarantors shall not exceed in the greater of (x) aggregate $200.0 35.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to Incur any Indebtedness (including Acquired Indebtedness) and the Issuer shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired Indebtedness) or issue shares of any Disqualified Stock, ; provided that the Issuer and any of its Restricted Subsidiary Subsidiaries may incur Incur Indebtedness (including Acquired Indebtedness)) or issue Disqualified Stock if, issue shares immediately after giving effect to the Incurrence of such Indebtedness or issuance of such Disqualified Stock and issue shares the receipt and application of preferred stock, if, after giving effect theretothe proceeds therefrom, the Fixed Charge Coverage Ratio of the Issuer and the its Restricted Subsidiaries (on a consolidated basis), for the Relevant Measurement Period immediately preceding the date on which such Indebtedness is Incurred or Disqualified Stock is issued would be at least 2.00 to 1.001.00 (“Ratio Debt”), determined on a Pro Forma Basis (plus, in the case of any Refinancing Indebtedness, without duplication, the Additional Refinancing Amount); provided, further, provided that the aggregate amount of Indebtedness (including Acquired Indebtedness), Incurred or Disqualified Stock and preferred stock that may be incurred issued pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of this Section 1011(b3.2(a) by Non-Guarantor Restricted Subsidiaries that are not Guarantors shall not exceed in the greater of (x) aggregate $200.0 100.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) and the Issuer shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired Indebtedness) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and issue shares of preferred stock, if, after giving effect thereto, the Fixed Charge Coverage Ratio of the Issuer and the Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of Section 1011(b) by Restricted Subsidiaries that are not Guarantors shall not exceed the greater of (x) $200.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) and the Issuer shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer may incur Indebtedness (including Acquired 82 Indebtedness) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and issue shares of preferred stock, if, after giving effect thereto, the Fixed Charge Coverage Ratio of the Issuer and the Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of Section 1011(b) by Restricted Subsidiaries that are not Guarantors shall not exceed the greater of (x) $200.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer Parent shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) and the Issuer Parent shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stock; provided that the Issuer Parent may incur Indebtedness (including Acquired Indebtedness) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and issue shares of preferred stock, if, after giving pro forma effect thereto, the Fixed Charge Coverage Ratio of the Issuer Parent and the its Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of Section 1011(b) by Restricted Subsidiaries that are not Guarantors shall not exceed the greater of (x) $200.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.

Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock. (a) The Issuer Company shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise (collectively, “incur” and collectively, an “incurrence”) with respect to any Indebtedness (including Acquired Indebtedness) and the Issuer Company shall not issue any shares of Disqualified Stock and shall not permit any Restricted Subsidiary to issue any shares of preferred stock or Disqualified Stock or, in the case of Restricted Subsidiaries that are not the Issuer or Guarantors, preferred stockStock; provided that the Issuer Company may incur Indebtedness (including Acquired Indebtedness) or issue shares of Disqualified Stock, and any Restricted Subsidiary may incur Indebtedness (including Acquired Indebtedness), issue shares of Disqualified Stock and ) or issue shares of preferred stockstock or Disqualified Stock (any Indebtedness or Disqualified Stock incurred pursuant to this paragraph, “Ratio Indebtedness”) if, after giving effect thereto, the Fixed Charge Coverage Ratio of the Issuer Company and the Restricted Subsidiaries would be at least 2.00 to 1.00; provided, further, that the amount of Indebtedness (including Acquired Indebtedness), Disqualified Stock and preferred stock that may be incurred pursuant to the foregoing, together with any amounts incurred under clause (14)(x) of Section 1011(b) by Restricted Subsidiaries that are not Guarantors shall not exceed the greater of (x) $200.0 million and (y) 50% of EBITDA for the Applicable Measurement Period at any one time outstanding.