Common use of Maximum Capital Expenditures Clause in Contracts

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period Fiscal Year 2003; $ 18,000,000 Fiscal Year 2004; $ 17,000,000 Fiscal Year 2005; $ 17,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 ; provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “Carry Over Amount”), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period Fiscal Year 2003; $ $18,000,000 Fiscal Year 2004; $ $17,000,000 Fiscal Year 2005; $ $17,000,000 Fiscal Year 2006; $ $18,000,000 Fiscal Year 2007; $ $18,000,000 Fiscal Year 2008; $ $18,000,000 ; provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “Carry Over Amount”), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period ------ --------------------------------------- Fiscal Year 2003; $ $18,000,000 Fiscal Year 2004; $ $17,000,000 Fiscal Year 2005; $ 17,000,000 $15,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 ; $15,000,000 ;provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “"Carry Over Amount”"), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period Fiscal Year 2003; $ 18,000,000 Fiscal Year 2004; $ 17,000,000 Fiscal Year 2005; $ 17,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 ; ;provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “Carry Over Amount”), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings and its Subsidiaries Credit Parties shall not make ---------------------------- Capital Expenditures on a consolidated basis shall not make Capital Expenditures (i) during the following periods that exceed period from August 1, 2000, through December 31, 2000, in the aggregate the amounts set forth opposite each excess of such periods: Period Maximum Capital Expenditures per Period $3,000,000, or (ii) during any Fiscal Year 2003; $ 18,000,000 Fiscal Year 2004; $ 17,000,000 Fiscal Year 2005; $ 17,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 of Borrower commencing during or after January 2001, in excess of $6,500,000 (excluding $2.84 million applied in satisfaction of Borrower's obligations under the Xxxxxx Loan Documents); provided, however, that the -------- amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (ix) 5025% of the amount of permitted Capital Expenditures for the immediately prior period, and (iiy) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “"Carry Over Amount”"), and ----------------- for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, and provided further, that the amount of Capital Expenditures for ---------------- during any Fiscal Year 2003 and Fiscal Year 2004 shall not include up to of Borrower, no more than $5,500,000 of Capital Expenditures made 3,500,000 may be used for purposes other than in connection with the expansion opening of the real property located in Denton, Texas to the extent financed with a Capital Leasenew retail locations of Borrower.

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period Fiscal Year 2003; $ $18,000,000 Fiscal Year 2004; $ $17,000,000 Fiscal Year 2005; $ 17,000,000 $15,000,000 Fiscal Year 2006; $ 18,000,000 $15,000,000 Fiscal Year 2007; $ $18,000,000 Fiscal Year 2008; $ $18,000,000 ; ;provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “"Carry Over Amount”"), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings and its Subsidiaries on a consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period Fiscal Year 2003; $ 18,000,000 Fiscal Year 2004; $ 17,000,000 Fiscal Year 2005; $ 17,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 Fiscal Year 2009; $ 18,000,000 ;provided, however, that the amount of permitted Capital Expenditures referenced above will be increased in any period by the positive amount equal to the lesser of (i) 50% of the amount of permitted Capital Expenditures for the immediately prior period, and (ii) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period minus the actual amount of any Capital Expenditures expended during such prior period (the “Carry Over Amount”), and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital Lease.

Maximum Capital Expenditures. Holdings Borrowers and its their Subsidiaries on a ---------------------------- consolidated basis shall not make Capital Expenditures during the following periods that exceed in the aggregate the amounts set forth opposite each of such periods: Period Maximum Capital Expenditures per Period ------ --------------------------------------- Fiscal Year 2003; $ 1997 $15,000,000 Fiscal Year 1998 $18,000,000 Fiscal Year 2004; $ 17,000,000 Fiscal Year 2005; $ 17,000,000 Fiscal Year 2006; $ 18,000,000 Fiscal Year 2007; $ 18,000,000 Fiscal Year 2008; $ 18,000,000 ; 1999 and thereafter $21,000,000 provided, however, that the amount of permitted Capital Expenditures referenced -------- ------- above will be increased in any period Fiscal Year by the positive amount equal to the lesser of (ia) 50% of the amount of permitted Capital Expenditures for the immediately prior periodFiscal Year, and (iib) the amount (if any), equal to the difference obtained by taking the Capital Expenditures limit specified above for the immediately prior period Fiscal Year minus the actual amount of any Capital ----- Expenditures expended during such prior period Fiscal Year (the “"Carry Over Amount”"), ----------------- and for purposes of measuring compliance herewith, the Carry Over Amount shall be deemed to be the last first amount spent on Capital Expenditures in that succeeding year; provided, further, that the amount of Capital Expenditures for Fiscal Year 2003 and Fiscal Year 2004 shall not include up to $5,500,000 of Capital Expenditures made in connection with the expansion of the real property located in Denton, Texas to the extent financed with a Capital LeaseYear.