Common use of Maximum Consolidated Capital Expenditures Clause in Contracts

Maximum Consolidated Capital Expenditures. Make or incur Consolidated Capital Expenditures, in any Fiscal Year indicated below, in an aggregate amount for the Loan Parties and their Subsidiaries in excess of the corresponding amount set forth below opposite such$55,000,000 in any Fiscal Year (the “Permitted Capital Expenditure Amount”); provided, that such amount for any Fiscal Yearthe Permitted Capital Expenditure Amount shall be increased by an amount equal to the excess, if any, (of such amount for the immediately preceding Fiscal Year (as adjusted in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous Fiscal Year (the “Rollover Amount”) (; provided, further that any such excess amountRollover Amount shall be used in the immediately following Fiscal Year only after the amount scheduledPermitted Capital Expenditure Amount for such following Fiscal Year) has been fully utilized; provided further that if the total net revenues (as reflected on a consolidated statement of operations) of Holdings and its Subsidiaries for aany Fiscal Year exceed $700,000,000, the Permitted Capital Expenditure Amount for such Fiscal Year set forth below shall be increased by 5% of the amount in excess of $700,000,000:700,000,000. Fiscal Year Consolidated Capital Expenditures 2012 $45,000,000 2013 and thereafter $48,000,000

Maximum Consolidated Capital Expenditures. Make Holdings shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any Fiscal Year indicated below, in an aggregate amount for the Loan Parties Holdings and their its Subsidiaries in excess of the corresponding amount set forth below opposite such$55,000,000 in any such Fiscal Year (the “Permitted Capital Expenditure Amount”)Year; provided, that (x) each such amount for any Fiscal Yearthe Permitted Capital Expenditure Amount set forth below shall be increased by in an amount equal to 5% of the excess, if anyaggregate pro forma gross revenues contributed by the Person or assets acquired in connection with any Permitted Acquisitions, (of such amount for y) if the immediately preceding Fiscal Year (as adjusted in accordance with this proviso) over the actual aggregate amount of Consolidated Capital Expenditures for such previous any Fiscal Year (the “Rollover Amount”) (; provided, further that any such excess amountRollover Amount shall be used less than the amount set forth in the immediately following Fiscal Year only after the amount scheduledPermitted Capital Expenditure Amount for such following Fiscal Year) has been fully utilized; provided further that if the total net revenues (as reflected on a consolidated statement of operations) of Holdings and its Subsidiaries for aany Fiscal Year exceed $700,000,000, the Permitted Capital Expenditure Amount table below for such Fiscal Year set forth below (before any carryover), then such shortfall may be added to the amount of Consolidated Capital Expenditures permitted for the immediately succeeding (but not any other) Fiscal Year (but in no event shall the carryover be increased by 5more than 50% of the Consolidated Capital Expenditures permitted for the immediately preceding Fiscal Year) and (z) in determining whether any amount is available for carryover, the amount expended in excess of $700,000,000:700,000,000. any Fiscal Year shall first be deemed to be from the amount allocated to such year before any carryover: Fiscal Year Consolidated Capital Expenditures 2012 $45,000,000 2013 2008 $ 25,000,000 2009 $ 25,000,000 2010 $ 25,000,000 2011 and each Fiscal Year thereafter $48,000,000$ 30,000,000 105

Maximum Consolidated Capital Expenditures. Make The Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital ExpendituresExpenditures (other than Consolidated Capital Expenditures which are made with the proceeds of equity), in any Fiscal Year period indicated below, in an aggregate amount for the Loan Parties Company and their its Subsidiaries in excess of the corresponding amount set forth below opposite such$55,000,000 in any such Fiscal Year (the “Permitted Capital Expenditure Amount”)Year; provided, that such amount for any 127 Fiscal Yearthe Permitted Capital Expenditure Amount Year shall be increased by an amount equal to 100% of the excess, if any, (of such amount for the immediately preceding Fiscal Year (as adjusted in accordance with this proviso) any over the actual amount of Consolidated Capital Expenditures for such the previous Fiscal Year (the “Rollover Amount”) (; Year; provided, further that further, (i) any such excess amountRollover Amount Consolidated Capital Expenditure shall be used in applied first towards any carry-over amount from the immediately following preceding Fiscal Year only after and then towards the amount scheduledPermitted limit below for the Fiscal Year in which such Consolidated Capital Expenditure Amount is made and (ii) in no event will Consolidated Capital Expenditures for such following Fiscal Year) has been fully utilized; provided further that if the total net revenues (as reflected on a consolidated statement of operations) of Holdings and its Subsidiaries for aany any Fiscal Year exceed $700,000,000the sum of (A) the limit below for the Fiscal Year in which such Consolidated Capital Expenditures are made plus (B) 50% of the limit below for the immediately preceding Fiscal Year: Period Consolidated Capital Expenditures 2006 $ 13,000,000 2007 $ 13,000,000 2008 $ 13,000,000 2009 $ 13,000,000 Thereafter $ 13,000,000 In connection with any Permitted Acquisition, the Permitted Capital Expenditure Amount for such Fiscal Year amounts set forth below in the table above shall be increased by 5the product of 1.75% multiplied by the revenue of any target acquired in such Permitted Acquisition for the amount in excess of $700,000,000:700,000,000. Fiscal Year Consolidated Capital Expenditures 2012 $45,000,000 2013 and thereafter $48,000,000immediately preceding four fiscal quarter period ending prior to such Permitted Acquisition.

Maximum Consolidated Capital Expenditures. Make Borrower shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any Fiscal Year indicated below, in an aggregate amount for the Loan Parties Borrower and their its Subsidiaries in excess of the corresponding amount set forth below opposite such$55,000,000 in any such Fiscal Year: PERIOD CONSOLIDATED CAPITAL EXPENDITURES From the Closing Date through December 31, 2007 $ 1,150,000 Fiscal Year (the “Permitted Capital Expenditure Amount”); 2008 $ 2,500,000 Fiscal Year 2009 $ 3,000,000 Fiscal Year 2010 $ 4,000,000 Fiscal Year 2011 $ 4,000,000 Fiscal Year 2012 $ 4,500,000 Fiscal Year 2013 and thereafter $ 5,750,000 provided, that such to the extent the permitted amount for any Fiscal Yearthe Permitted Capital Expenditure Amount Year has been expended, such permitted amount shall be increased by an amount equal to the excess, if any, (of such the permitted amount of Consolidated Capital Expenditures for the immediately preceding previous Fiscal Year (as adjusted without giving effect to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such the previous Fiscal Year (Year; provided further, Borrower shall have the “Rollover Amount”) (; providedright to elect in writing to the Administrative Agent, further that any such excess amountRollover Amount shall be used in delivered no later than concurrently with the immediately following Fiscal Year only after delivery of the amount scheduledPermitted Capital Expenditure Amount Financial Plan for such following Fiscal Year) has been fully utilized; provided further that if , to increase the total net revenues (as reflected on a consolidated statement permitted amount of operations) of Holdings and its Subsidiaries for aany Fiscal Year exceed $700,000,000, the Permitted Consolidated Capital Expenditure Amount Expenditures for such Fiscal Year set forth below shall be increased by 5% no less than $500,000 and no more than $2,000,000, so long as such right is not exercised on more than four occasions from the Closing Date until the date of determination and the amount in excess of aggregate amount, for all increases taken together, does not exceed $700,000,000:700,000,000. Fiscal Year Consolidated Capital Expenditures 2012 $45,000,000 2013 and thereafter $48,000,0002,000,000.