Common use of Limitation on Capital Expenditures Clause in Contracts

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below), if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount"), may be carried over for expenditure in the next succeeding fiscal year, (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,

Limitation on Capital Expenditures. Make or commit to make any ---------------------------------- Capital Expenditure, except (a) for each fiscal period set forth below, Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal yearperiod: Fiscal Year Amount ----------- Period Capital Expenditures (millions) ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 ------------------------------- Closing Date - 06/30/00 $10,000,000 2005 150 07/01/00 - 06/30/01 $12,000,000 2006 150 07/01/01 - 06/30/02 $12,000,000 2007 100 07/01/02 - 06/30/03 $12,000,000 100 07/01/03 - 06/30/04 $100 07/01/04 - 06/30/05 $100 ; provided, provided that (i) up to 50100% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so -------- expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in ----- respect of amounts permitted for such fiscal year as provided above above, and, second, in respect of amounts carried over from the prior fiscal year pursuant ------ to subclause (i) above, above and (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such $10,000,000 per fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 ; provided, PROVIDED that (i) up to 50100% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, ; (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, firstFIRST, in respect of amounts permitted for such fiscal year as provided above and, second; SECOND, in respect of amounts carried over from the prior fiscal year pursuant to subclause clause (i) above; and (iii) in addition, (b) the Borrower and its Subsidiaries shall be permitted to make Capital Expenditures made with during the term of this Agreement in an amount not exceeding (x) 50% of the Net Cash Proceeds of any issuance and sale of Capital Stock (other than Disqualified Stock) by the Borrower after the Closing Date, if such Net Cash Proceeds are used within 365 days from receipt thereof to pay for such Capital Expenditures, and (y) the proceeds of any Reinvestment Deferred Amount,.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures (excluding Capital Expenditures referred to in clauses (b) and (c) of this Section 7.7) of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such $45,000,000 per fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, and second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,Amount and (c) Capital Expenditures made with Available Cash to the extent such Available Cash has not been used to make Investments pursuant to Sections 7.8(i), (l), (m) or (p) or Restricted Payments pursuant to Sections 7.6(d) or (f), or to pay, prepay, repurchase, redeem or defease the Senior Subordinated Notes pursuant to Section 7.9(a).

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business not exceeding in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount Maximum Capital Expenditures ----------- ------ ---------------------------- 2000 $18,500,000 2001 $20,000,000 2002 $ 8,500,000 $26,000,000 2003 $ 9,000,000 $25,000,000 2004 $10,000,000 20,000,000 2005 $12,000,000 20,000,000 2006 $12,000,000 30,000,000 2007 $12,000,000 ; 30,000,000 provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year ("Capital Expenditure Carry Forward") and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, and second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) aboveany Capital Expenditure Carry Forward, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,, (c) Capital Expenditures made with the proceeds of Excess Cash Flow remaining after giving effect to any mandatory prepayments required by Section 2.12(c) and (d) Capital Expenditures made with the proceeds of any capital contribution by Holdings to the Borrower.

Limitation on Capital Expenditures. Make or commit to make (by way of the acquisition of securities of a Person or otherwise) any Capital Expenditure, except (a) Capital 63 Expenditures of the Borrower Details and its Subsidiaries in the ordinary course of business not exceeding in any fiscal year of the Borrower not exceeding Details the amount set forth below opposite such fiscal yearyear (the "Base CapEx Amount") plus the then unused Permitted Expenditure Amount: Fiscal Year Base CapEx Amount ----------- ------ ----------------- 1998 $20,000,000 1999 $20,000,000 2000 $22,500,000 2001 $25,000,000 2002 $ 8,500,000 $27,500,000 2003 $ 9,000,000 $30,000,000 2004 $10,000,000 30,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 32,500,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below), if the Base CapEx Amount not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount"), may be carried over for expenditure in the next succeeding fiscal year, and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts the Base CapEx Amount permitted for such fiscal year as provided above and, second, in respect of amounts any portion of such Base CapEx Amount carried over from the prior fiscal year pursuant to subclause (i) above; provided, (b) further, that notwithstanding the foregoing, Details and its Subsidiaries may make Capital Expenditures (which Capital Expenditures shall not be included in the amount of Capital Expenditures permitted to be made pursuant to this Section 7.7 without giving effect to this second proviso) with the proceeds of any Reinvestment Deferred Amount,Amounts.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in not exceeding, for any fiscal year of the Borrower not exceeding set forth below, the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 1999 $5,500,000 2000 $6,000,000 2001 $6,500,000 2002 $ 8,500,000 $7,000,000 2003 $ 9,000,000 $7,000,000 2004 $10,000,000 7,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 ; 7,000,000 provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided in the table above and, and second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, above and (iii) the Borrower may make additional Capital Expenditures during FY 1999 in the form of Capital Lease Obligations in an aggregate amount not exceeding $500,000 and (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,.

Limitation on Capital Expenditures. Make or commit to make any ---------------------------------- Capital Expenditure, except (a) Capital Expenditures of the Borrower Holdings and its Subsidiaries in the ordinary course of business not exceeding $50,000,000 in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 Holdings; provided, provided that (i) up to 50% $25,000,000 of any such amount -------- referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, second, in respect of amounts carried over from ----- the prior fiscal year pursuant to subclause (i) above and, second, in respect of ------ amounts permitted for such fiscal year as provided above, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,Amount and (c) Capital Expenditures made with the proceeds of equity securities issued by Holdings after the Closing Date.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower Borrowers and its their Subsidiaries in the ordinary course of business during 1998 or during any fiscal year thereafter in amount not exceeding in any fiscal year of the Borrower not exceeding set forth below the amount set forth below opposite such fiscal yearyear below: Fiscal Year Amount ----------- ------ 1999 $19,000,000 2000 $23,000,000 2001 $23,000,000 2002 $ 8,500,000 $12,000,000 2003 $ 9,000,000 $12,000,000 2004 $10,000,000 7,500,000 2005 $12,000,000 7,500,000 2006 $12,000,000 2007 $12,000,000 ; 8,000,000 provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount"), may be carried over for expenditure in the next succeeding fiscal year, year and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, and second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, above and (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 2002 2005 $ 8,500,000 2003 10,000,000 2006 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 $ 10,000,000 2008 $ 10,000,000 2009 $ 10,000,000 2010 $ 10,000,000 2011 $ 10,000,000 2012 $ 10,000,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below), if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "“CapEx Carryforward Amount"”), may be carried over for expenditure in the next succeeding fiscal year, (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,, (c) Capital Expenditures in any fiscal year made with the then unused Permitted Expenditure Amounts and (d) Capital Expenditures attributable to all or a portion of the cost of Acquisitions and Subsidiary Acquisitions permitted under Section 7.8.

Limitation on Capital Expenditures. Make The Borrower shall not, and each of WTI, LP and the Borrower shall not permit any of the Borrower's Subsidiaries to, directly or indirectly, make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such $50,000,000 in each of fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 years 2005, 2006 and 2007 and $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 70,000,000 in each of fiscal years 2008, 2009 and 2010; provided, provided that (i) up to 50100% of the amount specified above for any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)year, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year only and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts originally permitted for such fiscal year as provided above and, and second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, above and (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,.

Limitation on Capital Expenditures. Make or commit to make (by way of the acquisition of securities of a Person or otherwise) any Capital Expenditure, except (a) Capital Expenditures of the Parent Borrower and its Subsidiaries in the ordinary course of business not exceeding $45,000,000 in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 2002 $ 8,500,000 2003 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 Parent Borrower; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below)above, if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount")permitted, may be carried over for expenditure in the next succeeding fiscal year, year and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above and, second, in respect of amounts permitted for such fiscal year as provided above, ; (b) Capital Expenditures made pursuant to an Asset Swap or with the proceeds of any Reinvestment Deferred Amount,, any Unapplied Excess Cash Flow or any Contributed Equity; and (c) Permitted Investments and investments made pursuant to Section 7.8(p) to the extent constituting Capital Expenditures.

Limitation on Capital Expenditures. Make or commit to make any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal year: Fiscal Year Amount ----------- ------ 2002 2005 $ 8,500,000 2003 10,000,000 2006 $ 9,000,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 $ 13,000,000 2008 $ 13,000,000 2009 $ 13,000,000 2010 $ 13,000,000 2011 $ 13,000,000 2012 $ 13,000,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below), if not so expended in the fiscal year for which it is permitted (as to such fiscal year, the "“CapEx Carryforward Amount"”), may be carried over for expenditure in the next succeeding fiscal year, (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts permitted for such fiscal year as provided above and, second, in respect of amounts carried over from the prior fiscal year pursuant to subclause (i) above, (b) Capital Expenditures made with the proceeds of any Reinvestment Deferred Amount,, (c) Capital Expenditures in any fiscal year made with the then unused Permitted Expenditure Amounts and (d) Capital Expenditures attributable to all or a portion of the cost of Acquisitions and Subsidiary Acquisitions permitted under Section 7.8.

Limitation on Capital Expenditures. Make or commit to make (by ---------------------------------- way of the acquisition of securities of a Person or otherwise) any Capital Expenditure, except (a) Capital Expenditures of the Borrower and its Subsidiaries in the ordinary course of business not exceeding in any fiscal year of the Borrower not exceeding the amount set forth below opposite such fiscal yearyear (the "Base CapEx Amount") plus the then unused Permitted ----------------- ---- Expenditure Amount: Fiscal Year Base CapEx Amount ----------- ------ ----------------- Closing Date through December 31, 1997 $3,000,000 1998 $7,500,000 1999 $7,500,000 2000 $7,500,000 2001 $8,500,000 2002 $ $8,500,000 2003 $ 9,000,000 $9,500,000 2004 $10,000,000 2005 $12,000,000 2006 $12,000,000 2007 $12,000,000 9,500,000 ; provided, that (i) up to 50% of any such amount referred to above (without giving effect to any additional Capital Expenditures permitted during such fiscal year pursuant to clause (ii) below), if the Base CapEx Amount not so expended in the ---------- fiscal year for which it is permitted (as to such fiscal year, the "CapEx Carryforward Amount"), may be carried over for expenditure in the next succeeding fiscal year, and (ii) Capital Expenditures made pursuant to this clause (a) during any fiscal year shall be deemed made, first, in respect of amounts the Base CapEx Amount ----- permitted for such fiscal year as provided above and, second, in respect of amounts any ------ portion of such Base CapEx Amount carried over from the prior fiscal year pursuant to subclause (i) above; provided, (b) further, that notwithstanding the -------- ------- foregoing, the Borrower and its Subsidiaries may make Capital Expenditures (which Capital Expenditures shall not be included in the amount of Capital Expenditures permitted to be made pursuant to this Section 7.7 without giving effect to this second proviso) with the proceeds of any Reinvestment Deferred Amount,Amounts.