Calculation Adjustments. (a) EBITDA, Finance Charges and Net Finance Charges (i) The figures for EBITDA, Finance Charges and Net Finance Charges for the Reference Period ending on the last day of the period covered by the most recent Financial Report shall be used for the Incurrence Test, but adjusted so that: (A) entities acquired or disposed of by the Group during the Reference Period, or after the end of the Reference Period but before the relevant testing date, shall be included or excluded (as applicable), pro forma, for the entire Reference Period; (B) any entity to be acquired with the proceeds from new Financial Indebtedness shall be included, pro forma, for the entire Reference Period; and (C) the pro forma calculation of EBITDA shall be adjusted to take into account the net cost savings and other reasonable cost synergies ("Cost Adjustments"), as the case may be, realisable by the Group during the Reference Period as a result of acquisitions and/or disposals of entities referred to in (A) or (B) above, provided that such Cost Adjustments (i) have been confirmed by a reputable accounting firm and the Issuer has provided evidence thereof to the Agent, (ii) do not exceed 5.00 per cent of EBITDA prior to the inclusion of the Cost Adjustments, and (iii) are specified in the quarterly reports of the Group and in each Compliance Certificate.
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Samples: Amendment and Restatement Agreement, Amendment and Restatement Agreement, Amendment and Restatement Agreement
