Consolidated EBITDA to Consolidated Interest Expense Ratio. Holdings and the Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio for any Test Period ending during any period set forth below to be less than the ratio set forth below opposite such period: May 29, 2006 to August 27, 2006 2.10 to 1.00 August 28 2006 to November 26, 2006 2.10 to 1.00 November 27, 2006 to February 25, 2007 2.10 to 1.00 February 26, 2007 to May 27, 2007 2.10 to 1.00 May 28, 2007 to August 26, 2007 2.20 to 1.00 August 27, 2007 December 2, 2007 2.20 to 1.00 December 3, 2007 to March 2, 2008 2.30 to 1.00 March 3, 2008 to June 1, 2008 2.30 to 1.00 June 2, 2008 to August 31, 2008 2.30 to 1.00 September 1, 2008 to November 30, 2008 2.30 to 1.00 December 1, 2008 to March 1, 2009 2.40 to 1.00 March 2, 2009 to May 31, 2009 2.40 to 1.00 June 1, 2009 to August 30, 2009 2.50 to 1.00 August 31, 2009 to November 29, 2009 2.50 to 1.00 November 30, 2009 to February 28, 2010 2.50 to 1.00 March 1, 2010 to May 30, 2010 2.50 to 1.00 June 1, 2010 to August 29, 2010 2.75 to 1.00 August 30, 2010 to November 28, 2010 2.75 to 1.00 November 29, 2010 and thereafter 2.75 to 1.00

Consolidated EBITDA to Consolidated Interest Expense Ratio. Beginning with the Initial Financial Statement Delivery Date, the Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio as of the last day of any Test Period to be less than 3.0 to 1.0. The provisions of this Section 10.10 are for the benefit of the Revolving Credit Lenders only and the Required Revolving Class Lenders may amend, waive or otherwise modify this Section 10.10 or the defined terms used solely for purposes of this Section 10.10 or waive any Default resulting from a breach of this Section 10.10 without the consent of any Lenders other than the Required Revolving Class Lenders in accordance with the provisions of Section 13.1(x).

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Consolidated EBITDA to Consolidated Interest Expense Ratio. Beginning with the fiscal quarter ending June 30, 2012, the Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio as of the last day of any Test Period to be less than 3.0 to 1.0.

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Consolidated EBITDA to Consolidated Interest Expense Ratio. The US Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio for any Test Period ending during any period set forth below to be less than the applicable ratio set forth below opposite such period: October 1, 2004 to March 31, 2005 1.60 to 1.00 April 1, 2005 to September 30, 2005 1.70 to 1.00 October 1, 2005 to March 31, 2007 1.75 to 1.00 April 1, 2007 to March 31, 2008 1.85 to 1.00 April 1, 2008 to December 31, 2008 1.95 to 1.00 January 1, 2009 and thereafter 2.00 to 1.00

Consolidated EBITDA to Consolidated Interest Expense Ratio. The Company will not permit the ratio of (a) Consolidated EBITDA to (b) Consolidated Interest Expense for any period of four consecutive fiscal quarters ending on the last day of any fiscal quarter to be less than 5:1.

Consolidated EBITDA to Consolidated Interest Expense Ratio. The Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio for any Test Period ending during any period set forth below to be less than the ratio set forth below opposite such period: Period Ratio ------ ----- Closing Date through second quarter of fiscal year 1998 1.50:1.00 Last two quarters of fiscal year 1998 1.40:1.00 Fiscal year 1999 1.45:1.00 Fiscal year 2000 1.60:1.00 Fiscal year 2001 1.70:1.00 Fiscal year 2002 1.90:1.00 Fiscal year 2003 2.10:1.00 Fiscal year 2004 2.25:1.00 Fiscal year 2005 through Term Loan Maturity Date 2.50:1.00

Consolidated EBITDA to Consolidated Interest Expense Ratio. The Borrower will not permit the Consolidated EBITDA to Consolidated Interest Expense Ratio for any Test Period ending during any period set forth below to be less than the ratio set forth below opposite such period: Period Ratio June 30, 2008 2.50:1.00 September 30, 2008 2.50:1.00 December 31, 2008 2.50:1.00 March 31, 2009 2.75:1.00 June 30, 2009 2.75:1.00 September 30, 2009 2.75:1.00 December 31, 2009 2.75:1.00 March 31, 2010 2.75:1.00 June 30, 2010 2.75:1.00 September 30, 2010 2.75:1.00 December 31, 2010 2.75:1.00 March 31, 2011 2.75:1.00 June 30, 2011 2.75:1.00 September 30, 2011 2.75:1.00 December 31, 2011 2.75:1.00 March 31, 2012 3.00:1.00 June 30, 2012 3.00:1.00 September 30, 2012 3.00:1.00 December 31, 2012 3.00:1.00 March 31, 2013 3.00:1.00 June 30, 2013 3.00:1.00 September 30, 2013 3.00:1.00 December 31, 2013 3.00:1.00

Consolidated EBITDA to Consolidated Interest Expense Ratio. Section 6.08(a) of the Existing Agreement shall be amended in its entirety to read as follows: (a) Consolidated EBITDA to Consolidated Interest Expense. Maintain as of the last day of each Fiscal Quarter set forth below, a minimum ratio of Consolidated EBITDA to Consolidated Interest Expense, calculated for the immediately preceding four Fiscal Quarters, of equal to or greater than the ratio set forth opposite such Fiscal Quarter: Ratio of Consolidated EBITDA to Consolidated Fiscal Quarter Interest Expense -------------- ---------------- Third Fiscal Quarter 2003 through Fourth Fiscal > or = 2.25:1.0 Quarter 2003 First Fiscal Quarter 2004 > or = 1.75:1.0 Second Fiscal Quarter 2004 through Third Fiscal > or = 1.65:1.0 Quarter 2004 Fourth Fiscal Quarter 2004 > or = 1.75:1.0 First Fiscal Quarter 2005 through Second Fiscal > or = 2.00:1.0 Quarter 2005 Third Fiscal Quarter 2005 > or = 2.50:1.0 Fourth Fiscal Quarter 2005 through First Fiscal > or = 2.75:1.0 Quarter 2006 Second Fiscal Quarter 2006 and each Fiscal > or = 3.00:1.0". Quarter thereafter

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