Common use of Consolidated Leverage Ratio Clause in Contracts

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio indicated for each period specified below: From January 1, 5.50 2023 through and including March 31, 2024 4.25 to 1.00 From April 1, 2024 through and (ii) except during a Specified Acquisition Periodincluding March 31, (A) for each fiscal quarter ending on or prior 2025 4.00 to June 301.00 From April 1, 2015, 5.50 2025 and thereafter 3.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 30, 2006 5.50 to 1.00 December 31, 2006 through December 30, 2007 5.10 to 1.00 December 31, 2007 through December 30, 2008 4.50 to 1.00 December 31, 2008 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 4.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through September 30, 5.50 2008 5.25 to 1.00 December 31, 2008 through September 30, 2009 5.00 to 1.00 December 31, 2009 through September 30, 2010 4.75 to 1.00 December 31, 2010 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 4.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: September 30, 5.50 to 1.00 2005 through September 30, 2006 4.0:1.0 December 31, 2006 through September 30, 2007 3.5:1.0 December 31, 2007 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3.0:1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June the ratio set forth below opposite such period: Closing Date through November 30, 20152009 3.75:1.00 December 1, 5.50 to 1.00, (B) for the fiscal quarter ending September 2009 through November 30, 20152010 3.50:1.00 December 1, 5.25 to 1.00, 2010 and (D) thereafter, 5.00 to 1.00.thereafter 3.25:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during the period set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) the ratios indicated for each fiscal quarter ending on or prior to period specified below: From the Closing Date through June 30, 20152019 3.25 to 1.00 From July 1, 5.50 2019 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Company to be greater than (i) during a Specified Acquisition Periodexceed the ratio set forth below opposite the period in which such day falls: Fiscal Quarter Ended During the Periods Below Maximum Consolidated Leverage Ratio March 31, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period2021 through September 30, (A) for each fiscal quarter ending on or prior to 2021 6.25:1:00 December 31, 2021 6.00:1:00 March 31, 2022 5.75:100 June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2022 5.50:100 September 30, 20152022 5.25:1.00 December 31, 5.25 to 1.002022 through September 30, 2023 5.00:1.00 December 31, 2023 and (D) thereafter, 5.00 to 1.00.thereafter 4.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below: From January 1, 5.50 2023 through and including March 31, 2024 4.25 to 1.00 From April 1, 2024 through and (ii) except during a Specified Acquisition Periodincluding March 31, (A) for each fiscal quarter ending on or prior 2025 4.00 to June 301.00 From April 1, 2015, 5.50 2025 and thereafter 3.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) 2.50 to 1.0 as of any fiscal quarter ending during a Specified Acquisition Periodthe period from the Closing Date to and including September 30, 5.50 2009, (ii) 2.25 to 1.00 1.0 as of any fiscal quarter ending during the period from October 1, 2009 to and including March 31, 2010 and (ii) except during a Specified Acquisition Period, (A) for each 2.0 to 1.0 as of any fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end Borrower for any period of four consecutive fiscal quarters ended December 31, 2004 or for any period of four consecutive fiscal quarters ending with any fiscal quarter of the Borrower during 2005 to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 exceed 4.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio Permit, as of the end of any fiscal quarter of the Borrower for the four quarter period ending on such date, the Consolidated Leverage Ratio to be greater than (i) during a Specified Acquisition Periodfor the fiscal quarters ending March 31, 5.50 2008, June 30, 2008, September 30, 2008, December 31, 2008 and March 31, 2009, 2.75 to 1.00 and 1.0, (ii) except during a Specified Acquisition Periodfor the fiscal quarters ending June 30, 2009 September 30, 2009, December 31, 2009 and March 31, 2010, 2.50 to 1.0 and (Aiii) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 2.25 to 1.001.0.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Company set forth below to be greater than (i) during the ratio corresponding to such fiscal quarter: 2011 n/a Specified Acquisition Period, 5.50 3.25 to 1.00 1.0 3.25 to 1.0 3.25 to 1.0 2012 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior thereafter 3.50 to June 30, 2015, 5.50 1.0 3.25 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 1.0 3.25 to 1.00, and (D) thereafter, 5.00 1.0 3.25 to 1.00.1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter 3.00:1.00 until the period ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, 2012 and (D) 2.50:1.00 at all times thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 the ratio set forth below opposite such period: Closing Date through the third fiscal quarter of 2011 4.75 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fourth fiscal quarter ending on or prior of 2011 through third fiscal quarter of 2012 4.50 to June 30, 2015, 5.50 1.00 fourth fiscal quarter of 2012 through third fiscal quarter of 2013 3.75 to 1.00 fourth fiscal quarter of 2013 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of at the end last day of any period of four consecutive fiscal quarter quarters of the Borrower commencing with the fiscal quarter ending June 30, 2003 to be greater than exceed (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal any four-quarter period ending on or prior to June 30, 20152004, 5.50 3.50 to 1.00, (Bii) for the fiscal any four-quarter period ending September after June 30, 20152004 and on or prior to June 30, 5.25 2005, 3.25 to 1.00, and or (Diii) thereafterfor any four-quarter period ending after June 30, 5.00 2005, 3.00 to 1.00.”

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below: From July 1, 5.50 2014 through December 31, 2015 3.75 to 1.00 and (ii) except during a Specified Acquisition PeriodFrom January 1, (A) for each fiscal quarter ending on or prior to 2016 through June 30, 20152016 3.50 to 1.00 From July 1, 5.50 2016 through December 31, 2016 3.25 to 1.00 From January 1, 2017 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter each Fiscal Quarter End of the Borrower during the periods set forth below (commencing with the Fiscal Quarter End occurring June 28, 2014) to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through April 4, 5.50 2015 4.25 to 1.00 July 4, 2015 through April 2, 2016 4.00 to 1.00 July 2, 2016 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 Fiscal Quarter End thereafter 3.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to the ratio set forth below opposite such period: 73 Maximum Consolidated Period Leverage Ratio June 30, 20152003 through December 31, 5.50 to 1.002003 3.25:1 January 1, (B) for the fiscal quarter ending 2004 through September 30, 20152004 3.00:1 October 1, 5.25 to 1.00, 2004 and (D) thereafter, 5.00 to 1.00.thereafter 2.75:1

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of four fiscal quarters of the end of any fiscal quarter of the Borrower Guarantor set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter the ratio set forth below opposite such period: Closing Date through Fiscal Quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending nearest September 30, 2015, 5.25 to 2007 2.50 : 1.00 Thereafter 2.25 : 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such fiscal quarter: Fiscal Quarter Ended Consolidated Leverage Ratio December 31, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period2011 3.00:1.00 March 31, (A) for each fiscal quarter ending on or prior to 2012 through June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2012 2.75:1.00 September 30, 20152012 through December 31, 5.25 to 1.002012 2.50:1.00 March 31, 2013 through June 30, 2013 2.25:1.00 September 30, 2013 through December 31, 2013 2.00:1.00 March 31, 2014 through December 31, 2014 1.75:1.00 March 31, 2015 and (D) thereafter, 5.00 to 1.00.thereafter 1.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than than: (i) during a Specified Acquisition Periodwith respect to the fiscal quarters of the Borrower ending September 30, 5.50 to 1.00 2023, December 31, 2023 and March 31, 2024, 3.75:1.00 and (ii) except during a Specified Acquisition Period, (A) for each with respect to any fiscal quarter of the Borrower ending on or prior to June 30, 2015, 5.50 to 1.00, thereafter (B) for commencing with the fiscal quarter ending September June 30, 20152024), 5.25 to 1.00, and (D) thereafter, 5.00 to 1.002.75:1.00.

Consolidated Leverage Ratio. Permit the The Borrower will at all --------------------------- times maintain or cause to be maintained a Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be not greater than than: (i) during a Specified Acquisition Period, 5.50 4.50 to 1.00 during the period from and including the Effective Date through September 29, 1999, (ii) except 4.25 to 1.00 during a Specified Acquisition Periodthe period from and including September 30 through December 30, 1999, (Aiii) for each fiscal quarter ending on or prior 3.75 to June 1.00 during the period from and including December 31, 1999 through March 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.002000, and (Div) 3.50 to 1.00 from and including March 31, 2000 and thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Funding Date through September 30, 5.50 to 1.00 2009 3.75:1.00 December 31, 2009 through September 30, 2010 3.50:1.00 December 31, 2010 through September 30, 2011 3.00:1.00 December 31, 2011 through September 30, 2012 2.75:1.00 December 31, 2012 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below: From the Closing Date through December 31, 5.50 2015 3.75 to 1.00 and (ii) except during a Specified Acquisition PeriodFrom January 1, (A) for each fiscal quarter ending on or prior to 2016 through June 30, 20152016 3.50 to 1.00 From July 1, 5.50 2016 through December 31, 2016 3.25 to 1.00 From January 1, 2017 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of at any fiscal quarter of the Borrower time to be greater than (i) during a Specified Acquisition Period, 5.50 3.25 to 1.00 for the measuring period commencing with the Closing Date and continuing through and including the fiscal quarter of the Borrower ending April 30, 2006, (ii) except during a Specified Acquisition Period, (A) 3.00 to 1.00 for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the measuring period commencing with the fiscal quarter of the Borrower ending September 30July 31, 20152006 through and including the fiscal quarter of the Borrower ending January 31, 5.25 to 1.002007, and (Diii) 3.25 to 1.00 commencing with the fiscal quarter of the Borrower ending April 30, 2007 and continuing thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any Measurement Period ending as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Four Fiscal Quarters Ending Maximum Consolidated Leverage Ratio March 31, 5.50 2017 4.00 to 1.00 June 30, 2017 4.25 to 1.00 September 30, 2017 3.75 to 1.00 December 31, 2017 3.50 to 1.00 March 31, 2018 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.25 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of four fiscal quarters of the end of any fiscal quarter of the Borrower Company set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Four Fiscal Quarters Ending Leverage Ratio The Closing Date through September 29, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2010 3.50:1 September 30, 20152010 through September 29, 5.25 to 1.002011 3.00:1 September 30, 2011 and (D) thereafter, 5.00 to 1.00.any time thereafter 2.75:1

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 to 1.00 2011 4.25:1.00 June 30, 2011 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 4.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter falling in any period set forth below to be in excess of the Borrower to be greater than (i) during a Specified Acquisition Periodratio set forth below for such period. Period Ratio ------ ----- January 1, 5.50 1998 through September 30, 1999 6.00 to 1.00 and (ii) except during a Specified Acquisition PeriodOctober 1, (A) for each fiscal quarter ending on or prior to June 1999 through September 30, 2015, 2000 5.75 to 1.00 Thereafter 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 to 1.00 2008 4.00:1.00 April 1, 2008 through December 31, 2008 3.50:1.00 January 1, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio at as of the end any date on which a Revolving Credit Loan or Uncollateralized Letter of any fiscal quarter of the Borrower Credit is outstanding to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) the ratio set forth below for the fiscal quarter ending applicable Measurement Period: Four Fiscal Quarters Ending Maximum Ratio Closing Date through March 31, 2007 7.00:1.00 April 1, 2007 through September 30, 20152007 6.50:1.00 October 1, 5.25 to 1.002007 through March 31, 2008 6.00:1.00 April 1, 2008 and (D) thereafter, 5.00 to 1.00.thereafter 5.50:1.00

Consolidated Leverage Ratio. Permit the Borrower shall maintain a Consolidated Leverage Ratio of not more the ratio set forth below opposite the applicable period, measured quarterly as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June end: Period Maximum Ratio January 31, 2012 5.00:1.00 April 30, 20152012 6.25:1.00 July 31, 5.50 to 1.002012 5.50:1.00 October 31, (B) for the fiscal quarter ending September 302012 5.00:1.00 January 31, 2015, 5.25 to 1.00, 2013 and (D) thereafter, 5.00 to 1.00.thereafter 3.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of at the end of any fiscal quarter of the Borrower during any period set forth below to be greater than the ratio (ithe “Maximum Consolidated Leverage Ratio”) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending set forth below opposite such period: Closing Date through September 30, 20152012 5.50:1.00 October 1, 5.25 to 1.002012 through September 30, 2013 5.25:1.00 October 1, 2013 through September 30, 2014 5.00:1.00 October 1, 2014 through September 30, 2015 4.75:1.00 October 1, 2015 and (D) thereafter, 5.00 to 1.00.thereafter 4.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter Fiscal Quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending ratio set forth below opposite such period: Closing Date through September 30, 20152006 6.0:1.0 December 31, 5.25 to 1.002006 through September 30, 2007 5.5:1.0 December 31, 2007 and (D) thereafter, 5.00 to 1.00.each Fiscal Quarter thereafter 5.0:1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Maximum Consolidated Four Fiscal Quarters Ending Leverage Ratio --------------------------------------------------- ----------------------- Closing Date through September 30, 5.50 2009 2.50 to 1.00 December 31, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior 2.0 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) 1.0 thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during the period set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) the ratios indicated for each fiscal quarter ending on or prior to period specified below: Period Ratios From the Closing Date through June 30, 20152019 3.25 to 1.00 From July 1, 5.50 2019 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter falling in any period set forth below to be in excess of the Borrower to be greater than (i) during a Specified Acquisition Periodratio set forth below for such period. Period Ratio January 1, 5.50 1998 through September 30, 1999 6.00 to 1.00 and (ii) except during a Specified Acquisition PeriodOctober 1, (A) for each fiscal quarter ending on or prior to June 1999 through September 30, 2015, 2000 5.75 to 1.00 Thereafter 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of each Fiscal Quarter, commencing with the Borrower Fiscal Quarter ending June 30, 2018 to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter than: Each Fiscal Quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter 2019 4.50:1.00 Each Fiscal Quarter ending September after June 30, 20152019 and on or prior to June 30, 5.25 to 1.002020 4.25:1.00 Each Fiscal Quarter ending after June 30, and (D) thereafter, 5.00 to 1.00.2020 4.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio (i) as of the end of any fiscal quarter Fiscal Quarter of the Borrower ending after the Release Date to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 3:25:1 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter as of the end of any Fiscal Quarter of the Borrower ending on or prior to the Release Date set forth below to be greater than the ratio set forth below opposite such period: Closing Date through June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2007 6.0:1.0 September 30, 20152007 5.5:1.0 December 31, 5.25 to 1.00, 2007 and (D) thereafter, 5.00 to 1.00.each Fiscal Quarter thereafter 5.0:1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Amendment No. 5 Effective Date through December 30, 5.50 2008 2.75 to 1.00 December 31, 2008 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 2.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Four Fiscal Quarters Ending Maximum Consolidated Leverage Ratio Closing Date through March 31, 5.50 2008 5.75 to 1.00 1.0 June 30, 2008 through March 31, 2009 5.25 to 1.0 June 30, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior thereafter 4.75 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Company to be greater than (i) during a Specified Acquisition Periodexceed the ratio set forth below opposite the period in which such day falls4.75:1.00. Fiscal Quarter Ended During the Periods Below Maximum Consolidated Leverage Ratio March 31, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period2021 through September 30, (A) for each fiscal quarter ending on or prior to 2021 6.25:1:00 December 31, 2021 6.00:1:00 March 31, 2022 5.75:100 June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2022 5.50:100 September 30, 20152022 5.25:1.00 December 31, 5.25 to 1.002022 through September 30, 2023 5.00:1.00 December 31, 2023 and (D) thereafter, 5.00 to 1.00.thereafter 4.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) for any fiscal quarter ending during a Specified Acquisition Periodthe period from the Closing Date to and including December 31, 5.50 2014, 2.50 to 1.00 and 1.0, (ii) except during a Specified Acquisition Period, (A) for each any fiscal quarter ending on or prior during the period from January 1, 2015 to June 30and including December 31, 2015, 5.50 2.25 to 1.00, 1.0 and (Biii) for the any fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 2.00 to 1.001.0.

Consolidated Leverage Ratio. Permit the Borrower shall at all times maintain a Consolidated Leverage Ratio as of that does not exceed the end of any fiscal quarter of ratio shown below for the Borrower period corresponding thereto: Period Ratio October 11, 1996 through 3.25 to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 1.0 January 30, 20151997 January 31, 5.50 1997 through 2.75 to 1.001.0 February 27, (B) for the fiscal quarter ending September 301997 February 28, 20151997 through 2.50 to 1.0 February 27, 5.25 to 1.001998 February 28, 1998, and (D) 2.25 to 1.0 thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter falling in any period set forth below to be in excess of the Borrower to be greater than (i) during a Specified Acquisition Periodratio set forth below for such period. Period Ratio ------ ----- July 1, 5.50 1997 through September 30, 1999 6.00 to 1.00 and (ii) except during a Specified Acquisition PeriodOctober 1, (A) for each fiscal quarter ending on or prior to June 1999 through September 30, 2015, 2000 5.75 to 1.00 Thereafter 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter (calculated for each four consecutive fiscal quarter period) of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratio set forth opposite such period: Closing Date through December 31, 5.50 2006 3.00 to 1.00 March 31, 2007 through December 31, 2007 2.75 to 1.00 March 31, 2008 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 2.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.”

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any period of four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Maximum Consolidated Four Fiscal Quarters Ending Leverage Ratio -------------------------------------------------------------- ------------------------------------- December 31, 2005 and March 31, 2006 5.50 to 1.00 June 30, 2006 5.25 to 1.00 September 30, 2006 4.50 to 1.00 December 31, 2006 4.00 to 1.00 March 31, 2007 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.25 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of (i) any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30December 31, 20152005, 5.50 to be greater than 4.50 to 1.00, (Bii) for the fiscal quarter ending September on March 31, 2006, to be greater than 4.25 to 1.00 or (iii) any fiscal quarter of the Borrower ending on or after June 30, 20152006, 5.25 to 1.00, and (D) thereafter, 5.00 be greater than 4.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 2008 3.50 to 1.00 June 30, 2008 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior thereafter 3.25 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.1.00 Table of Contents

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Fiscal Quarters Ending Leverage Ratio March 31, 2010 and June 30, 2010 5.75 to 1.00 September 30, 2010 5.50 to 1.00 December 31, 2010 5.25 to 1.00 March 31, 2011 5.00 to 1.00 June 30, 2011 4.75 to 1.00 September 30, 2011 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 4.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time of the end incurrence of Consolidated Funded Indebtedness during any period of four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Maximum Consolidated Four Fiscal Quarters Ending Leverage Ratio --------------------------------------------------------------------------- June 30, 5.50 to 1.00 2002 through March 31, 2003 2.00:1.00 April 1, 2003 through March 31, 2004 1.75:1.00 April 1, 2004 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) 1.50:1.00 thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter Fiscal Quarter of the Borrower to be greater than (i) for any Fiscal Quarter ending during a Specified Acquisition Periodthe period from the Closing Date to and including September 30, 5.50 to 1.00 and 2016, 3.50:1.0, (ii) except for any Fiscal Quarter ending during a Specified Acquisition Periodthe period from October 1, (A) for each fiscal quarter ending on or prior 2016 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending and including September 30, 20152017, 5.25 to 1.003.00:1.0, and (Diii) thereafterfor any Fiscal Quarter ending on and after October 1, 5.00 to 1.002017, 2.50:1.0.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of Fiscal Quarter, commencing with the Borrower Fiscal Quarter ending March 31, 2021, to be greater than (ia) during a Specified Acquisition Period6.00:1.00 as of the end of any Fiscal Quarter ending prior to December 31, 5.50 to 1.00 and 2021, or (iib) except during a Specified Acquisition Period, (A) for each fiscal quarter 5.00:1.00 as of the end of any Fiscal Quarter ending on or prior to June 30after December 31, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.002021.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower ending during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through February 28, 5.50 to 1.00 2011 4.00:1.00 March 1, 2011 through May 31, 2011 3.75:1.00 June 1, 2011 through August 31, 2011 3.50:1.00 September 1, 2011 through December 31, 2011 3.25:1.00 January 1, 2012 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 31, 5.50 2013 6.75 to 1.00 January 1, 2014 through December 31, 2014 6.50 to 1.00 January 1, 2015 through December 31, 2015 6.25 to 1.00 January 1, 2016 through December 31, 2016 6.00 to 1.00 January 1, 2017 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 5.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Borrower shall maintain a Consolidated Leverage Ratio of not more the ratio set forth below opposite the applicable period, measured quarterly as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior end: Period Maximum Ratio October 31, 2009 4.50 to June 301.00 January 31, 2015, 5.50 2010 and thereafter 4.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during the applicable period set forth below to exceed the applicable amounts set forth below, during any period of four fiscal quarters of the end of any fiscal quarter of the Borrower to be greater than (i) during Company on a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to rolling basis: June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2009 through September 30, 20152009 4.00 to 1.00 December 31, 5.25 2009 through March 31, 2010 3.75 to 1.00 June 30, 2010 and thereafter 3.50 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to the ratio set forth below opposite such period: June 30, 2015, 5.50 2016 4.25 to 1.00, (B) for the fiscal quarter ending 1.00 September 30, 20152016 4.25 to 1.00 December 31, 5.25 2016 and March 31, 2017 3.25 to 1.001.00 June 30, and (D) thereafter2017 through March 31, 5.00 2018 3.00 to 1.00.1.00 

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 to 1.00 2008 3.75:1.00 April 1, 2008 through December 31, 2008 3.25:1.00 January 1, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through June 29, 5.50 to 1.00 2007 6.75:1 June 30, 2007 through December 30, 2007 6.25:1 December 31, 2007 through December 30, 2008 5.00:1 December 31, 2008 through December 30, 2009 3.75:1 December 31, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.75:1

Consolidated Leverage Ratio. Permit the Maintain a Consolidated Leverage Ratio as of the Borrower and its Restricted Subsidiaries, which shall be calculated at the end of any each fiscal quarter of the Borrower to be Borrower, of not greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Fiscal Quarters Ending Maximum Consolidated Leverage Ratio January 26, 5.50 to 1.00 2013 through April 26, 2014 3.50:1.00 July 26, 2014 through April 25, 2015 3.25:1.00 July 25, 2015 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of at any fiscal quarter of the Borrower time during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 2007 4.50 to 1.00 and (ii) except during a Specified Acquisition PeriodApril 1, (A) for each fiscal quarter ending on or prior to 2007 through June 30, 20152007 4.00 to 1.00 July 1, 5.50 to 1.00, (B) for the fiscal quarter ending 2007 through September 30, 20152007 3.75 to 1.00 October 1, 5.25 2007 through September 30, 2008 3.50 to 1.00 October 1, 2008 through September 30, 2009 3.25 to 1.00 October 1, 2009 and at all times thereafter 3.00 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through June 29, 5.50 to 1.00 2007 6.25:1 June 30, 2007 through December 30, 2007 5.75:1 December 31, 2007 through December 30, 2008 4.50:1 December 31, 2008 through December 30, 2009 3.25:1 December 31, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.25:1

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during the period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below:3.25 to 1.00. From the Closing Date through December 31, 5.50 2015 3.75 to 1.00 and (ii) except during a Specified Acquisition PeriodFrom January 1, (A) for each fiscal quarter ending on or prior 2016 through the Effective Date 3.50 to 1.00 From the Effective Date through June 30, 20152019 3.25 to 1.00 From July 1, 5.50 2019 and thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than than: (i) during a Specified Acquisition Periodwith respect to any fiscal quarter of the Borrower ending prior to September 30, 5.50 to 1.00 and 2020, 5.00:1.00, (ii) except during a Specified Acquisition Period, (A) for each with respect to any fiscal quarter of the Borrower ending during the period commencing on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 20152020 and continuing through and including December 31, 5.25 to 1.002021, 5.60:1.00, and (Diii) with respect to any fiscal quarter of the Borrower ending thereafter, 5.00 to 1.005.00:1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through January 30, 5.50 to 1.00 2004 2.25:1.00 January 31, 2004 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below, commencing with the fiscal quarter ending June 30, 2019, to be greater than (i) during a Specified Acquisition Periodthe ratio corresponding to such fiscal quarter: Fiscal Quarter Ending Consolidated Leverage Ratio June 30, 5.50 to 1.00 2019, September 30, 2019, December 31, 2019, March 31, 2020, June 30, 2020 and (ii) except during a Specified Acquisition PeriodSeptember 30, (A) for 2020 1.50:1.00 December 31, 2020, March 31, 2021, June 30, 2021 and September 30 , 2021 1.25:1.00 December 31, 2021 and each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 1.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end four fiscal quarters of any fiscal quarter of the Borrower Holdings set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 31, 2006 5.50 to 1.00 1.0 March 31, 2007 through June 30, 2007 5.25 to 1.0 September 30, 2007 through December 31, 2007 5.00 to 1.0 March 31, 2008 through December 31, 2008 4.50 to 1.0 March 31, 2009 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior thereafter 4.00 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.1.0

Consolidated Leverage Ratio. Permit the Borrower shall at all times maintain a Consolidated Leverage Ratio as of that does not exceed the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) ratios shown below for the fiscal quarter ending September 30periods corresponding thereto: Period Ratio ------ ----- Closing Date through 2.75 to 1 February 27, 20151997 February 28, 5.25 1997 through 2.50 to 1.001 February 27, 1998 February 28, 1998 and (D) thereafter, 5.00 2.25 to 1.00.1 thereafter SECTION 11. CONDITIONS PRECEDENT

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: March 31, 5.50 2011 and June 30, 2011 5.00 to 1.00 September 30, 2011 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 4.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such fiscal quarter: December 31, 5.50 2003; 3.50 to 1.00 and (ii) except during a Specified Acquisition PeriodMarch 31, (A) for each fiscal quarter ending on or prior to 2004; June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2004; September 30, 20152004; December 31, 5.25 2004; and March 31, 2005 June 30, 2005 and thereafter 3.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than than: (i) during a Specified Acquisition Periodwith respect to anythe fiscal quarterquarters of the Borrower ending after the Closing Date until and including September 30, 5.50 to 1.00 2023, December 31, 2023 and March 31, 2024, 3.75:1.00 and (iiiiiii) except during a Specified Acquisition Period, (A) for each with respect to any fiscal quarter of the Borrower ending on or prior to thereafter (commencing with the fiscal quarter ended December 31, 2023ending June 30, 20152024), 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.002.75:1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through and including September 30, 5.50 2013 4.00 to 1.00 December 31, 2013 3.75 to 1.00 March 31, 2014 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter Fiscal Quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodfor any Fiscal Quarter ending on or after March 31, 5.50 2017 to 1.00 and including December 31, 2017, 3.75:1.0, (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter any Fiscal Quarter ending on or prior after March 31, 2018 to June 30and including December 31, 20152019, 5.50 3.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.001.0, and (Diii) for any Fiscal Quarter ending on or after March 31, 2020 and thereafter, 5.00 to 1.003.00:1.0.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below: From the Closing Date through and including March 31, 5.50 2024 4.25 to 1.00 From April 1, 2024 through and (ii) except during a Specified Acquisition Periodincluding March 31, (A) for each fiscal quarter ending on or prior 2025 4.00 to June 301.00 From April 1, 2015, 5.50 2025 and thereafter 3.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio at any time during any Measurement Period ending as of the end of any fiscal quarter of the Borrower (commencing with the fiscal quarter ending June 30, 2016) set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 31, 5.50 to 1.00 2016 4.50:1.00 March 31, 2017 through September 30, 2017 4.25:1.00 December 31, 2017 through September 30, 2018 4.00:1.00 December 31, 2018 through September 30, 2019 3.75:1.00 December 31, 2019 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through March 31, 5.50 2019 2.75 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each Each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 2.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 30, 5.50 2005 4.50 to 1.00 December 31, 2005 through December 30, 2006 4.00 to 1.00 December 31, 2006 through December 30, 2007 3.00 to 1.00 December 31, 2007 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 2.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Maintain a Consolidated Leverage Ratio Ratio, as of the end of any each fiscal quarter of the Borrower to be ending during each period set forth below, no greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: MAXIMUM CONSOLIDATED PERIOD LEVERAGE RATIO ----------------------------------------- -------------- Closing Date through December 31, 5.50 2004 4.75 to 1.00 and (ii) except during a Specified Acquisition PeriodJanuary 1, (A) for each fiscal quarter ending on or prior 2005 through December 31, 2005 4.25 to June 301.00 After December 31, 2015, 5.50 2005 3.75 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Company to be greater than (i) during a Specified Acquisition Periodexceed the ratio set forth below opposite the period in which such day falls: 155 Fiscal Quarter Ended During the Periods Below Maximum Consolidated Leverage Ratio March 31, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period2021 through September 30, (A) for each fiscal quarter ending on or prior to 2021 6.25:1:00 December 31, 2021 6.00:1:00 March 31, 2022 5.75:100 June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2022 5.50:100 September 30, 20152022 5.25:1.00 December 31, 5.25 to 1.002022 through September 30, 2023 5.00:1.00 December 31, 2023 and (D) thereafter, 5.00 to 1.00.thereafter 4.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of four fiscal quarters of the end of any fiscal quarter of the Borrower Company set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through December 31, 5.50 to 1.00 2011 2.75:1.00 March 31, 2012 through December 31, 2013 2.50:1.00 March 31, 2014 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.25:1.00

Consolidated Leverage Ratio. Permit the The Borrowers shall maintain a Consolidated Leverage Ratio as of not to exceed the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for ratios set forth below: For each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for from and after the Closing Date through and including the fiscal quarter ending on September 30, 20152010 3.50 to 1.00 For each fiscal quarter ending from and after the fiscal quarter ending December 31, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.2010 through the Maturity Date 3.25 to1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any Measurement Period ending as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: September 30, 5.50 to 1.00 2015 2.75-to-1.00 December 31, 2015 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, thereafter 2.00-to-1.00 (Bg) for The Credit Agreement is hereby amended by deleting Schedule 1.01(b) in its entirety and by substituting therefor the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00schedule attached hereto as Schedule 1.01(b).

Consolidated Leverage Ratio. Permit Loan Parties and their Subsidiaries shall maintain, on a consolidated basis, as at the end of each Fiscal Quarter set forth below, a Consolidated Leverage Ratio as of not greater than the ratio specified for the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to such Fiscal Quarter as set forth below: June 30, 2015, 5.50 2021 5.00 to 1.00, (B) for the fiscal quarter ending 1.00 September 30, 20152021 4.75 to 1.00 December 31, 5.25 2021 4.50 to 1.00 March 31, 2022 and each Fiscal Quarter end thereafter 3.50 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Funding Date through September 30, 5.50 to 1.00 2009 4.25:1.00 December 31, 2009 through September 30, 2010 4.00:1.00 December 31, 2010 through September 30, 2011 3.50:1.00 December 31, 2011 through September 30, 2012 3.25:1.00 December 31, 2012 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3.00:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at any time during any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Closing Date through September 30, 5.50 to 1.00 2010 3.25:1.00 December 31, 2010 through September 30, 2011 3.00:1.00 December 31, 2011 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 2.75:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower occurring during any period set forth below to be greater than (i) during a Specified Acquisition Periodthe ratios indicated for each period specified below: From April 1, 5.50 2024 through and including March 31, 2025 4.50 to 1.00 From April 1, 2025 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 4.25 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any each fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below: Fiscal Quarter ending Consolidated Leverage Ratio September 30, 5.50 to 1.00 2017 - June 30, 2020 3.00:1.0 September 30, 2020 3.50:1.0 December 31, 2020 4.50:1.0 March 31, 2021 4.50:1.0 June 30, 2021 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.thereafter 3:00:1.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Measurement Period (a) ending September 30, 2024, December 31, 2024, March 31, 2025, and June 30, 2025 to be greater than (i) during a Specified Acquisition Period, 5.50 to 1.00 3.75:1.00 and (iib) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending after September 30, 2015, 5.25 2025 to 1.00, and (D) thereafter, 5.00 to 1.00be greater than 3.25:1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Parent ending during a period specified below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such fiscal quarter: Closing Date through December 31, 5.50 2003 4.75 to 1.00 and (ii) except during a Specified Acquisition PeriodMarch 31, (A) for each fiscal quarter ending on or prior to 2004 through June 30, 2015, 5.50 2004 4.375 to 1.00, (B) for the fiscal quarter ending 1.00 September 30, 20152004 through June 30, 5.25 2005 4.00 to 1.00 September 30, 2005 through June 30, 2006 3.50 to 1.00 September 30, 2006 and thereafter 3.00 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any period of four fiscal quarter quarters of the Borrower ending on such date to be greater than (i) during a Specified Acquisition Periodthe maximum ratio specified below: October 31, 5.50 2016 6.05 to 1.00 1.0 January 31, 2017 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June April 30, 20152017 5.95 to 1.0 July 31, 5.50 2017 6.05 to 1.001.0 October 31, (B) for the fiscal quarter ending September 2017 and January 31, 2018 5.95 to 1.0 April 30, 2015, 5.25 2018 and at all times thereafter 5.5 to 1.00, and 1.0 (Dm) thereafter, 5.00 to 1.00.ARTICLE VII is hereby amended by adding a new Section 7.21 at the end thereof as follows:

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio at any time during any Measurement Period ending as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: Measurement Period Ending Maximum Consolidated Leverage Ratio Closing Date through December 31, 5.50 2016 4.00 to 1.00 January 1, 2017 through December 31, 2017 3.50 to 1.00 January 1, 2018 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) for any fiscal quarter ending during a Specified Acquisition Periodthe period from the Closing Date to and including September 30, 5.50 2006, 5.0 to 1.00 and 1.0, (ii) except for any fiscal quarter ending during a Specified Acquisition Periodthe period from December 31, 2006 to and including September 30, 2007, 4.0 to 1.0 and (Aiii) for each any fiscal quarter ending on or prior and after December 31, 2007, 3.5 to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.001.0.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as for any period of the end of any four fiscal quarter quarters of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: On or before March 31, 5.50 2010 3.50 to 1.00 June 30, 2010 through December 31, 2010 3.25 to 1.00 March 31, 2011 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.00 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower set forth below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: March 31, 5.50 2016 4.25 to 1.00 and (ii) except during a Specified Acquisition Period, (A) for each fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending 2016 through September 30, 20152016 4.00 to 1.00 December 31, 5.25 2016 through March 31, 2017 3.25 to 1.00 June 30, 2017 through March 31, 2018 3.00 to 1.00, and (D) thereafter, 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter falling in any period set forth below to be in excess of the Borrower ratio set forth below for such period. Period Ratio ------ ----- July 1, 1997 through March 31, 1998 6.00 to be greater than (i) during a Specified Acquisition Period1.00 April 1, 1998 through March 31, 1999 5.75 to 1.00 April 1, 1999 through March 31, 2000 5.50 to 1.00 and (ii) except during a Specified Acquisition PeriodApril 1, (A) for each fiscal quarter ending on or prior to June 302000 through March 31, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending September 30, 2015, 2001 5.25 to 1.00, and (D) thereafter, 1.00 Thereafter 5.00 to 1.00.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such period: December 31, 5.50 2014 through and including March 31, 2015 3.50 to 1.00 June 30, 2015 4.00 to 1.00 September 30, 2015 through and (ii) except during a Specified Acquisition Periodincluding December 31, (A) for 2016 4.50 to 1.00 March 31, 2017 4.00 to 1.00 June 30, 2017 and each fiscal quarter ending on or prior to June 30, 2015, 5.50 thereafter 3.50 to 1.00, (Br) for The Credit Agreement is hereby amended by replacing Section 10.18 in its entirety with the fiscal quarter ending September 30, 2015, 5.25 to 1.00, and (D) thereafter, 5.00 to 1.00.following:

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than (i) for any fiscal quarter ending during a Specified Acquisition Periodthe period from the Closing Date to and including June 30, 5.50 2004, 3.75 to 1.00 and 1.0, (ii) except for any fiscal quarter ending during a Specified Acquisition Periodthe period from September 30, 2004 to June 30, 2005, 3.50 to 1.0 and (Aiii) for each any fiscal quarter ending on or prior to June 30, 2015, 5.50 to 1.00, (B) for the fiscal quarter ending and after September 30, 20152005, 5.25 3.25 to 1.00, and (D) thereafter, 5.00 to 1.001.0.

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower Parent ending during a period specified below to be greater than (i) during a Specified Acquisition Periodthe ratio set forth below opposite such fiscal quarter: September 30, 5.50 2005 through December 31, 2005 5.25 to 1.00 and (ii) except during a Specified Acquisition PeriodJanuary 1, (A) for each fiscal quarter ending on or prior 2006 through March 31, 2006 5.00 to 1.00 April 1, 2006 through June 30, 20152006 4.50 to 1.00 July 1, 5.50 to 1.00, (B) for the fiscal quarter ending 2006 through September 30, 20152006 4.00 to 1.00 October 1, 5.25 2006 and thereafter 3.50 to 1.00, and (D) thereafter, 5.00 to 1.00.