Common use of Consolidated Leverage Ratio Clause in Contracts

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2010) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 6.25 to 1.00 September 30, 2010 1.50 5.75 to 1.00 December 31, 2010 1.50 5.50 to 1.00 March 31, 2011 1.50 5.50 to 1.00 June 30, 2011 1.50 5.25 to 1.00 September 30, 2011 5.00 to 1.00 December 31, 2011 4.75 to 1.00 March 31, 2012 4.75 to 1.00 June 30, 2012 4.75 to 1.00 September 30, 2012 4.50 to 1.00 December 31, 2012 4.50 to 1.00 March 31, 2013 4.50 to 1.00 June 30, 2013 4.50 to 1.00 September 30, 2013 4.25 to 1.00 December 31, 2013 4.25 to 1.00 March 31, 2014 4.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Period Leverage Ratio -------------- ------------- -------------- September 30, 2002 6.00 to 1.00 December 31, 2002 6.00 to 1.00 March 31, 2003 6.00 to 1.00 June 30, 2003 6.00 to 1.00 September 30, 2003 6.00 to 1.00 December 31, 2003 5.50 to 1.00 March 31, 2004 5.50 to 1.00 June 30, 2004 5.50 to 1.00 September 30, 2004 5.50 to 1.00 December 31, 2004 4.75 to 1.00 March 31, 2005 3.50 4.75 to 1.00 June 30, 2005 4.75 to 1.00 September 30, 2005 4.75 to 1.00 December 31, 2005 3.50 4.00 to 1.00 March 31, 2006 3.25 4.00 to 1.00 June 30, 2006 3.25 4.00 to 1.00 September 30, 2006 3.125 4.00 to 1.00 December 31, 2006 3.00 and each Fiscal Quarter 3.50 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00thereafter

Consolidated Leverage Ratio. Permit Commencing with the last day of the first full fiscal quarter commencing after the Closing Date, permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- March 31, 2004 4.25:1.00 June 30, 2004 4.25:1.00 September 30, 2004 4.25:1.00 December 31, 2004 3.75:1.00 March 31, 2005 3.30:1.00 June 30, 2005 3.25:1.00 September 30, 2005 3.50 to 1.00 3.00:1.00 December 31, 2005 3.50 to 1.00 3.00:1.00 March 31, 2006 3.25 to 1.00 3.00:1.00 June 30, 2006 3.25 to 1.00 3.00:1.00 September 30, 2006 3.125 to 1.00 2.50:1.00 December 31, 2006 3.00 to 1.00 2.50:1.00 March 31, 2007 2.50 to 1.00 2.50:1.00 June 30, 2007 2.50 to 1.00 2.50:1.00 September 30, 2007 2.50 to 1.00 2.50:1.00 December 31, 2007 2.50 to 1.00 2.50:1.00 March 31, 2008 2.00 to 1.00 2.50:1.00 June 30, 2008 2.00 to 1.00 2.50:1.00 September 30, 2008 2.00 to 1.00 2.50:1.00 December 31, 2008 2.00 to 1.00 2.50:1.00 March 31, 2009 1.50 to 1.00 2.50:1.00 June 30, 2009 1.50 to 1.00 2.50:1.00 September 30, 2009 1.50 to 1.00 2.50:1.00 December 31, 2009 1.50 to 1.00 2.50:1.00 March 31, 2010 1.50 to 1.00 2.50:1.00 June 30, 2010 1.50 to 1.00 2.50:1.00 September 30, 2010 1.50 to 1.00 2.50:1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.002.50:1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- December 31, 2004 5.75 to 1.00 March 31, 2005 5.75 to 1.00 June 30, 2005 5.70 to 1.00 September 30, 2005 3.50 5.60 to 1.00 December 31, 2005 3.50 5.50 to 1.00 March 31, 2006 3.25 5.50 to 1.00 June 30, 2006 3.25 5.40 to 1.00 September 30, 2006 3.125 5.25 to 1.00 December 31, 2006 3.00 5.10 to 1.00 March 31, 2007 2.50 5.00 to 1.00 June 30, 2007 2.50 5.00 to 1.00 September 30, 2007 2.50 4.75 to 1.00 December 31, 2007 2.50 4.75 to 1.00 March 31, 2008 2.00 4.75 to 1.00 June 30, 2008 2.00 4.75 to 1.00 September 30, 2008 2.00 4.50 to 1.00 December 31, 2008 2.00 4.50 to 1.00 March 31, 2009 1.50 4.50 to 1.00 June 30, 2009 1.50 4.25 to 1.00 September 30, 2009 1.50 4.00 to 1.00 December 31, 2009 1.50 3.75 to 1.00 March 31, 2010 1.50 3.75 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 3.75 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio of the Borrower as at of the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below ending immediately prior to exceed such Triggering Event and any subsequent fiscal quarter ending during the continuance of such Triggering Event to be greater than the ratio set forth below opposite such fiscal quarterdate below: Consolidated Fiscal Quarter Leverage Ended Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 8.25 to 1.00 September 30, 2007 2.50 8.25 to 1.00 December 31, 2007 2.50 8.00 to 1.00 March 31, 2008 2.00 8.00 to 1.00 June 30, 2008 2.00 8.00 to 1.00 September 30, 2008 2.00 8.00 to 1.00 December 31, 2008 2.00 7.80 to 1.00 March 31, 2009 1.50 7.80 to 1.00 June 30, 2009 1.50 7.80 to 1.00 September 30, 2009 1.50 7.80 to 1.00 December 31, 2009 1.50 7.40 to 1.00 March 31, 2010 1.50 7.40 to 1.00 June 30, 2010 1.50 7.40 to 1.00 September 30, 2010 1.50 7.40 to 1.00 December 31, 2010 1.50 7.00 to 1.00 March 31, 2011 1.50 7.00 to 1.00 June 30, 2011 1.50 7.00 to 1.00 September 30, 2011 7.00 to 1.00 December 31, 2011 and thereafter 6.50 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any time during any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed be greater than the ratio set forth below opposite such fiscal quarterperiod: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 6.00 to 1.00 September 30, 2007 2.50 6.00 to 1.00 December 31, 2007 2.50 6.00 to 1.00 March 31, 2008 2.00 5.90 to 1.00 June 30, 2008 2.00 5.80 to 1.00 September 30, 2008 2.00 5.70 to 1.00 December 31, 2008 2.00 5.60 to 1.00 March 31, 2009 1.50 5.50 to 1.00 June 30, 2009 1.50 5.50 to 1.00 September 30, 2009 1.50 5.30 to 1.00 December 31, 2009 1.50 5.20 to 1.00 March 31, 2010 1.50 5.10 to 1.00 June 30, 2010 1.50 5.00 to 1.00 September 30, 2010 1.50 4.90 to 1.00 December 31, 2010 1.50 4.80 to 1.00 March 31, 2011 1.50 4.70 to 1.00 June 30, 2011 1.50 4.60 to 1.00 September 30, 2011 4.50 to 1.00 December 31, 2011 4.40 to 1.00 March 31, 2012 4.30 to 1.00 June 30, 2012 4.20 to 1.00 September 30, 2012 4.10 to 1.00 December 31, 2012 and thereafter 4.00 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter ending on the dates set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 1998 6.5 to 1.0 September 30, 1998 6.5 to 1.0 December 31, 1998 6.5 to 1.0 March 31, 1999 6.25 to 1.0 June 30, 1999 6.25 to 1.0 September 30, 1999 6.25 to 1.0 December 31, 1999 6.25 to 1.0 March 31, 2000 5.8 to 1.0 June 30, 2000 5.8 to 1.0 September 30, 2000 5.8 to 1.0 December 31, 2000 5.8 to 1.0 March 31, 2001 5.3 to 1.0 June 30, 2001 5.3 to 1.0 September 30, 2001 5.3 to 1.0 December 31, 2001 5.3 to 1.0 March 31, 2002 4.75 to 1.0 June 30, 2002 4.75 to 1.0 September 30, 2002 4.75 to 1.0 December 31, 2002 4.75 to 1.0 March 31, 2003 4.25 to 1.0 June 30, 2003 4.25 to 1.0 82 77 September 30, 2003 4.25 to 1.0 December 31, 2003 4.25 to 1.0 March 31, 2004 4.0 to 1.0 June 30, 2004 4.0 to 1.0 September 30, 2004 4.0 to 1.0 December 31, 2004 4.0 to 1.0 March 31, 2005 4.0 to 1.0 June 30, 2005 4.0 to 1.0 September 30, 2005 3.50 4.0 to 1.00 1.0 December 31, 2005 3.50 4.0 to 1.00 1.0 March 31, 2006 3.25 4.0 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September July 31, 2007 6.00 to 1.00 October 31, 2007 6.00 to 1.00 January 31, 2008 5.50 to 1.00 April 30, 2005 2008 5.50 to 1.00 July 31, 2008 5.50 to 1.00 October 31, 2008 5.50 to 1.00 January 31, 2009 4.50 to 1.00 April 30, 2009 4.50 to 1.00 July 31, 2009 4.50 to 1.00 October 31, 2009 4.50 to 1.00 January 31, 2010 3.50 to 1.00 December 31April 30, 2005 2010 3.50 to 1.00 March July 31, 2006 3.25 2010 3.50 to 1.00 June 30October 31, 2006 3.25 2010 3.50 to 1.00 September 30, 2006 3.125 to 1.00 December January 31, 2006 3.00 to 1.00 March 31, 2007 2011 2.50 to 1.00 June April 30, 2007 2011 2.50 to 1.00 September 30July 31, 2007 2011 2.50 to 1.00 December October 31, 2007 2011 2.50 to 1.00 March January 31, 2008 2012 and thereafter 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2011) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 2011 5.25 to 1.00 September 30, 2005 3.50 2011 5.00 to 1.00 December 31, 2005 3.50 2011 5.50to 1.00 March 31, 2012 5.25 to 1.00 June 30, 2012 5.25 to 1.00 September 30, 2012 5.25 to 1.00 December 31, 2012 5.25 to 1.00 March 31, 2006 3.25 2013 5.25 to 1.00 June 30, 2006 3.25 2013 5.25 to 1.00 September 30, 2006 3.125 2013 5.00 to 1.00 December 31, 2006 3.00 2013 5.00 to 1.00 March 31, 2007 2.50 2014 4.75 to 1.00 June 30, 2007 2.50 2014 4.75 to 1.00 September 30, 2007 2.50 2014 4.50 to 1.00 December 31, 2007 2.50 2014 4.50 to 1.00 March 31, 2008 2.00 2015 4.25 to 1.00 June 30, 2008 2.00 2015 4.25 to 1.00 September 30, 2008 2.00 2015 4.25 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 2015 and thereafter 4.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive time during any fiscal quarters quarter of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed be greater than the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Ending Maximum Consolidated Leverage Ratio -------------- -------------- September 30January 3, 2004 5.95 to 1:00 April 3, 2004 5.95 to 1:00 July 3, 2004 5.95 to 1:00 October 2, 2004 5.95 to 1:00 January 1, 2005 3.50 5.60 to 1.00 1:00 April 2, 2005 5.60 to 1:00 July 2, 2005 5.25 to 1:00 October 1, 2005 5.00 to 1:00 103 Keystone Senior Credit Agreement Fiscal Quarter Ending Maximum Consolidated Leverage Ratio December 31, 2005 3.50 5.00 to 1.00 March 311:00 April 1, 2006 3.25 4.75 to 1.00 June 301:00 July 1, 2006 3.25 4.50 to 1.00 1:00 September 30, 2006 3.125 4.50 to 1.00 1:00 December 3130, 2006 3.00 4.25 to 1.00 1:00 March 31, 2007 2.50 4.00 to 1.00 1:00 June 30, 2007 2.50 3.75 to 1.00 1:00 September 3029, 2007 2.50 3.75 to 1.00 1:00 December 3129, 2007 2.50 3.50 to 1.00 1:00 March 3129, 2008 2.00 3.50 to 1.00 1:00 June 3028, 2008 2.00 3.50 to 1.00 1:00 September 3027, 2008 2.00 3.50 to 1.00 December 31, 2008 2.00 to 1.00 March 311:00 January 3, 2009 1.50 3.50 to 1.00 June 301:00 April 4, 2009 1.50 3.50 to 1.00 September 301:00 July 4, 2009 1.50 3.50 to 1.00 December 311:00 October 3, 2009 1.50 and thereafter 3.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001:00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- March 31, 1999 4.50 to 1.00 June 30, 1999 4.25 to 1.00 September 30, 2005 1999 4.75 to 1.00 December 31, 1999 4.75 to 1.00 March 31, 2000 4.75 to 1.00 June 30, 2000 4.50 to 1.00 September 30, 2000 4.50 to 1.00 December 31, 2000 4.25 to 1.00 March 31, 2001 4.25 to 1.00 June 30, 2001 4.00 to 1.00 September 30, 2001 4.00 to 1.00 December 31, 2001 3.75 to 1.00 March 31, 2002 3.75 to 1.00 June 30, 2002 3.75 to 1.00 September 30, 2002 3.75 to 1.00 December 31, 2002 3.50 to 1.00 March 31, 2003 3.50 to 1.00 June 30, 2003 3.50 to 1.00 September 30, 2003 3.50 to 1.00 December 31, 2005 3.50 2003 3.25 to 1.00 March 31, 2006 2004 3.25 to 1.00 June 30, 2006 2004 3.25 to 1.00 September 30, 2006 3.125 2004 3.25 to 1.00 December 31, 2006 2004 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 Thereafter 3.00 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with during any fiscal quarter period set forth below to exceed the ratio set forth below opposite such fiscal quarterperiod: Consolidated Fiscal Quarter Period Leverage Ratio ----------------------------------- -------------- -------------- September 30January 1, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 7.75 to 1.00 June 30April 1, 2006 3.25 to 1.00 September 30, 2006 3.125 7.65 to 1.00 December 31October 1, 2006 3.00 to 1.00 March 31, 2007 2.50 7.50 to 1.00 April 1, 2007 to June 30, 2007 2.50 7.25 to 1.00 July 1, 2007 to September 30, 2007 2.50 7.00 to 1.00 December 31October 1, 2007 2.50 to 1.00 March 31, 2008 2.00 6.75 to 1.00 June 30April 1, 2008 2.00 to 1.00 September 30, 2008 2.00 6.50 to 1.00 December 31October 1, 2008 2.00 to 1.00 March 31, 2009 1.50 6.25 to 1.00 June 30April 1, 2009 1.50 to 1.00 September 30, 2009 1.50 6.00 to 1.00 December 31October 1, 2009 1.50 to 1.00 March 31, 2010 1.50 5.75 to 1.00 April 1, 2010 to June 30, 2010 1.50 5.50 to 1.00 July 1, 2010 to September 30, 2010 1.50 5.25 to 1.00 December 31October 1, 2010 1.50 to 1.00 March 31, 2011 1.50 5.00 to 1.00 June April 1, 2011 to September 30, 2011 1.50 4.75 to 1.00 October 1, 2011 and thereafter 4.50 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2011) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 5.25 to 1.00 June 30, 2011 1.50 5.25 to 1.00 September 30, 2011 5.00 to 1.00 December 31, 2011 5.005.50 to 1.00 March 31, 2012 4.755.25 to 1.00 June 30, 2012 4.755.25 to 1.00 September 30, 2012 4.755.25 to 1.00 December 31, 2012 4.755.25 to 1.00 March 31, 2013 4.755.25 to 1.00 June 30, 2013 4.755.25 to 1.00 September 30, 2013 4.505.00 to 1.00 December 31, 2013 4.505.00 to 1.00 March 31, 2014 4.254.75 to 1.00 June 30, 2014 4.254.75 to 1.00 September 30, 2014 4.004.50 to 1.00 December 31, 2014 4.004.50 to 1.00 March 31, 2015 3.754.25 to 1.00 June 30, 2015 3.754.25 to 1.00 September 30, 2015 3.754.25 to 1.00 December 31, 2015 and thereafter 3.754.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- April 2, 2005 6.50 to 1.00 July 2, 2005 6.50 to 1.00 October 1, 2005 6.50 to 1.00 December 31, 2005 6.50 to 1.00 April 1, 2006 6.25 to 1.00 July 1, 2006 6.25 to 1.00 September 30, 2005 2006 6.00 to 1.00 December 30, 2006 5.75 to 1.00 March 31, 2007 5.50 to 1.00 June 30, 2007 5.50 to 1.00 September 29, 2007 5.25 to 1.00 December 29, 2007 5.25 to 1.00 March 29, 2008 5.00 to 1.00 June 28, 2008 5.00 to 1.00 September 27, 2008 4.75 to 1.00 January 3, 2009 4.75 to 1.00 April 4, 2009 4.50 to 1.00 July 4, 2009 4.50 to 1.00 October 3, 2009 4.25 to 1.00 January 2, 2010 4.25 to 1.00 April 3, 2010 4.25 to 1.00 July 3, 2010 4.25 to 1.00 October 2, 2010 4.00 to 1.00 January 1, 2011 4.00 to 1.00 April 2, 2011 3.75 to 1.00 July 2, 2011 3.75 to 1.00 October 1, 2011 3.50 to 1.00 December 31, 2005 2011 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00

Consolidated Leverage Ratio. Permit Commencing with the first full fiscal quarter after the quarter in which the Funding Date occurs, permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 4.00 to 1.00 2.50 to 1.00 September 30, 2007 4.00 to 1.00 2.50 to 1.00 December 31, 2007 4.00 to 1.00 2.50 to 1.00 March 31, 2008 2.00 3.75 to 1.00 2.25 to 1.00 June 30, 2008 2.00 3.75 to 1.00 2.25 to 1.00 September 30, 2008 2.00 3.75 to 1.00 2.25 to 1.00 December 31, 2008 2.00 3.75 to 1.00 2.25 to 1.00 March 31, 2009 3.25 to 1.00 1.75 to 1.00 June 30, 2009 3.25 to 1.00 1.75 to 1.00 September 30, 2009 3.25 to 1.00 1.75 to 1.00 December 31, 2009 3.25 to 1.00 1.75 to 1.00 March 31, 2010 2.75 to 1.00 1.50 to 1.00 June 30, 2009 2010 2.75 to 1.00 1.50 to 1.00 September 30, 2009 2010 2.75 to 1.00 1.50 to 1.00 December 31, 2009 2010 2.75 to 1.00 1.50 to 1.00 March 31, 2010 2.25 to 1.00 1.50 to 1.00 June 30, 2010 2.25 to 1.00 1.50 to 1.00 September 30, 2010 2.25 to 1.00 1.50 to 1.00 December 31, 2010 and each quarter thereafter 2.25 to 1.00 1.50 to 1.00 March 31; provided that if the Incurred Amount is less than $300,000,000 but greater than $180,000,000, 2011 1.50 to 1.00 June 30the numerator in each of the above ratios shall be adjusted as follows by (a) the product of the Ratio Difference times the Adjustment Factor plus (b) the numerator in the ratio set forth above for the $180 Million Base Case for the applicable quarter. For purposes of this Section 8.1(a), 2011 1.50 to 1.00the following terms shall have the following meanings:

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any time during any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed be greater than the ratio set forth below opposite such fiscal quarterperiod: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- March 31, 2012 5.50 to 1.00 June 30, 2012 5.50 to 1.00 September 30, 2005 3.50 2012 5.50 to 1.00 December 31, 2005 3.50 2012 5.50 to 1.00 March 31, 2006 3.25 2013 5.25 to 1.00 June 30, 2006 3.25 2013 5.25 to 1.00 September 30, 2006 3.125 2013 5.25 to 1.00 December 31, 2006 3.00 2013 5.25 to 1.00 March 31, 2007 2.50 2014 5.25 to 1.00 June 30, 2007 2.50 2014 5.25 to 1.00 September 30, 2007 2.50 2014 5.25 to 1.00 December 31, 2007 2.50 2014 5.25 to 1.00 March 31, 2008 2.00 2015 5.00 to 1.00 June 30, 2008 2.00 2015 5.00 to 1.00 September 30, 2008 2.00 2015 5.00 to 1.00 December 31, 2008 2.00 2015 5.00 to 1.00 March 31, 2009 1.50 2016 5.00 to 1.00 June 30, 2009 1.50 2016 5.00 to 1.00 September 30, 2009 1.50 2016 5.00 to 1.00 December 31, 2009 1.50 2016 5.00 to 1.00 March 31, 2010 1.50 2017 5.00 to 1.00 June 30, 2010 1.50 2017 5.00 to 1.00 September 30, 2010 1.50 2017 5.00 to 1.00 December 31, 2010 1.50 2017 5.00 to 1.00 March 31, 2011 1.50 2018 5.00 to 1.00 June 30, 2011 1.50 2018 5.00 to 1.001.00 September 30, 2018 5.00 to 1.00 December 31, 2018 5.00 to 1.00 Section 7.12. [Reserved].

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four (4) consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarterquarter ending on or about the following dates: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- March 31, 2011 2.75 to 1.00 June 30, 2011 2.75 to 1.00 September 30, 2005 3.50 2011 2.75 to 1.00 December 31, 2005 3.50 2011 2.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2012 2.50 to 1.00 June 30, 2007 2012 2.50 to 1.00 September 30, 2007 2012 2.50 to 1.00 December 31, 2007 2.50 2012 2.25 to 1.00 March 31, 2008 2013 2.25 to 1.00 June 30, 2013 2.25 to 1.00 September 30, 2013 2.25 to 1.00 December 31, 2013 2.00 to 1.00 March 31, 2014 2.00 to 1.00 June 30, 2008 2014 2.00 to 1.00 September 30, 2008 2014 2.00 to 1.00 December 31, 2008 2.00 2014 1.75 to 1.00 March 31, 2009 2015 1.75 to 1.00 June 30, 2015 1.75 to 1.00 September 30, 2015 1.75 to 1.00 December 31, 2015 1.50 to 1.00 March 31, 2016 1.50 to 1.00 June 30, 2009 2016 1.50 to 1.00 September 30, 2009 2016 1.50 to 1.00 December 31, 2009 2016 1.50 to 1.00 March 31, 2010 2017 1.50 to 1.00 June 30, 2010 2017 1.50 to 1.00 September 30, 2010 2017 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 2017 1.50 to 1.00

Consolidated Leverage Ratio. Permit Commencing with the Borrower’s Fiscal Quarter ending on or about March 31, 2006, permit the Consolidated Leverage Ratio as at of the last day end of any Fiscal Quarter ending during any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth in the table below to exceed be greater than the ratio set forth below opposite such fiscal quarterperiod in such table: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31January 1, 2006 3.25 to 1.00 and including June 30, 2006 3.25 to 1.00 September 306.00:1.00 July 1, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 and including March 31, 2007 2.50 to 1.00 June 305.85:1.00 April 1, 2007 2.50 to 1.00 and including September 30, 2007 2.50 to 1.00 December 315.75:1.00 October 1, 2007 2.50 to 1.00 and including March 31, 2008 2.00 to 1.00 June 305.25:1.00 April 1, 2008 2.00 to 1.00 and including September 30, 2008 2.00 to 1.00 December 315.00:1.00 October 1, 2008 2.00 to 1.00 and including March 31, 2009 1.50 to 1.00 June 304.50:1.00 April 1, 2009 1.50 to 1.00 and including September 30, 2009 1.50 to 1.00 December 314.25:1.00 October 1, 2009 1.50 to 1.00 and including March 31, 2010 1.50 to 1.00 June 303.75:1.00 April 1, 2010 1.50 to 1.00 and including September 30, 2010 1.50 to 1.00 December 313.50:1.00 October 1, 2010 1.50 to 1.00 and including March 31, 2011 1.50 3.00:1.00 April 1, 2011 to 1.00 June and including September 30, 2011 1.50 to 1.002.75:1.00 October 1, 2011 and thereafter 2.50:1.00

Consolidated Leverage Ratio. Permit At any time after the payment in full of the First Lien Loans and Second Lien Loans and any Permitted Refinancing Indebtedness in respect thereof, permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 5.75 to 1.00 1:00 June 30, 2006 3.25 5.75 to 1.00 1:00 September 30, 2006 3.125 5.75 to 1.00 1:00 December 31, 2006 3.00 5.50 to 1.00 1:00 March 31, 2007 2.50 5.25 to 1.00 1:00 June 30, 2007 2.50 5.25 to 1.00 1:00 September 30, 2007 2.50 5.00 to 1.00 1:00 December 31, 2007 2.50 4.75 to 1.00 1:00 March 31, 2008 2.00 4.50 to 1.00 1:00 June 30, 2008 2.00 4.50 to 1.00 1:00 September 30, 2008 2.00 4.25 to 1.00 1:00 December 31, 2008 2.00 4.25 to 1.00 1:00 March 31, 2009 1.50 4.00 to 1.00 1:00 June 30, 2009 1.50 4.00 to 1.00 1:00 September 30, 2009 1.50 3.75 to 1.00 1:00 December 31, 2009 1.50 3.75 to 1.00 1:00 March 31, 2010 1.50 3.75 to 1.00 1:00 June 30, 2010 1.50 and each fiscal quarter thereafter 3.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001:00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) Holdings ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Ouarter Ending Leverage Ratio -------------- -------------- --------------------- December 31, 2000 6.00 to 1 March 31, 2001 7.10 to 1 June 30, 2001 7.40 to 1 September 30, 2001 7.25 to 1 December 31, 2001 6.25 to 1 March 31, 2002 6.00 to 1 June 30, 2002 5.25 to 1 September 30, 2002 5.00 to 1 December 31, 2002 4.75 to 1 March 31, 2003 4.75 to 1 June 30, 2003 4.75 to 1 September 30, 2003 4.50 to 1 December 31, 2003 4.25 to 1 March 31, 2004 4.25 to 1 June 30, 2004 4.25 to 1 September 30, 2004 4.00 to 1 December 31, 2004 4.00 to 1 March 31, 2005 4.00 to 1 June 30, 2005 4.00 to 1 September 30, 2005 3.50 3.75 to 1.00 1 December 31, 2005 3.50 3.75 to 1.00 1 March 31, 2006 3.25 3.75 to 1.00 1 June 30, 2006 3.25 3.75 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001 Amendment No. 1 ---------------

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2004 3.25 to 1.0 December 31, 2004 3.25 to 1.0 March 31, 2005 3.0 to 1.0 June 30, 2005 3.0 to 1.0 September 30, 2005 3.50 3.0 to 1.00 1.0 December 31, 2005 3.50 3.0 to 1.00 1.0 March 31, 2006 3.25 2.75 to 1.00 1.0 June 30, 2006 3.25 2.75 to 1.00 1.0 September 30, 2006 3.125 2.75 to 1.00 1.0 December 31, 2006 3.00 2.75 to 1.00 1.0 March 31, 2007 2.50 to 1.00 1.0 June 30, 2007 2.50 to 1.00 1.0 September 30, 2007 2.50 to 1.00 1.0 December 31, 2007 2.50 to 1.00 1.0 March 31, 2008 2.00 2.50 to 1.00 1.0 June 30, 2008 2.00 2.50 to 1.00 1.0 September 30, 2008 2.00 2.50 to 1.00 1.0 December 31, 2008 2.00 2.50 to 1.00 1.0 March 31, 2009 1.50 2.50 to 1.00 1.0 June 30, 2009 1.50 2.50 to 1.00 1.0 September 30, 2009 1.50 2.50 to 1.00 1.0 December 31, 2009 1.50 and thereafter 2.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 2005 6.50 to 1.00 September 30, 2005 3.50 6.50 to 1.00 December 31, 2005 3.50 6.50 to 1.00 March 31, 2006 3.25 6.50 to 1.00 June 30, 2006 3.25 6.25 to 1.00 September 30, 2006 3.125 6.25 to 1.00 December 31, 2006 3.00 5.75 to 1.00 March 31, 2007 2.50 5.75 to 1.00 June 30, 2007 2.50 5.75 to 1.00 September 30, 2007 2.50 5.75 to 1.00 December 31, 2007 2.50 5.00 to 1.00 March 31, 2008 2.00 5.00 to 1.00 June 30, 2008 2.00 5.00 to 1.00 September 30, 2008 2.00 5.00 to 1.00 December 31, 2008 2.00 4.50 to 1.00 March 31, 2009 1.50 4.50 to 1.00 June 30, 2009 1.50 4.50 to 1.00 September 30, 2009 1.50 4.50 to 1.00 December 31, 2009 1.50 4.25 to 1.00 March 31, 2010 1.50 4.25 to 1.00 June 30, 2010 1.50 4.25 to 1.00 September 30, 2010 1.50 4.25 to 1.00 December 31, 2010 1.50 4.00 to 1.00 March 31, 2011 1.50 4.00 to 1.00 June 30, 2011 1.50 4.00 to 1.00 September 30, 2011 4.00 to 1.00 December 31, 2011 4.00 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 5.50 to 1.00 1:00 June 30, 2006 3.25 5.50 to 1.00 1:00 September 30, 2006 3.125 5.50 to 1.00 1:00 December 31, 2006 3.00 5.25 to 1.00 1:00 March 31, 2007 2.50 5.00 to 1.00 1:00 June 30, 2007 2.50 5.00 to 1.00 1:00 September 30, 2007 2.50 4.75 to 1.00 1:00 December 31, 2007 2.50 4.50 to 1.00 1:00 March 31, 2008 2.00 4.25 to 1.00 1:00 June 30, 2008 2.00 4.25 to 1.00 1:00 September 30, 2008 2.00 4.00 to 1.00 1:00 December 31, 2008 2.00 4.00 to 1.00 1:00 March 31, 2009 1.50 3.75 to 1.00 1:00 June 30, 2009 1.50 3.75 to 1.00 1:00 September 30, 2009 1.50 3.50 to 1.00 1:00 December 31, 2009 1.50 3.50 to 1.00 1:00 March 31, 2010 1.50 3.50 to 1.00 1:00 June 30, 2010 1.50 3.25 to 1.00 1:00 September 30, 2010 1.50 3.25 to 1.00 1:00 December 31, 2010 1.50 3.25 to 1.00 1:00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 3.25 to 1.001:00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with time during any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Consolidated Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 ------------------ --------------------------- December 31, 2005 3.50 5.90 to 1.00 1.0 March 31, 2006 3.25 5.90 to 1.00 1.0 June 30, 2006 3.25 5.90 to 1.00 1.0 September 30, 2006 3.125 5.90 to 1.00 1.0 December 31, 2006 3.00 5.25 to 1.00 1.0 March 31, 2007 2.50 5.25 to 1.00 1.0 June 30, 2007 2.50 5.25 to 1.00 1.0 September 30, 2007 2.50 5.25 to 1.00 1.0 December 31, 2007 2.50 4.50 to 1.00 1.0 March 31, 2008 2.00 4.50 to 1.00 1.0 June 30, 2008 2.00 4.50 to 1.00 1.0 September 30, 2008 2.00 4.50 to 1.00 1.0 December 31, 2008 2.00 3.50 to 1.00 1.0 March 31, 2009 1.50 3.50 to 1.00 1.0 June 30, 2009 1.50 3.50 to 1.00 1.0 September 30, 2009 1.50 3.50 to 1.00 1.0 December 31, 2009 1.50 3.50 to 1.00 1.0 March 31, 2010 1.50 3.50 to 1.00 1.0 June 30, 2010 1.50 3.50 to 1.00 1.0 Fiscal Quarter Consolidated Leverage Ratio ------------------ --------------------------- September 30, 2010 1.50 3.50 to 1.00 1.0 December 31, 2010 1.50 3.50 to 1.00 1.0 March 31, 2011 1.50 3.50 to 1.00 1.0 June 30, 2011 1.50 3.50 to 1.001.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive time during any fiscal quarters quarter of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed be greater than the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30October 1, 2005 3.50 5.50 to 1.00 December 31, 2005 3.50 5.50 to 1.00 March 31April 1, 2006 3.25 5.50 to 1.00 June 30July 1, 2006 3.25 5.50 to 1.00 September 30, 2006 3.125 5.50 to 1.00 December 3130, 2006 3.00 5.50 to 1.00 March 31, 2007 2.50 5.00 to 1.00 June 30, 2007 2.50 5.00 to 1.00 September 3029, 2007 2.50 5.00 to 1.00 December 3129, 2007 2.50 5.00 to 1.00 March 3129, 2008 2.00 4.50 to 1.00 June 3028, 2008 2.00 4.50 to 1.00 September 3027, 2008 2.00 4.50 to 1.00 December 31January 3, 2008 2.00 2009 4.50 to 1.00 March 31April 4, 2009 1.50 4.00 to 1.00 June 30July 4, 2009 1.50 4.00 to 1.00 September 30October 3, 2009 1.50 4.00 to 1.00 December 31January 2, 2009 1.50 2010 4.00 to 1.00 March 31April 3, 2010 1.50 3.75 to 1.00 June 30July 3, 2010 1.50 3.75 to 1.00 September 30October 2, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 3.75 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 2003 3.75 to 1.00 September 30, 2003 3.75 to 1.00 December 31, 2003 3.65 to 1.00 March 31, 2004 3.50 to 1.00 June 30, 2004 3.50 to 1.00 September 30, 2004 3.35 to 1.00 December 31, 2004 3.35 to 1.00 March 31, 2005 3.25 to 1.00 June 30, 2005 3.25 to 1.00 September 30, 2005 3.50 3.25 to 1.00 December 31, 2005 3.50 3.00 to 1.00 March 31, 2006 3.25 3.00 to 1.00 June 30, 2006 3.25 3.00 to 1.00 September 30, 2006 3.125 3.00 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 3.00 to 1.00 June 30, 2007 2.50 3.00 to 1.00 September 30, 2007 2.50 3.00 to 1.00 December 31, 2007 2.50 3.00 to 1.00 52 March 31, 2008 2.00 3.00 to 1.00 June 30, 2008 2.00 3.00 to 1.00 September 30, 2008 2.00 3.00 to 1.00 December 31, 2008 2.00 3.00 to 1.00 March 31, 2009 1.50 3.00 to 1.00 June 30, 2009 1.50 3.00 to 1.00 September 30, 2009 1.50 3.00 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 3.00 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2011) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 5.25 to 1.00 June 30, 2011 1.50 5.25 to 1.00 September 30, 2011 5.00 to 1.00 December 31, 2011 5.00 to 1.00 March 31, 2012 4.75 to 1.00 June 30, 2012 4.75 to 1.00 September 30, 2012 4.75 to 1.00 December 31, 2012 4.75 to 1.00 March 31, 2013 4.75 to 1.00 June 30, 2013 4.75 to 1.00 September 30, 2013 4.50 to 1.00 December 31, 2013 4.50 to 1.00 March 31, 2014 4.25 to 1.00 June 30, 2014 4.25 to 1.00 September 30, 2014 4.00 to 1.00 December 31, 2014 4.00 to 1.00 March 31, 2015 3.75 to 1.00 June 30, 2015 3.75 to 1.00 September 30, 2015 3.75 to 1.00 December 31, 2015 and thereafter 3.75 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter ending on the dates set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 2004 6.60 to 1.0 September 30, 2004 6.60 to 1.0 December 31, 2004 6.60 to 1.0 March 31, 2005 6.50 to 1.0 June 30, 2005 6.50 to 1.0 September 30, 2005 3.50 6.25 to 1.00 1.0 December 31, 2005 3.50 6.25 to 1.00 1.0 March 31, 2006 3.25 6.00 to 1.00 1.0 June 30, 2006 3.25 6.00 to 1.00 1.0 September 30, 2006 3.125 5.65 to 1.00 1.0 December 31, 2006 3.00 5.65 to 1.00 1.0 March 31, 2007 2.50 5.25 to 1.00 1.0 June 30, 2007 2.50 5.25 to 1.00 1.0 September 30, 2007 2.50 4.85 to 1.00 1.0 December 31, 2007 2.50 4.85 to 1.00 1.0 March 31, 2008 2.00 4.50 to 1.00 1.0 June 30, 2008 2.00 4.50 to 1.00 1.0 September 30, 2008 2.00 4.25 to 1.00 1.0 December 31, 2008 2.00 4.25 to 1.00 1.0 March 31, 2009 1.50 4.00 to 1.00 1.0 June 30, 2009 1.50 4.00 to 1.00 1.0 Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2009 1.50 3.75 to 1.00 1.0 December 31, 2009 1.50 3.75 to 1.00 March 31, 2010 1.50 1.0 Thereafter 3.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter date set forth below to exceed the ratio set forth below opposite such fiscal quarterdate: Consolidated Fiscal Quarter Date Leverage Ratio -------------- ---------- -------------- September 30, 2005 1998 5.25 to 1.00 December 31, 1998 5.00 to 1.00 March 31, 1999 5.00 to 1.00 June 30, 1999 4.75 to 1.00 September 30, 1999 4.75 to 1.00 December 31, 1999 4.50 to 1.00 March 31, 2000 4.25 to 1.00 June 30, 2000 4.25 to 1.00 September 30, 2000 4.25 to 1.00 December 31, 2000 4.00 to 1.00 March 31, 2001 3.50 to 1.00 June 30, 2001 3.50 to 1.00 September 30, 2001 3.50 to 1.00 December 31, 2005 2001 3.50 to 1.00 March 31, 2006 3.25 2002 3.50 to 1.00 June 30, 2006 3.25 2002 3.00 to 1.00 September 30, 2006 3.125 2002 3.00 to 1.00 December 31, 2006 2002 3.00 to 1.00 March 31, 2007 2003 3.00 to 1.00 June 30, 2003 3.00 to 1.00 September 30, 2003 3.00 to 1.00 December 31, 2003 3.00 to 1.00 March 31, 2004 2.50 to 1.00 June 30, 2007 2004 2.50 to 1.00 September 30, 2007 2004 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00--------------

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 5.25 to 1.00 1:00 June 30, 2006 3.25 5.25 to 1.00 1:00 September 30, 2006 3.125 5.25 to 1.00 1:00 December 31, 2006 3.00 5.00 to 1.00 1:00 March 31, 2007 2.50 4.75 to 1.00 1:00 June 30, 2007 2.50 4.75 to 1.00 1:00 September 30, 2007 2.50 4.50 to 1.00 1:00 December 31, 2007 2.50 4.25 to 1.00 1:00 March 31, 2008 2.00 4.00 to 1.00 1:00 June 30, 2008 2.00 4.00 to 1.00 1:00 September 30, 2008 2.00 3.75 to 1.00 1:00 December 31, 2008 2.00 3.75 to 1.00 1:00 March 31, 2009 1.50 3.50 to 1.00 1:00 June 30, 2009 1.50 3.50 to 1.00 1:00 September 30, 2009 1.50 3.25 to 1.00 1:00 December 31, 2009 1.50 3.25 to 1.00 1:00 March 31, 2010 1.50 3.25 to 1.00 1:00 June 30, 2010 1.50 3.00 to 1.00 1:00 September 30, 2010 1.50 3.00 to 1.00 1:00 December 31, 2010 1.50 3.00 to 1.00 1:00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 3.00 to 1.001:00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2011) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated 73 Fiscal Quarter Consolidated Leverage Ratio -------------- -------------- June 30, 2011 5.25 to 1.00 September 30, 2005 3.50 2011 5.00 to 1.00 December 31, 2005 3.50 2011 5.50 to 1.00 March 31, 2006 3.25 2012 5.25 to 1.00 June 30, 2006 3.25 2012 5.25 to 1.00 September 30, 2006 3.125 2012 5.25 to 1.00 December 31, 2006 3.00 2012 5.25 to 1.00 March 31, 2007 2.50 2013 5.25 to 1.00 June 30, 2007 2.50 2013 5.25 to 1.00 September 30, 2007 2.50 2013 5.00 to 1.00 December 31, 2007 2.50 2013 5.00 to 1.00 March 31, 2008 2.00 2014 4.75 to 1.00 June 30, 2008 2.00 2014 4.75 to 1.00 September 30, 2008 2.00 2014 4.50 to 1.00 December 31, 2008 2.00 2014 4.50 to 1.00 March 31, 2009 1.50 2015 4.25 to 1.00 June 30, 2009 1.50 2015 4.25 to 1.00 September 30, 2009 1.50 2015 4.25 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 2015 and thereafter 4.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- December 31, 2005 5.50 to 1.00 March 31, 2006 5.50 to 1.00 June 30, 2006 5.50 to 1.00 September 30, 2005 3.50 2006 5.25 to 1.00 December 31, 2005 2006 5.25 to 1.00 March 31, 2007 5.00 to 1.00 June 30, 2007 5.00 to 1.00 September 30, 2007 4.75 to 1.00 December 31, 2007 4.50 to 1.00 March 31, 2008 4.50 to 1.00 June 30, 2008 4.25 to 1.00 September 30, 2008 4.25 to 1.00 December 31, 2008 4.00 to 1.00 March 31, 2009 4.00 to 1.00 June 30, 2009 3.75 to 1.00 September 30, 2009 3.75 to 1.00 December 31, 2009 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 3.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 and thereafter 3.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below (commencing with the fiscal quarter ending June 30, 2011) to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Consolidated Leverage Ratio -------------- -------------- June 30, 2011 5.25 to 1.00 September 30, 2005 3.50 2011 5.00 to 1.00 December 31, 2005 3.50 2011 5.50 to 1.00 March 31, 2006 3.25 2012 5.25 to 1.00 June 30, 2006 3.25 2012 5.25 to 1.00 September 30, 2006 3.125 2012 5.25 to 1.00 December 31, 2006 3.00 2012 5.25 to 1.00 March 31, 2007 2.50 2013 5.25 to 1.00 June 30, 2007 2.50 2013 5.25 to 1.00 September 30, 2007 2.50 2013 5.00 to 1.00 December 31, 2007 2.50 2013 5.00 to 1.00 March 31, 2008 2.00 2014 4.75 to 1.00 June 30, 2008 2.00 2014 4.75 to 1.00 September 30, 2008 2.00 2014 4.50 to 1.00 December 31, 2008 2.00 2014 4.50 to 1.00 March 31, 2009 1.50 2015 4.25 to 1.00 June 30, 2009 1.50 2015 4.25 to 1.00 September 30, 2009 1.50 2015 4.25 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 2015 and thereafter 4.25 to 1.00

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter ending on the dates set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- June 30, 1998 6.5 to 1.0 September 30, 1998 6.5 to 1.0 December 31, 1998 6.5 to 1.0 March 31, 1999 6.25 to 1.0 June 30, 1999 6.25 to 1.0 September 30, 1999 6.25 to 1.0 December 31, 1999 6.25 to 1.0 March 31, 2000 5.8 to 1.0 June 30, 2000 5.8 to 1.0 September 30, 2000 5.8 to 1.0 December 31, 2000 5.8 to 1.0 March 31, 2001 5.3 to 1.0 June 30, 2001 5.3 to 1.0 September 30, 2001 5.3 to 1.0 December 31, 2001 5.3 to 1.0 March 31, 2002 4.75 to 1.0 June 30, 2002 4.75 to 1.0 September 30, 2002 4.75 to 1.0 December 31, 2002 4.75 to 1.0 March 31, 2003 4.25 to 1.0 June 30, 2003 4.25 to 1.0 77 September 30, 2003 4.25 to 1.0 December 31, 2003 4.25 to 1.0 March 31, 2004 4.0 to 1.0 June 30, 2004 4.0 to 1.0 September 30, 2004 4.0 to 1.0 December 31, 2004 4.0 to 1.0 March 31, 2005 4.0 to 1.0 June 30, 2005 4.0 to 1.0 September 30, 2005 3.50 4.0 to 1.00 1.0 December 31, 2005 3.50 4.0 to 1.00 1.0 March 31, 2006 3.25 4.0 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001.0

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 5.50 to 1.00 1 June 30, 2006 3.25 5.50 to 1.00 1 September 30, 2006 3.125 5.50 to 1.00 1 December 31, 2006 3.00 5.50 to 1.00 1 March 31, 2007 2.50 5.25 to 1.00 1 June 30, 2007 2.50 5.00 to 1.00 1 September 30, 2007 2.50 5.00 to 1.00 1 December 31, 2007 2.50 4.75 to 1.00 1 March 31, 2008 2.00 4.50 to 1.00 1 June 30, 2008 2.00 4.50 to 1.00 1 September 30, 2008 2.00 4.50 to 1.00 1 December 31, 2008 2.00 4.25 to 1.00 1 March 31, 2009 1.50 4.00 to 1.00 1 June 30, 2009 1.50 4.00 to 1.00 1 September 30, 2009 1.50 4.00 to 1.00 1 December 31, 2009 1.50 3.75 to 1.00 1 March 31, 2010 1.50 3.50 to 1.00 1 June 30, 2010 1.50 3.50 to 1.00 1 September 30, 2010 1.50 3.50 to 1.00 1 December 31, 2010 1.50 and thereafter 3.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2003 5.00 to 1.00 December 31, 2003 5.00 to 1.00 March 31, 2004 5.00 to 1.00 June 30, 2004 5.00 to 1.00 September 30, 2004 5.00 to 1.00 December 31, 2004 4.75 to 1.00 March 31, 2005 4.75 to 1.00 June 30, 2005 4.75 to 1.00 September 30, 2005 4.75 to 1.00 December 31, 2005 4.25 to 1.00 March 31, 2006 4.25 to 1.00 June 30, 2006 4.25 to 1.00 September 30, 2006 4.25 to 1.00 December 31, 2006 3.75 to 1.00 March 31, 2007 3.75 to 1.00 June 30, 2007 3.75 to 1.00 September 30, 2007 3.75 to 1.00 December 31, 2007 3.50 to 1.00 March 31, 2008 3.50 to 1.00 June 30, 2008 3.50 to 1.00 September 30, 2008 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 2008 and thereafter 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00

Consolidated Leverage Ratio. Permit Subject to Section 8.1(e), permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with time during any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Consolidated Leverage Ratio -------------- -------------- --------------------------- March 31, 2003 6.35 to 1.0 June 30, 2003 6.35 to 1.0 September 30, 2003 6.35 to 1.0 December 31, 2003 6.35 to 1.0 March 31, 2004 6.25 to 1.0 June 30, 2004 6.25 to 1.0 September 30, 2004 6.00 to 1.0 December 31, 2004 6.00 to 1.0 March 31, 2005 5.75 to 1.0 June 30, 2005 5.50 to 1.0 September 30, 2005 3.50 5.25 to 1.00 1.0 December 31, 2005 3.50 5.00 to 1.00 1.0 March 31, 2006 3.25 4.50 to 1.00 1.0 June 30, 2006 3.25 4.50 to 1.00 1.0 Fiscal Quarter Consolidated Leverage Ratio -------------- --------------------------- September 30, 2006 3.125 4.50 to 1.00 1.0 December 31, 2006 3.00 4.50 to 1.00 1.0 March 31, 2007 2.50 4.00 to 1.00 1.0 June 30, 2007 2.50 4.00 to 1.00 1.0 September 30, 2007 2.50 4.00 to 1.00 1.0 December 31, 2007 2.50 4.00 to 1.00 1.0 March 31, 2008 2.00 3.50 to 1.00 1.0 June 30, 2008 2.00 3.50 to 1.00 1.0 September 30, 2008 2.00 3.50 to 1.00 1.0 December 31, 2008 2.00 3.50 to 1.00 1.0 March 31, 2009 1.50 3.25 to 1.00 1.0 June 30, 2009 1.50 3.25 to 1.00 1.0 September 30, 2009 1.50 3.25 to 1.00 1.0 December 31, 2009 1.50 3.25 to 1.00 1.0 March 31, 2010 1.50 3.00 to 1.00 1.0 June 30, 2010 1.50 3.00 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.001.0

Consolidated Leverage Ratio. Permit Commencing with the first full fiscal quarter after the quarter in which the Funding Date occurs, permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) Company ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 September 30, 2006 3.125 to 1.00 December 31, 2006 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 4.00 to 1.00 2.50 to 1.00 September 30, 2007 4.00 to 1.00 2.50 to 1.00 December 31, 2007 4.00 to 1.00 2.50 to 1.00 March 31, 2008 2.00 3.75 to 1.00 2.25 to 1.00 June 30, 2008 2.00 3.75 to 1.00 2.25 to 1.00 September 30, 2008 2.00 3.75 to 1.00 2.25 to 1.00 December 31, 2008 2.00 3.75 to 1.00 2.25 to 1.00 March 31, 2009 3.25 to 1.00 1.75 to 1.00 June 30, 2009 3.25 to 1.00 1.75 to 1.00 September 30, 2009 3.25 to 1.00 1.75 to 1.00 December 31, 2009 3.25 to 1.00 1.75 to 1.00 March 31, 2010 2.75 to 1.00 1.50 to 1.00 June 30, 2009 2010 2.75 to 1.00 1.50 to 1.00 September 30, 2009 2010 2.75 to 1.00 1.50 to 1.00 December 31, 2009 2010 2.75 to 1.00 1.50 to 1.00 March 31, 2010 2.25 to 1.00 1.50 to 1.00 June 30, 2010 2.25 to 1.00 1.50 to 1.00 September 30, 2010 2.25 to 1.00 1.50 to 1.00 December 31, 2010 and each quarter thereafter 2.25 to 1.00 1.50 to 1.00 March 31; provided that if the Incurred Amount (as defined below) is less than $300,000,000 but greater than $180,000,000, 2011 1.50 to 1.00 June 30the numerator in each of the above ratios shall be adjusted as follows by (a) the product of the Ratio Difference times the Adjustment Factor plus (b) the numerator in the ratio set forth above for the $180 Million Base Case for the applicable quarter. For purposes of this Section 7.1(a), 2011 1.50 to 1.00the following terms shall have the following meanings:

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Leverage Ratio --------------------------------------------------------- -------------- -------------- September 30, 2005 3.50 to 1.00 December 31, 2005 3.50 to 1.00 March 31July 1, 2006 3.25 to 1.00 June 30, 2006 3.25 to 1.00 through September 30, 2006 3.125 5.75 to 1.00 1 October 1, 2006 through December 31, 2006 3.00 5.75 to 1.00 1 January 1, 2007 through March 31, 2007 2.50 5.75 to 1.00 1 April 1, 2007 through June 30, 2007 2.50 5.75 to 1.00 1 July 1, 2007 through September 30, 2007 2.50 5.75 to 1.00 1 October 1, 2007 through December 31, 2007 2.50 5.75 to 1.00 1 January 1, 2008 through March 31, 2008 2.00 5.75 to 1.00 1 April 1, 2008 through June 30, 2008 2.00 5.50 to 1.00 1 July 1, 2008 through September 30, 2008 2.00 5.50 to 1.00 1 October 1, 2008 through December 31, 2008 2.00 5.25 to 1.00 1 January 1, 2009 through March 31, 2009 1.50 5.25 to 1.00 1 April 1, 2009 through June 30, 2009 1.50 5.25 to 1.00 1 July 1, 2009 through September 30, 2009 1.50 5.25 to 1.00 1 October 1, 2009 through December 31, 2009 1.50 5.00 to 1.00 1 January 1, 2010 through March 31, 2010 1.50 5.00 to 1.00 1 April 1, 2010 through June 30, 2010 1.50 4.75 to 1.00 1 July 1, 2010 through September 30, 2010 1.50 4.75 to 1.00 1 October 1, 2010 through December 31, 2010 1.50 4.50 to 1.00 1 January 1, 2011 through March 31, 2011 1.50 4.50 to 1.00 1 April 1, 2011 through June 30, 2011 1.50 4.50 to 1.001 July 1, 2011 through September 30, 2011 4.50 to 1 Consolidated Fiscal Quarter Leverage Ratio --------------------------------------------------------- -------------- October 1, 2011 through December 31, 2011 and each fiscal quarter thereafter 4.25 to 1

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio as at the last day of any period of four consecutive fiscal quarters of the Borrower (or, if less, the number of full fiscal quarters subsequent to the Closing Date) ending with any fiscal quarter set forth below to exceed the ratio set forth below opposite such fiscal quarter: Consolidated Fiscal Quarter Consolidated Ending On or About Leverage Ratio -------------- ------------------ -------------- September 30, 2002 4.50 to 1.00 December 31, 2002 4.50 to 1.00 March 31, 2003 4.50 to 1.00 June 30, 2003 4.50 to 1.00 September 30, 2003 4.25 to 1.00 December 31, 2003 4.25 to 1.00 March 31, 2004 4.00 to 1.00 June 30, 2004 4.00 to 1.00 September 30, 2004 3.75 to 1.00 December 31, 2004 3.75 to 1.00 March 31, 2005 3.50 to 1.00 June 30, 2005 3.50 to 1.00 September 30, 2005 3.25 to 1.00 December 31, 2005 3.50 3.25 to 1.00 March 31, 2006 3.25 3.00 to 1.00 June 30, 2006 3.25 3.00 to 1.00 September 30, 2006 3.125 3.00 to 1.00 December 31, 2006 and 3.00 to 1.00 March 31, 2007 2.50 to 1.00 June 30, 2007 2.50 to 1.00 September 30, 2007 2.50 to 1.00 December 31, 2007 2.50 to 1.00 March 31, 2008 2.00 to 1.00 June 30, 2008 2.00 to 1.00 September 30, 2008 2.00 to 1.00 December 31, 2008 2.00 to 1.00 March 31, 2009 1.50 to 1.00 June 30, 2009 1.50 to 1.00 September 30, 2009 1.50 to 1.00 December 31, 2009 1.50 to 1.00 March 31, 2010 1.50 to 1.00 June 30, 2010 1.50 to 1.00 September 30, 2010 1.50 to 1.00 December 31, 2010 1.50 to 1.00 March 31, 2011 1.50 to 1.00 June 30, 2011 1.50 to 1.00thereafter