Common use of Consolidated Total Funded Debt Clause in Contracts

Consolidated Total Funded Debt. With respect to the Borrowers, the sum, without duplication, of (a) the aggregate amount of Indebtedness of the Borrowers on a consolidated basis, relating to (i) the borrowing of money or the obtaining of credit, including the issuance of notes, bonds, debentures or similar debt instruments, (ii) in respect of any Capitalized Leases and Synthetic Leases, (iii) the non-contingent deferred purchase price of assets and companies (typically known as holdbacks) to the extent recognized as a liability of any Borrower in accordance with GAAP, but excluding (A) short-term trade payables incurred in the ordinary course of business and (B) the Xxxxxx County Put, and (iv) any unpaid reimbursement obligations with respect to letters of credit outstanding, but excluding any contingent obligations with respect to letters of credit outstanding; plus (b) Indebtedness of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the Borrowers. Consolidated Total Interest Expense. For any period, the aggregate amount of interest required to be paid or accrued by the Borrowers during such period on all Indebtedness of the Borrowers outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Synthetic Lease and including commitment fees, agency fees, facility fees, balance deficiency fees and similar fees or expenses in connection with the borrowing of money, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period to the extent included in determining consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments in respect of any Swap Contract payable to the Borrowers and (iv) to the extent included as an item of interest expense, any premium paid to repurchase or redeem any of the Convertible Subordinated Notes, and (b) including any accrued settlement payments in respect of any Swap Contract owing by the Borrowers.

Consolidated Total Funded Debt. With respect to At any time, all Indebtedness of the BorrowersBorrower and its Subsidiaries at such time, the sumwhether secured or unsecured and whether or not contingent, without duplication, of (a) the aggregate amount of Indebtedness of the Borrowers on a consolidated basis, relating to (i) the borrowing in respect of money borrowed or the obtaining deferred purchase price of property and services (excluding trade accounts payable), (b) in respect of letters of credit, including the issuance of notesbankers' acceptances, bonds, debentures or similar debt instrumentsfacilities, (iic) in respect of any Capitalized Leases and Synthetic Leases, (iiid) the non-contingent deferred purchase price of assets evidenced by any loan or credit agreement, reimbursement agreement, promissory note, debenture, bond, or other similar contract, and companies (typically known as holdbackse) to the extent recognized as a liability any Indebtedness of any other entity of a type described in (a), (b), (c), or (d) that the Borrower or its Subsidiaries has guaranteed or for which the Borrower or its Subsidiaries is otherwise responsible or liable, directly or indirectly. CONSOLIDATED NET INCOME (OR DEFICIT). For any period, the consolidated net income (or deficit) of the Borrower and its Subsidiaries for such period, after deduction of all expenses, taxes, and other proper charges, determined in accordance with GAAPgenerally accepted accounting principles, but excluding (A) short-term trade payables incurred after eliminating therefrom all extraordinary nonrecurring items of income. CONSOLIDATED TOTAL ASSETS. All items which, in accordance with generally accepted accounting principles, would be included in determining the ordinary course total assets on the asset side of business and (B) the Xxxxxx County Put, and (iv) any unpaid reimbursement obligations with respect to letters of credit outstanding, but excluding any contingent obligations with respect to letters of credit outstanding; plus (b) Indebtedness a consolidated balance sheet of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the Borrowersand its Subsidiaries. Consolidated Total Interest ExpenseCONSOLIDATED TOTAL INTEREST EXPENSE. For any period, the aggregate amount of interest required to be paid or accrued by the Borrowers Borrower and its Subsidiaries during such period on all Indebtedness of the Borrowers Borrower and its Subsidiaries outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Synthetic Lease Lease, and including commitment fees, agency fees, facility fees, balance deficiency fees and similar fees or expenses in connection with the borrowing of money. CONSOLIDATED TOTAL LIABILITIES. All items which, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period to the extent in accordance with generally accepted accounting principles, would be included in determining the total liabilities on the liability side of a consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments in respect of any Swap Contract payable to the Borrowers and (iv) to the extent included as an item of interest expense, any premium paid to repurchase or redeem any balance sheet of the Convertible Subordinated NotesBorrower and its Subsidiaries. CONSOLIDATED TOTAL NET WORTH. At any date as of which the amount thereof shall be determined, and (b) including any accrued settlement payments in respect the excess of any Swap Contract owing by the BorrowersConsolidated Total Assets over Consolidated Total Liabilities.

Consolidated Total Funded Debt. With respect to the BorrowersBorrowers and any Receivables SPV, the sum, without duplication, of (a) the aggregate amount of Indebtedness of the Borrowers on a consolidated basis, relating to (i) the borrowing of money or the obtaining of credit, including the issuance of notes, bonds, debentures or similar debt instruments, (ii) in respect of any Capitalized Leases and Synthetic Leases, (iii) the non-non- contingent deferred purchase price of assets and companies (typically known as holdbacks) to the extent recognized as a liability of any Borrower in accordance with GAAP, but excluding (A) short-short- term trade payables incurred in the ordinary course of business and (B) the Xxxxxx County Put, and (iv) any unpaid reimbursement obligations with respect to letters of credit outstanding, but excluding any contingent obligations with respect to letters of credit outstanding; plus (b) Indebtedness of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the Borrowers. Consolidated Total Interest Expense. For any period, the aggregate amount of interest required to be paid or accrued by the Borrowers during such period on all Indebtedness of the Borrowers outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Synthetic Lease and including commitment fees, agency fees, facility fees, balance deficiency fees and similar fees or expenses in connection with the borrowing of money, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period to the extent included in determining consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments in respect of any Swap Contract payable to the Borrowers and (iv) to the extent included as an item of interest expense, any premium paid to repurchase or redeem any of the Convertible Subordinated Notes, and (b) including any accrued settlement payments in respect of any Swap Contract owing by the Borrowers.

Consolidated Total Funded Debt. With At any time of determination with respect to the BorrowersParent and its Subsidiaries, the sumcollectively, without duplication, whether classified as Indebtedness or otherwise on the consolidated balance sheet of the Parent and its Subsidiaries, (a) the aggregate amount of Indebtedness of the Borrowers on a consolidated basis, relating to for (i) the borrowing of borrowed money or the obtaining of creditcredit obtained or other similar monetary obligations, including the issuance of notes, bonds, debentures direct or similar debt instrumentsindirect, (ii) in respect of any Capitalized Leases and Synthetic Leases, (iii) the non-contingent deferred purchase price of assets and companies (typically known as holdbacks) to the extent recognized as a liability of any Borrower in accordance with GAAP, but excluding (A) short-term trade payables incurred in the ordinary course of business and (B) the Xxxxxx County Put, and (iv) including any unpaid reimbursement obligations with respect to letters of credit outstandingcredit, but excluding any contingent obligations with respect to letters of credit outstanding; plus ), (ii) all obligations evidenced by notes, bonds, debentures or other similar debt instruments (other than Performance Bonds), (iii) the deferred purchase price of assets (other than trade payables incurred in the ordinary course of business), and (iv) all obligations, liabilities and Indebtedness under Capitalized Leases and Synthetic Leases which correspond to principal, PLUS (b) Indebtedness of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the BorrowersParent or any of its Subsidiaries. Consolidated Total Interest ExpenseCONSOLIDATED TOTAL INTEREST EXPENSE. For any period, the aggregate amount of interest expense required to be paid or accrued by the Borrowers Parent and its Subsidiaries during such period on all Indebtedness of the Borrowers Parent and its Subsidiaries outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Synthetic Lease Lease, and including commitment fees, agency fees, facility fees, balance deficiency fees and similar fees or expenses for such period in connection with the borrowing of money, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period to therefrom the extent included in determining consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments in respect of any Swap Contract payable to the Borrowers and (iv) to the extent included as an item of interest expense, any premium paid to repurchase or redeem any costs. CONSOLIDATED TOTAL LIABILITIES. All liabilities of the Convertible Subordinated Notes, Parent and (b) including any accrued settlement payments its Subsidiaries determined on a consolidated basis in respect of any Swap Contract owing by the Borrowersaccordance with GAAP.

Consolidated Total Funded Debt. With respect to the BorrowersBorrower and its Subsidiaries, the sum, without duplication, of (a) the aggregate amount of Indebtedness of the Borrowers Borrower and its Subsidiaries, on a consolidated basis, relating to (i) the borrowing of money or the obtaining of credit, including the issuance of notes, Revolving Credit Notes or bonds, debentures or similar debt instruments, (ii) in respect of any Capitalized Leases and Synthetic Leases, (iii) the non-contingent deferred purchase price of assets and companies (typically known as holdbacks) to the extent recognized as a liability of any Borrower in accordance with GAAP, but excluding (A) short-term other than trade payables incurred in the ordinary course of business and business), (Biii) the Xxxxxx County Putin respect of any Synthetic Leases or any Capitalized Leases, and (iv) any unpaid reimbursement obligations with respect to the maximum drawing amount of all letters of credit outstanding, but outstanding and bankers acceptances (excluding any contingent obligations with respect to Letters of Credit constituting documentary letters of credit outstanding; plus in an aggregate stated amount not to exceed $250,000), PLUS, (b) Indebtedness of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the BorrowersBorrower or any of its Subsidiaries, MINUS, (c) cash and Cash Equivalents in excess of $10,000,000. Consolidated Total Interest ExpenseCONSOLIDATED TOTAL INTEREST EXPENSE. For any period, the aggregate amount of interest required to be paid or accrued by the Borrowers Borrower and its Subsidiaries during such period on all Indebtedness of the Borrowers Borrower and its Subsidiaries outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Synthetic Lease Lease, and including commitment feesCommitment Fees, agency fees, facility fees, balance deficiency fees and similar fees or expenses in connection with the borrowing of money, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period to the extent included in determining consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments in respect of any Swap Contract payable to the Borrowers and (iv) to the extent included as an item of interest expense, any premium paid to repurchase or redeem any . CONSOLIDATED TOTAL LIABILITIES. All liabilities of the Convertible Subordinated NotesBorrower and its Subsidiaries determined on a consolidated basis in accordance with GAAP and classified as such on the consolidated balance sheet of the Borrower and its Subsidiaries and all other Indebtedness of the Borrower and its Subsidiaries, and (b) including whether or not so classified. CONSOLIDATED WORKING CAPITAL. For any accrued settlement payments in respect fiscal year of any Swap Contract owing the Borrower, the amount by which Consolidated Current Assets exceeds Consolidated Current Liabilities on the Borrowerslast day of such fiscal year.

Consolidated Total Funded Debt. With respect to the BorrowersBorrower and its Subsidiaries, the sumas at any date of determination, without duplication, of (a) the aggregate amount of Indebtedness of the Borrowers on a consolidated basis, the aggregate (without duplication) of (a) all outstanding Indebtedness of the Borrower and its Subsidiaries relating to or in respect of (i) the borrowing of money or the obtaining of credit, including the issuance of notes, bonds, debentures notes or similar debt instrumentsbonds and standby letters of credit outstanding but excluding documentary letters of credit, (ii) in respect of any Capitalized Leases and Synthetic Leases, (iii) the non-contingent deferred purchase price of assets and companies (typically known as holdbacks) to the extent recognized as a liability of any Borrower in accordance with GAAP, but excluding (A) short-term other than trade payables incurred in the ordinary course of business and business), (Biii) the Xxxxxx County Putany Synthetic Leases or any Capitalized Leases, and (iv) any unpaid reimbursement obligations with respect to letters of credit outstandingthe Securitization, but excluding any contingent obligations with respect to letters of credit outstanding; plus PLUS (b) all Indebtedness of the type referred to in clause (a) of another Person who is not a Borrower guaranteed by the BorrowersBorrower or any of its Subsidiaries. Consolidated Total Interest ExpenseCONSOLIDATED TOTAL INTEREST EXPENSE. For any period, the aggregate amount of interest required to be paid or accrued by the Borrowers Borrower and its Subsidiaries during such period on all Indebtedness of the Borrowers Borrower and its Subsidiaries outstanding during all or any part of such period, whether such interest was or is required to be reflected as an item of expense or capitalized, including payments consisting of interest in respect of any Capitalized Lease or any Leases and Synthetic Lease Leases, and including facility fees, commitment fees, usage fees, agency fees, facility balance deficiency fees, balance deficiency fees and similar fees or expenses in connection with the borrowing of money, but (a) excluding (i) any amortization and other non-cash charges or expenses incurred during such period as determined in accordance with GAAP. CONTINGENT LIABILITIES. Any guaranties, endorsements, obligations to reimburse the extent included in determining consolidated interest expense, including without limitation, non-cash amortization of deferred debt origination and issuance costs and amortization of accumulated other comprehensive income, (ii) all amounts associated with the unwinding or termination of any Swap Contract, (iii) any accrued settlement payments issuer in respect of any Swap Contract payable letters of credit, agreements to purchase or provide funds for the Borrowers and payment of obligations of others, or other liabilities which would be classified as contingent in accordance with GAAP consistently applied, excluding, however, (iva) to product warranties given in the extent included as an item ordinary course of interest expensebusiness, any premium paid to repurchase (b) endorsements of checks or redeem any other negotiable instruments for deposit or collection in the ordinary course of the Convertible Subordinated Notes-6- business, and (bc) including any accrued settlement payments reimbursement obligations in respect of any Swap Contract owing by the Borrowersdocumentary trade letters of credit.