Common use of Financial Performance Covenants Clause in Contracts

Financial Performance Covenants. Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of the U.S. Borrower (collectively, the "Cure Right"), and upon the receipt by U.S. Borrower of such cash (the "Cure Amount") pursuant to the exercise by Holdings of such Cure Right such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Holdings shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in this Section 7.0113, in the event that Holdings the Borrower fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c11.1(d), Holdings the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of the U.S. Borrower (collectively, the "“Cure Right"”), and upon the receipt by U.S. the Borrower of such cash (the "“Cure Amount"”) pursuant to the exercise by Holdings the Borrower of such Cure Right such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Holdings the Borrower shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings the Borrower shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the this Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of the U.S. Borrower Company (collectively, the "“Cure Right"”), and upon the receipt by U.S. Borrower Company of such cash (the "“Cure Amount"”) pursuant to the exercise by Holdings of such Cure Right and request to the Administrative Agent to effect such recalculation, such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculations, Holdings shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in this Section 7.018, in the event that Holdings fails the Co-Borrowers fail to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such the Financial Performance Covenant Covenants is required to be delivered for such Fiscal Quarter pursuant to Section 5.04(c6.1 (iii) (the “Cure Right Expiration Date”), . Holdings (or any direct or indirect parent thereof) shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to (or in the case of any direct or indirect parent of Holdings, receive equity interests in Holdings for its cash contributions to) the capital of HoldingsHoldings (collectively, andthe “Cure Right”), in each case, to contribute any and upon contribution by Holdings of such cash to the capital of the U.S. Borrower (collectively, the "Cure Right"), and upon the receipt by U.S. Borrower of such cash Co-Borrowers (the "“Cure Amount"”) pursuant to the exercise by Holdings the Co-Borrowers of such Cure Right Right, such Financial Performance Covenant Covenants shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Total Capitalization and Consolidated Adjusted EBITDA shall each be increased, solely for the purpose of measuring the such Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculations, Holdings the Co-Borrowers shall then be in compliance with the requirements of all such Financial Performance Covenants, Holdings the Co-Borrowers shall be deemed to have satisfied the requirements of the such Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the such Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the this Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of the U.S. Domestic Borrower (collectively, the "Cure Right"), and upon the receipt by U.S. the Domestic Borrower of such cash (the "Cure Amount") pursuant to the exercise by Holdings of such Cure Right such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Holdings shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in Section 7.018.1, in the event that Holdings fails to comply with the requirements of any Financial Performance Covenantof the covenants set forth in Section 6.8 of this Agreement, until the expiration of the 10th day subsequent to the relevant date the certificate calculating of determination of compliance with any of such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c)covenants, Holdings shall have the right to issue Permitted Cure Securities for cash Cash or otherwise receive cash Cash contributions to the capital of Holdings, and, in each case, to Holdings (which shall contribute any all such cash Cash to the capital of the U.S. Borrower Company) (collectively, the "Cure RightCURE RIGHT"), and upon the receipt by U.S. Borrower Company of such cash Cash (the "Cure AmountCURE AMOUNT") pursuant to the exercise by Holdings of such Cure Right such Financial Performance Covenant covenant set forth in Section 6.8 of this Agreement shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated Adjusted EBITDA shall be increased, solely for the purpose of measuring determining compliance with the Financial Performance Covenants covenants in Section 6.8 of this Agreement and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Holdings Company shall then be in compliance with the requirements of all Financial Performance Covenantsthe covenants in Section 6.8 of this Agreement, Holdings Company shall be deemed to have satisfied the requirements of the Financial Performance Covenants such covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants such covenants that had occurred shall be deemed cured for this purposes of this Agreement (it being understood that the Agreement.Cure Amount shall be applied to increase Consolidated Adjusted EBITDA (I) for the Fiscal Quarter in which Holdings shall have received the Cure Amount and (II) for any four Fiscal Quarter period that includes the Fiscal Quarter in which Holdings shall have received the Cure Amount, in each case solely for the purposes set forth in this Section 8.2). -135-

Financial Performance Covenants. Notwithstanding anything to the contrary contained in Section 7.01, in the event that Holdings fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of the U.S. Borrower (collectively, the "Cure Right"), and upon the receipt by U.S. Borrower of such cash (the "Cure Amount") pursuant to the exercise by Holdings of such Cure Right and request to the Administrative Agent to effect such recalculation, such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) CA EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) Ifif, after giving effect to the foregoing recalculations, Holdings shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the Agreement.

Financial Performance Covenants. Notwithstanding anything to the contrary contained in this Section 7.0111, in the event that Holdings the Borrower fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c9.1(d), Holdings or the Borrower shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to Holdings or the capital of the U.S. Borrower (collectively, the "“Cure Right"”), and upon the receipt by U.S. the Borrower of such cash (the "“Cure Amount"”) pursuant to the exercise by Holdings the Borrower of such Cure Right such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) Consolidated EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, Holdings the Borrower shall then be in compliance with the requirements of all Financial Performance Covenants, Holdings the Borrower shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the this Agreement.