Fixed Charges of the Borrower for such four-quarter period, calculated on a Pro Forma Basis.
Fixed Charges of the Borrower. Fixed Charges shall mean, with respect to any Person for any period, the sum of, without duplication, the following of such Person or any of its Subsidiaries for such period in respect of (a) Interest Expense; provided that any annual fees will be considered to be an Interest Expense when such amounts are recognized as an expense in the income statement of such Person or any of its Subsidiaries, (b) all regularly scheduled principal payments of Indebtedness for borrowed money (other than principal payments paid through the Closing Date with respect to the Existing Term Loans) and Indebtedness with respect to Capital Leases (and without duplicating amounts in item (a) of this definition, the interest component with respect to Indebtedness under Capital Leases), (c) all cash income taxes (and payments to Parent to pay its taxes), (d) other than cash dividends or distributions for Administrative Expenses (which shall be covered by clause (e)), cash dividends or distributions paid after the Closing Date by such Person or any of its Subsidiaries (other than to such Person or any of its Affiliates and the Parent Distribution) and repurchases or redemptions after the Closing Date by such Person or any of its Subsidiaries of its Capital Stock (other than from such Person or any of its Subsidiaries), (e) Administrative Expenses, whether paid directly or as a dividend, distribution, loan or advance to Parent, and (f) payments for pension expenses, whether paid directly or as a dividend, distribution, loan or advance to Parent. Fixture Filing shall mean a fixture filing on Form UCC-1 for filing under the Uniform Commercial Code as in effect in each applicable jurisdiction listed on Schedule 6 to the Perfection Certificate, in form and substance sufficient to perfect the lien on and security interests in fixtures purported to be created by the Security Agreement in favor of the Administrative Agent for the benefit of the Lenders. Foreign Lender shall mean a Lender that is not a U.S. Person.
Fixed Charges of the Borrower for the period of four consecutive fiscal quarters of the Borrower (taken as one accounting period) as determined on the last day of each of the fiscal quarters of the Borrower ending on the dates set forth below to be less than the ratio set forth opposite such dates: Quarter Ending Ratio -------------- ----- May 20, 2002 1.25 August 12, 2002 1.30 November 4, 2002 1.40 January 27, 2003 1.40 May 19, 2003 1.50 August 11, 2003 1.60 November 3, 2003 1.60 January 26, 2004 and each 1.75 fiscal quarter thereafter
