Common use of Holdco Leverage Ratio Clause in Contracts

Holdco Leverage Ratio. For purposes of making the computation of the Holdco Leverage Ratio (including, without limitation the calculation of Adjusted EBITDA used therein), investments, acquisitions, mergers, amalgamations and consolidations, in each case with respect to an operating unit of a business, that any of the Wendy’s Entities has either determined to make or made during the preceding four Quarterly Fiscal Periods or subsequent to such preceding four Quarterly Fiscal Periods and on or prior to or simultaneously with the date as of which such computation is made (each, for purposes of the calculations described in this Section 14.18, a “pro forma event”) shall, at the discretion of the Manager, be calculated on a pro forma basis for Additional EBITDA only assuming that all such investments, acquisitions, mergers, amalgamations and consolidations (and the change in Adjusted EBITDA resulting therefrom) had occurred on the first day of such preceding four Quarterly Fiscal Periods. If since the beginning of such period any Person that subsequently became a Wendy’s Entity since the beginning of such preceding four Quarterly Fiscal Periods shall have made any investment, acquisition, disposition, merger, consolidation, discontinued operation, restructurings or reorganizations, in each case with respect to an operating unit of a business, that would have been subject to adjustment pursuant to this Section 14.18, then the Holdco Leverage Ratio shall, at the discretion of the Manager, be calculated giving pro forma effect for any Additional EBITDA related thereto for such period as if such investment, acquisition, discontinued operation, merger or consolidation had occurred at the beginning of the applicable preceding four Quarterly Fiscal Periods.

Holdco Leverage Ratio. For purposes of making the computation of the Holdco Leverage Ratio (including, without limitation the calculation of Adjusted EBITDA used therein), investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations and consolidationsdiscontinued operations, in each case with respect to an operating unit of a business, and any restructurings or reorganizations, that any of the Wendy’s Non-Securitization Entities has either determined to make or made during the preceding four Quarterly Fiscal Collection Periods or subsequent to such preceding four Quarterly Fiscal Collection Periods and on or prior to or simultaneously with the date as of which such computation is made (each, for purposes of the calculations described in this Section 14.18, a “pro forma event”) shall, at the discretion of the Manager, be calculated on a pro forma basis for Additional EBITDA only assuming that all such investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations, discontinued operations, restructurings and consolidations reorganizations (and the change in Adjusted EBITDA resulting therefrom) had occurred on the first day of such preceding four Quarterly Fiscal Collection Periods. If since the beginning of such period any Person that subsequently became a Wendy’s Non-Securitization Entity since the beginning of such preceding four Quarterly Fiscal Collection Periods shall have made any investment, acquisition, disposition, merger, consolidation, discontinued operation, restructurings or reorganizations, in each case with respect to an operating unit of a business, that would have been subject to adjustment pursuant to this Section 14.18, then the Holdco Leverage Ratio shall, at the discretion of the Manager, be calculated giving pro forma effect for any Additional EBITDA related thereto for such period as if such investment, acquisition, disposition, discontinued operation, merger merger, consolidation, restructuring or consolidation reorganization had occurred at the beginning of the applicable preceding four Quarterly Fiscal Collection Periods.

Holdco Leverage Ratio. For purposes of making the computation of the Holdco Leverage Ratio (including, without limitation the calculation of Covenant Adjusted EBITDA used therein), investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations and consolidationsdiscontinued operations, in each case with respect to an operating unit of a business, and any restructurings or reorganizations, that any of the Wendy’s Non-Securitization Entities has either determined to make or made during the preceding four Quarterly Fiscal Collection Periods or subsequent to such preceding four Quarterly Fiscal Collection Periods and on or prior to or simultaneously with the date as of which such computation is made (each, for purposes of the calculations described in this Section 14.18, a “pro forma event”) shall, at the discretion of the Manager, be calculated on a pro forma basis for Additional EBITDA only assuming that all such investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations, discontinued operations, restructurings and consolidations reorganizations (and the change in Covenant Adjusted EBITDA resulting therefrom) had occurred on the first day of such preceding four Quarterly Fiscal Collection Periods. If since the beginning of such period any Person that subsequently became a Wendy’s Non-Securitization Entity since the beginning of such preceding four Quarterly Fiscal Collection Periods shall have made any investment, acquisition, disposition, merger, consolidation, discontinued operation, restructurings or reorganizations, in each case with respect to an operating unit of a business, that would have been subject to adjustment pursuant to this Section 14.18, then the Holdco Leverage Ratio shall, at the discretion of the Manager, be calculated giving pro forma effect for any Additional EBITDA related thereto for such period as if such investment, acquisition, disposition, discontinued operation, merger merger, consolidation, restructuring or consolidation reorganization had occurred at the beginning of the applicable preceding four Quarterly Fiscal Collection Periods.

Holdco Leverage Ratio. For purposes of making the computation of the Holdco Leverage Ratio (including, without limitation the calculation of Adjusted EBITDA used therein), investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations and consolidationsdiscontinued operations, in each case with respect to an operating unit of a business, and any restructurings or reorganizations, that any of the Wendy’s Non-Securitization Entities has either determined to make or made during the preceding four Quarterly Fiscal Collection Periods or subsequent to such preceding four Quarterly Fiscal Collection Periods and on or prior to or simultaneously with the date as of which such computation is made (each, for purposes of the calculations described in this Section 14.18, a “pro forma event”) shall, at the discretion of the Manager, be calculated on a pro forma basis for Additional EBITDA only assuming that all such investments, acquisitions, dispositions, mergers, amalgamations amalgamations, consolidations, discontinued operations, restructurings and consolidations reorganizations (and the change in Adjusted EBITDA resulting therefrom) had occurred on the first day of such preceding four Quarterly Fiscal Collection Periods. If since the beginning of such period any Person that subsequently became a Wendy’s Non-Securitization Entity since the beginning of such preceding four Quarterly Fiscal Collection Periods shall have made any investment, acquisition, disposition, merger, consolidation, discontinued operation, restructurings or reorganizations, in each case with respect to an operating unit of a business, that would have been subject to adjustment pursuant to this Section 14.18, then the Holdco Leverage Ratio shall, at the discretion of the Manager, be calculated giving pro forma effect for any Additional EBITDA related thereto for such period as if such investment, acquisition, disposition, discontinued operation, merger merger, consolidation, restructuring or consolidation reorganization had occurred at the beginning of the applicable preceding four Quarterly Fiscal Collection Periods.