Common use of Incurrence of Indebtedness and Issuance of Preferred Stock Clause in Contracts

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent will not, the Parent will not, the Company will not and none of them will permit any of their Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, and none of them will permit any of their Restricted Subsidiaries to issue any shares of preferred stock; provided, however, that the Ultimate Parent may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the Guarantors may incur Indebtedness (including Acquired Debt) or issue preferred stock, if the Fixed Charge Coverage Ratio for the Ultimate Parent’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.5 to 1 until December 31, 2009 and 3.0 to 1 thereafter, in each case, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New The Parent will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee Guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New ; the Parent will not, and will not permit any of its Restricted Subsidiaries to, issue any Disqualified Stock; and the Parent will not and the Company will not issue any Disqualified Stock, and none of them will permit any of their its Restricted Subsidiaries to issue any shares of other preferred stocksecurities; provided, however, that the Ultimate Parent Parent, the Issuers and any Guarantor may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, Stock and the Guarantors Issuers and any Restricted Subsidiary of the Parent that is a Guarantor may incur Indebtedness (including Acquired Debt) or issue other preferred stocksecurities, if the Fixed Charge Coverage Ratio if, for the Ultimate Parent’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such other preferred stock is securities are issued, as the case may be, Fixed Charge Coverage Ratio would have been at least 2.5 2.00 to 1 until December 31, 2009 and 3.0 to 1 thereafter, in each case1.0, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the other preferred stock securities had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent will The Company shall not, the Parent will not, the Company will and shall not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee Guarantee or otherwise become directly or indirectly liable, contingently or otherwiseotherwise (including by operation of law), with respect to (collectively, “incurIncur”) any Indebtedness (including Acquired Debt), Indebtedness) and any New Parent will not, the Parent will shall not and the Company will not issue any Disqualified Stock, and none of them will permit any of their its Restricted Subsidiaries to issue any shares of preferred stockPreferred Stock; provided, however, that the Ultimate Parent Company and the Guarantors may incur Incur Indebtedness (including Acquired Debt) or issue Disqualified StockIndebtedness), and the Company and the Guarantors may incur Indebtedness (including Acquired Debt) or issue preferred stockguarantee such Indebtedness, if immediately after the Fixed Charge Coverage Incurrence of such Indebtedness, both (i) prior to the Distribution Date, the Consolidated EBITDA to Consolidated Interest Ratio for the Ultimate Parent’s most recently ended recent four full fiscal quarters quarter period for which internal consolidated financial statements are of the Company and its Restricted Subsidiaries are, or should have been, available immediately preceding in accordance with the date on which such additional Indebtedness Transaction Documents is incurred 3.0 to 1.00 or such Disqualified Stock or such preferred stock greater (this test is issued, referred to herein as the case may be“Interest Coverage Test”), would have been at least 2.5 and (ii) the Consolidated Adjusted Debt to 1 until Adjusted EBITDA Ratio is less than (A) 4.75 to 1.00 if such Incurrence occurs on or prior to December 31, 2009 2002, (B) 4.5 to 1.00 if such Incurrence occurs on or after January 1, 2003 and 3.0 on or prior December 31, 2003, (C) 4.25 to 1 thereafter1.00 if such Incurrence occurs on or after January 1, 2004 and on or prior December 31, 2004 or (D) 4.00 to 1.00 if such Incurrence occurs on or after January 1, 2005 (the test set forth in each casesub-paragraph (ii) hereof is referred to herein as “Leverage Test”). For the purpose of the calculation of the Leverage Test (both before and after the Distribution Date) and, determined prior to the Distribution Date, the Interest Coverage Test, with respect to any period included in such calculation, Consolidated EBITDA, the components of Consolidated Interest Expense, and Consolidated Adjusted Debt and Capital Expenditures shall be calculated with respect to such period by the Company in good faith on a pro forma basis (including and consistent with Permitted Adjustments), giving effect to any Permitted Acquisition, Asset Disposition or Incurrence or redemption or repayment of Indebtedness that has given rise to the need for such calculation, has occurred during such period or has occurred after such period and on or prior to the date of such calculation (each a pro forma application “Subject Transaction”), including, with regards to Permitted Acquisitions and Asset Dispositions, by using the historical financial statements of any business so acquired or to be acquired or sold or to be sold and the consolidated financial statements of the net proceeds therefrom), Company and its Restricted Subsidiaries which shall be reformulated as if the additional such Subject Transaction, and any Indebtedness Incurred or redeemed or repaid in connection therewith, had been incurred consummated or the Disqualified Stock Incurred or the preferred stock had been issued, as the case may be, redeemed or repaid at the beginning of such four-quarter period (and assuming that such Indebtedness bears interest during any portion of the applicable measurement period prior to the relevant acquisition at the weighted average of the interest rates applicable to outstanding revolving loans under the Credit Agreement Incurred during such period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral).

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent will The Company shall not, the Parent will not, the Company will and shall not and none of them will permit any of their Restricted its Guaranteeing Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liableIncur, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not ) and the Company will not issue any Disqualified Stock, Stock and none of them will not permit any of their Restricted its Guaranteeing Subsidiaries to issue any shares of preferred stock; provided, however, that the Ultimate Parent Company and its Guaranteeing Subsidiaries may incur Incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the Guarantors Company may incur Indebtedness (including Acquired Debt) or issue preferred stock, shares of Disqualified Stock if the Fixed Charge Coverage Ratio for the Ultimate Parent’s Company's most recently ended four full fiscal quarters for which internal financial statements are available (or where such incurrence or issuance occurs on or prior to March 31, 1998, the Fixed Charge Coverage Ratio shall be determined for the period beginning on January 1, 1997 through the most recently ended fiscal quarter for which internal financial statements are available) immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, issued would have been at least 2.5 (x) 2.00 to 1 until December 31if such incurrence or issuance occurs on or before June 30, 2009 and 3.0 1999, or (y) 2.25 to 1 if such incurrence or issuance occurs at any time thereafter, in each case, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred incurred, or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period, provided that, if such incurrence or issuance was incurred or issued on or prior to March 31, 1998, the aforementioned pro forma calculations shall be made assuming such incurrence or issuance occurred on January 1, 1997 rather than at the beginning of such four-quarter period. Notwithstanding The foregoing provisions will not apply to any of the foregoingfollowing (each and all of which (1) may be issued or incurred, except for such Liens otherwise (2) constitute an independent exception to the foregoing provisions and (3) may be incurred in addition to any other Indebtedness permitted to be incurred under this Indentureany other exception): (i) the incurrence by the Company or any Guaranteeing Subsidiary of Indebtedness and letters of credit pursuant to any Credit Facility (with letters of credit being deemed to have a principal amount equal to the maximum potential liability of the Company or the relevant Guaranteeing Subsidiary thereunder) in an aggregate principal amount outstanding at any one time not to exceed $75.0 million (A)(1) less the aggregate amount of all mandatory repayments (a "Mandatory Repayment") of the principal of any term Indebtedness under the Credit Facility that have been made since the date of the Indenture pursuant to the amortization schedule of any Credit Facility (other than any Mandatory Repayment made concurrently 53 with refinancing or refunding of the Credit Facility), any new Indebtedness otherwise permitted under this Section 4.14 (B) plus the Excess Amount and (C) less the aggregate amount of all Net Proceeds of Asset Sales applied pursuant to clause (a) of the first sentence of the second paragraph under Section 4.10 hereof to permanently reduce Indebtedness (and, in the case of revolving Indebtedness, the commitments) under the Credit Facility or to cash collateralize letters of credit and permanently reduce commitments with respect to revolving Indebtedness under the Credit Facility; provided that the amount of Indebtedness permitted to be incurred pursuant to the Credit Facility in accordance with this clause (i) shall be in addition to any Indebtedness permitted to be incurred pursuant to the Credit Facility or otherwise in reliance on, and in accordance with, clause (ix) of this paragraph; (ii) the incurrence by the Company and any Guaranteeing Subsidiary of Indebtedness represented by the Notes and any Subsidiary Guarantee; (iii) the incurrence by the Company or any of its Restricted Subsidiaries of Indebtedness represented by Capital Lease Obligations, mortgage financings, purchase money obligations or sale and leaseback transactions, in each case incurred for the purpose of financing all or any part of the purchase price or cost of construction or improvement of property used in the business of the Company or such Restricted Subsidiary, in an aggregate principal amount not to exceed $15.0 million at any time outstanding; provided that in no event shall the aggregate principal amount of Indebtedness incurred in connection with sale and leaseback transactions pursuant to this clause exceed $7.5 million at any time outstanding; (iv) Existing Indebtedness; (v) the incurrence by the Company or any of its Restricted Subsidiaries of Permitted Refinancing Indebtedness in exchange for, or the net proceeds of which are used to extend, refinance, renew, replace, defease or refund, Indebtedness that was permitted by the Indenture; (vi) the incurrence by the Company or any of its Restricted Subsidiaries of intercompany Indebtedness between or among the Company and any of its Restricted Subsidiaries; provided, however, that (a) any subsequent issuance or transfer (other than for security purposes) of Equity Interests and (b) any subsequent sale or other transfer (including for security purposes other than to secure Indebtedness permitted to be incurred pursuant to clause (i) of this paragraph) of such Indebtedness, in each case, that results in any such Indebtedness being held by a Person other than the Company or any of its Restricted Subsidiaries shall be deemed to constitute an incurrence of such Indebtedness by the Company or such Restricted Subsidiary, as the case may be; (vii) the incurrence by the Company or any of its Restricted Subsidiaries of Hedging Obligations that are incurred for the purpose of fixing or hedging (a) interest rate risk with respect to any floating rate Indebtedness of such Person so long as such floating rate Indebtedness is permitted by the terms of the Indenture to be outstanding or (b) exchange rate risk with respect to agreements or indebtedness of such Person payable or denominated in a currency other than U.S. dollars; (viii) the incurrence by the Company's Unrestricted Subsidiaries of Non-Recourse Debt; provided, however, that if any such Indebtedness ceases to be Non-Recourse Debt of an Unrestricted Subsidiary, such event shall be deemed to constitute an incurrence of Indebtedness by a Restricted Subsidiary of the Company; (ix) the incurrence by the Company and any Guaranteeing Subsidiary of Indebtedness in an aggregate principal amount at any time outstanding not be secured to exceed $10.0 million; (x) the incurrence by any Lien on CollateralForeign Subsidiary of Indebtedness and letters of credit to fund working capital and capital expenditure requirements (with letters of credit being deemed 54 to have a principal amount equal to the maximum potential liability of such Foreign Subsidiary thereunder) in an aggregate maximum principal amount outstanding at any one time not to exceed $5.0 million; (xi) Obligations in respect of performance and surety bonds provided by the Company or any Guaranteeing Subsidiary in the ordinary course of business and (xii) the incurrence or issuance by any Restricted Subsidiary of the Company of Indebtedness (in addition to Indebtedness that may be incurred or issued pursuant to any other clause of this paragraph) in an aggregate principal amount not to exceed $1.0 million.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent will not, The proviso in the Parent will not, first paragraph of such covenant has been revised to replace the Company will not and none Fixed Charge Coverage Ratio of them will permit any of their Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, 2.00 to 1 with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, and none of them will permit any of their Restricted Subsidiaries to issue any shares of preferred stock; bold italicized language below: provided, however, that the Ultimate Parent (i) Gentiva may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the (ii) any of Gentiva’s Restricted Subsidiaries that are Guarantors may incur Indebtedness (including Acquired Debt) or issue preferred stockand (iii) any of Gentiva’s Restricted Subsidiaries that are not Guarantors may incur Acquired Debt, in each case, if the Fixed Charge Coverage Ratio for the Ultimate ParentGentiva’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, issued would have been at least 2.5 (x) if such incurrence or issuance is made on or prior to August 15, 2013, 2.25 to 1 until December 31, 2009 and 3.0 to 1 (y) if such incurrence is made thereafter, 2.50 to 1, in each case, all cases determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the preferred stock or Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding The Credit Facilities basket in clause (1) of the foregoing, except for second paragraph of such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateralcovenant has been reduced from $1,125.0 million to $875.0 million.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New The Parent will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee Guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New ; the Parent will not, and will not permit any of its Restricted Subsidiaries to, issue any Disqualified Stock; and the Parent will not and the Company will not issue any Disqualified Stock, and none of them will permit any of their its Restricted Subsidiaries to issue any shares of other preferred stocksecurities (other than Non-Economic Preferred Securities); provided, however, that the Ultimate Parent Parent, the Issuer and any Guarantor may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, Stock and the Guarantors Issuer and any Restricted Subsidiary of the Parent may incur Indebtedness (including Acquired Debt) or issue other preferred stocksecurities, if the Fixed Charge Coverage Ratio if, for the Ultimate Parent’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such other preferred stock is securities are issued, as the case may be, Fixed Charge Coverage Ratio would have been at least 2.5 2.00 to 1 until December 31, 2009 and 3.0 to 1 thereafter, in each case1.00, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the other preferred stock securities had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent The Company will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, Stock and none of them will not permit any of their its Restricted Subsidiaries to issue any shares of preferred stock; provided, however, that the Ultimate Parent Company may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the Subsidiary Guarantors may incur Indebtedness (including Acquired Debt) or issue preferred stock, if the Fixed Charge Coverage Debt to Cash Flow Ratio for the Ultimate ParentCompany’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.5 no greater than (a) 7.0 to 1 until December 1, if such incurrence or issuance is on or prior to Mxxxx 00, 0000, (x) 6.5 to 1, if such occurrence or issuance is after March 31, 2008 but on or prior to March 31, 2009 and 3.0 or (c) 6.0 to 1 thereafter1, if such incurrence of issuance is after March, 31 2009, in each case, case determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent The Company will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, Stock and none of them will not permit any of their its Restricted Subsidiaries to issue any shares of preferred stock; provided, however, that the Ultimate Parent Company may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the Subsidiary Guarantors may incur Indebtedness (including Acquired Debt) or issue preferred stock, if the Fixed Charge Coverage Debt to Cash Flow Ratio for the Ultimate ParentCompany’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.5 no greater than (a) 7.0 to 1 until December 1, if such incurrence or issuance is on or prior to Xxxxx 00, 0000, (x) 6.5 to 1, if such occurrence or issuance is after March 31, 2008 but on or prior to March 31, 2009 and 3.0 or (c) 6.0 to 1 thereafter1, if such incurrence of issuance is after March, 31 2009, in each case, case determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent The Company will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, Stock and none of them will not permit any of their its Restricted Subsidiaries to issue any Disqualified Stock or any shares of preferred stock; provided, however, that the Ultimate Parent Company may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, and the Guarantors may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock or preferred stockstock (including Disqualified Stock or preferred stock existing at the time of acquisition of a Guarantor), if the Fixed Charge Coverage Debt to Cash Flow Ratio for the Ultimate ParentCompany’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.5 no greater than 6.5 to 1 until for any four fiscal quarter period ending on or prior to December 31, 2009 and 3.0 2005; no greater than 6.0 to 1 thereafterfor any four fiscal quarter period ending after December 31, 2005 and on or prior to December 31, 2006; no greater than 5.5 to 1 for any four fiscal quarter period ending after December 31, 2006 and on or prior to December 31, 2007; and no greater than 5.0 to 1 for any four fiscal quarter period ending after December 31, 2007, in each case, case determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.

Incurrence of Indebtedness and Issuance of Preferred Stock. (a) Any New Parent The Company will not, the Parent will not, the Company and will not and none of them will permit any of their its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”;” with “incurrence” having a correlative meaning) any Indebtedness (including Acquired Debt), and any New Parent will not, the Parent will not and the Company will not issue any Disqualified Stock, Stock and none of them will not permit any of their its Restricted Subsidiaries to issue any shares of preferred stock; provided, however, that the Ultimate Parent Company may incur Indebtedness (including Acquired Debt) or and issue Disqualified Stock, and the Guarantors Restricted Subsidiaries may incur Indebtedness (including Acquired Debt) or and issue preferred stock, if (a) the Fixed Charge Coverage Ratio for the Ultimate ParentCompany’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.5 2.0 to 1 until December 311.0 and (b) to the extent such Indebtedness (including Acquired Debt) constitutes Senior Debt, 2009 (i) on any date of determination prior to February 15, 2013, the Senior Net Leverage Ratio is no greater than 4.0 to 1.0 and 3.0 (ii) on any date of determination on or after February 15, 2013, the Senior Net Leverage Ratio is no greater than 3.50 to 1 thereafter1.0, in each casecase under clause (a) or (b) above, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period. Notwithstanding the foregoing, except for such Liens otherwise permitted under this Indenture, any new Indebtedness otherwise permitted under this Section 4.14 (a) may not be secured by any Lien on Collateral.