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

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) any Indebtedness (including, without limitation, Acquired Indebtedness) and the Company will not permit any of its Restricted Subsidiaries to issue any Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock, in each case, if on the date of the incurrence of such Indebtedness or issuance of Preferred Stock, after giving pro forma effect to the incurrence thereof and the receipt and application of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio would have been greater than 2.25 to 1.0.

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the Company will VHS Holdco II shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of to (collectively, “incur”) any Indebtedness (includingincluding Acquired Debt), without limitation, Acquired Indebtedness) and the Company will VHS Holdco II shall not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, provided that if no Default or Event of Default shall have occurred VHS Holdco II and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them Subsidiary may incur Indebtedness (including Acquired Debt) and any Restricted Subsidiary may issue Preferred Stock, in each case, Stock if on the Fixed Charge Coverage Ratio for VHS Holdco II’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date of the incurrence of on which such additional Indebtedness is incurred or issuance of such Preferred StockStock is issued would have been at least 2.00 to 1.00, after giving determined on a pro forma effect to the incurrence thereof and the receipt and basis (including a pro forma application of the net proceeds therefrom), as if the Company’s Consolidated EBITDAX Coverage Ratio would have additional Indebtedness had been greater than 2.25 to 1.0incurred or the Preferred Stock had been issued, as the case may be, and the application of proceeds therefrom had occurred at the beginning of such four-quarter period.

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) incur any Indebtedness (includingincluding Acquired Debt), without limitation, Acquired Indebtedness) and the Company will shall not permit any of its Restricted Subsidiaries that are not Subsidiary Guarantors to issue any Preferred Stockpreferred stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred StockIndebtedness, then the Company and the Restricted Subsidiaries or any of them Subsidiary Guarantor may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock, in each case(including Acquired Debt), if on the Fixed Charge Coverage Ratio for the Company’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 would have been at least 2.0 to 1, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred at the beginning of such four-quarter period. The first paragraph of this Section 4.09 will not prohibit the incurrence of such Indebtedness or issuance of Preferred Stock, after giving pro forma effect to the incurrence thereof and the receipt and application any of the proceeds therefromfollowing items of Indebtedness (collectively, the Company’s Consolidated EBITDAX Coverage Ratio would have been greater than 2.25 to 1.0.“Permitted Debt”):

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) incur any Indebtedness (includingincluding Acquired Debt), without limitation, Acquired Indebtedness) and the Company will shall not permit any of its Restricted Subsidiaries to issue any Preferred Stockpreferred stock; provided, however, that the Company or any Subsidiary Guarantor may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock and the Restricted Subsidiaries may issue preferred stock, if the Fixed Charge Coverage Ratio for the Company'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 would have been at least 2.0 to 1, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred at the beginning of such four-quarter period. So long as no Default or Event of Default shall have occurred and be continuing at or would be caused thereby, the time first paragraph of or as a consequence of this Section 4.09 will not prohibit the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock, in each case, if on the date of the incurrence following items of such Indebtedness or issuance of Preferred Stock(collectively, after giving pro forma effect to the incurrence thereof and the receipt and application of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio would have been greater than 2.25 to 1.0."Permitted Debt"):

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “"incur”") any Indebtedness (including, without limitation, Acquired other than Permitted Indebtedness) and the Company will not nor issue any shares of Disqualified Capital Stock, nor permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred StockIndebtedness, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may (including, without limitation, Acquired Indebtedness) or issue Preferred Stock, shares of Disqualified Capital Stock in each case, case if on the date of the incurrence of such Indebtedness or the issuance of Preferred such Disqualified Stock, after giving pro forma effect to the incurrence thereof and thereof, the receipt and application Consolidated Fixed Charge Coverage Ratio of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio would have been Company is greater than 2.25 1.6 to 1.01.0 if such Indebtedness is incurred on or prior to May 31, 2001; 1.8 to 1.0 if such Indebtedness is incurred after May 31, 2001 and on or prior to May 31, 2002; and 2.0 to 1.0 if such Indebtedness is incurred thereafter.

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the Company will CNH Global shall not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “"incur”") any Indebtedness (including, without limitation, including Acquired Indebtedness) and the Company will CNH Global shall not permit any of its Restricted Subsidiaries to issue any Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them CNH Global may incur Indebtedness (including, without limitation, Acquired Indebtedness) and Case New Holland and any Restricted Equipment Subsidiary Guarantor may incur Indebtedness (including, without limitation, Acquired Indebtedness) or issue Preferred Stock, in each case, Stock if on the date of the incurrence of such Indebtedness or the issuance of such Preferred Stock, after giving pro forma effect to the incurrence thereof and or issuance thereof, the receipt and application Consolidated Fixed Charge Coverage Ratio of CNH Global would be greater than 2.0 to 1.0. The first paragraph of this Section 4.10 shall not prohibit the incurrence of any of the proceeds therefromfollowing items of Indebtedness or the issuance of any of the following items of Preferred Stock, the Company’s Consolidated EBITDAX Coverage Ratio would have been greater than 2.25 to 1.0.as applicable (collectively, "Permitted Indebtedness"):

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, guaranty or otherwise become responsible for payment of directly or indirectly liable with respect to (collectively, “"incur”") any Indebtedness (includingother than Permitted Indebtedness), without limitation, Acquired Indebtedness) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; providedPROVIDED, howeverHOWEVER, that the Company may incur Indebtedness or issue shares of Disqualified Stock, if (i) no Default or Event of Default shall have occurred and be continuing at the time of or would occur as a consequence of thereof and (ii) the incurrence of any such Indebtedness or issuance of Preferred Stock, then Fixed Charge Coverage Ratio for the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock, in each case, if on Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date of the incurrence of on which such additional Indebtedness is incurred or issuance of Preferred Stock, after giving pro forma effect to the incurrence thereof and the receipt and application of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio such Disqualified Stock is issued would have been greater than 2.25 at least equal to 1.03.0:1, determined on a pro forma basis as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period.

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of to (individually and collectively, “incur”"INCUR") after the date of this Indenture any Indebtedness (includingincluding Acquired Debt), without limitation, Acquired Indebtedness) and the Company will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, PROVIDED that the Company and its Subsidiaries may incur Indebtedness (including Acquired Debt) if (a) no Default or Event of Default shall have occurred and be continuing at the time of of, or as would occur after giving effect on a consequence of the pro forma basis to, such incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock(b) the Fixed Charge Coverage Ratio for the Reference Period immediately preceding the date on which such additional Indebtedness is incurred would have been at least 2.0 to 1 for incurrences on or prior to June 30, 1998, 2.25 to 1 for incurrences after June 30, 1998 and on or prior to June 30, 1999 and 2.5 to 1 thereafter, in each case, if case determined on the date of the incurrence of such Indebtedness or issuance of Preferred Stock, after giving a pro forma effect to the incurrence thereof and the receipt and basis (including a pro forma application of the net proceeds therefrom), as if the Company’s Consolidated EBITDAX Coverage Ratio would have additional Indebtedness had been greater than 2.25 incurred at the beginning of such Reference Period. Indebtedness consisting of reimbursement obligations in respect of a letter of credit will be deemed to 1.0.be incurred when the letter of credit is first issued. The foregoing paragraph will not prevent:

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “"incur”") any Indebtedness (including, without limitation, Acquired other than Permitted Indebtedness) and the Company will not nor issue any shares of Disqualified Capital Stock, nor permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred StockIndebtedness, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness (including, without limitation, Acquired Indebtedness) or issue shares of Disqualified Capital Stock and any Restricted Subsidiary the Guarantors may issue Preferred Stock, incur Acquired Indebtedness in each case, case if on the date of the incurrence of such Indebtedness or the issuance of Preferred such Disqualified Stock, after giving pro forma effect to the incurrence thereof and thereof, the receipt and application Consolidated Fixed Charge Coverage Ratio of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio would have been Company is greater than 2.0 to 1.0 if such Indebtedness is incurred on or prior to May 31, 2001 and 2.25 to 1.0.1.0 if such Indebtedness is incurred thereafter. 235 -55-

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will shall not, and will shall not cause or permit any of its the Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “"incur”") any Indebtedness (including, without limitation, including Acquired Indebtedness) and the Company will shall not permit any of its the Restricted Subsidiaries to issue any Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them may incur Indebtedness (including, without limitation, Acquired Indebtedness) and any Restricted Subsidiary Guarantor may incur Indebtedness (including, without limitation, Acquired Indebtedness) or issue Preferred Stock, in each case, Stock if on the date of the incurrence of such Indebtedness or the issuance of such Preferred Stock, after giving pro forma effect to the incurrence thereof and or issuance thereof, the receipt and application Consolidated Fixed Charge Coverage Ratio of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio Company would have been be greater than 2.25 2.0 to 1.0.

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the Company will CNH Global shall not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) any Indebtedness (including, without limitation, including Acquired Indebtedness) and the Company will CNH Global shall not permit any of its Restricted Subsidiaries to issue any Preferred Stock; provided, however, that if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness or issuance of Preferred Stock, then the Company and the Restricted Subsidiaries or any of them CNH Global may incur Indebtedness (including, without limitation, Acquired Indebtedness) and Case New Holland and any Restricted Equipment Subsidiary Guarantor may incur Indebtedness (including, without limitation, Acquired Indebtedness) or issue Preferred Stock, in each case, Stock if on the date of the incurrence of such Indebtedness or the issuance of such Preferred Stock, after giving pro forma effect to the incurrence thereof and or issuance thereof, the receipt and application Consolidated Fixed Charge Coverage Ratio of CNH Global would be greater than 2.0 to 1.0. The first paragraph of this Section 4.10 shall not prohibit the incurrence of any of the proceeds therefromfollowing items of Indebtedness or the issuance of any of the following items of Preferred Stock, the Company’s Consolidated EBITDAX Coverage Ratio would have been greater than 2.25 to 1.0.as applicable (collectively, “Permitted Indebtedness”):

Limitation on Incurrence of Additional Indebtedness and Issuance of Preferred Stock. (a) Other than Permitted Indebtedness, the The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, guaranty or otherwise become responsible for payment of directly or indirectly liable with respect to (collectively, “"incur”") any Indebtedness (includingother than Permitted Indebtedness), without limitation, Acquired Indebtedness) and the Company will not issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Company may incur Indebtedness or issue shares of Disqualified Stock, if (i) no Default or Event of Default shall have occurred and be continuing at the time of or would occur as a consequence of thereof and (ii) the incurrence of any such Indebtedness or issuance of Preferred Stock, then Fixed Charge Coverage Ratio for the Company and the Restricted Subsidiaries or any of them may incur Indebtedness and any Restricted Subsidiary may issue Preferred Stock, in each case, if on Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date of the incurrence of on which such additional Indebtedness is incurred or issuance of Preferred Stock, after giving pro forma effect to the incurrence thereof and the receipt and application of the proceeds therefrom, the Company’s Consolidated EBITDAX Coverage Ratio such Disqualified Stock is issued would have been greater than 2.25 at least equal to 1.03.0:1, determined on a pro forma basis as if the additional Indebtedness had been incurred, or the Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period.