Common use of Maximum Consolidated Total Leverage Ratio Clause in Contracts

Maximum Consolidated Total Leverage Ratio. Permit the Consolidated Total Leverage Ratio of the Borrower and its Consolidated Subsidiaries as of the last day of any consecutive four fiscal quarter period ending on the dates identified below to be greater than the ratio set forth below opposite such date: Notwithstanding the foregoing, at the election of the Borrower, up to two times during the term of this Agreement, the maximum Consolidated Total Leverage Ratio set forth in the grid above may be increased to accommodate a Permitted Acquisition, as determined by the Borrower and as designated in the Compliance Certificate or earlier notice given by the Borrower in connection with such Permitted Acquisition (including for determining any ratios, baskets, representations and warranties or test any Default or Event of Default blocker pursuant to Section 1.08); provided, however, such increase will not otherwise go into effect until the closing of such Permitted Acquisition; provided, further, that (i) such increase shall only apply for a period of twelve months from and after such Permitted Acquisition and immediately upon the expiration of such twelve month period, the required maximum Consolidated Total Leverage Ratio shall revert to the level set forth above for the measurement period in which such step down occurs; (ii) in no event shall the maximum Consolidated Total Leverage Ratio after giving effect to any such step-up exceed 5.00 to 1.00; and (iii) the maximum amount that any Consolidated Total Leverage Ratio covenant level may step-up during any Consolidated Total Leverage Ratio measurement period is 0.50.

Maximum Consolidated Total Leverage Ratio. Permit the Consolidated Total Leverage Ratio of the Borrower and its Consolidated Subsidiaries as of the last day of any consecutive four fiscal quarter period ending on the dates identified below to be greater than the ratio set forth below opposite such date: Notwithstanding the foregoing, at the election of the Borrower, up to two times during the term of this Agreement, the maximum Consolidated Total Leverage Ratio set forth in the grid above may be increased to accommodate a Permitted Acquisition, as determined by the Borrower and as designated in the Compliance Certificate or earlier notice given by the Borrower in connection with such Permitted Acquisition (including for determining any ratios, baskets, representations and warranties or test any Default or Event of Default blocker pursuant to Section 1.08); provided, however, such increase will not otherwise go into effect until the closing of such Permitted Acquisition; provided, further, that (i) such increase shall only apply for a period of twelve months from and after such Permitted Acquisition and immediately upon the expiration of such twelve month period, the required maximum Consolidated Total Leverage Ratio shall revert to the level set forth above for the measurement period in which such step down occurs; (ii) in no event shall the maximum Consolidated Total Leverage Ratio after giving effect to any such step-up exceed 5.00 to 1.00; and (iii) the maximum amount that any Consolidated Total Leverage Ratio covenant level may step-up during any Consolidated Total Leverage Ratio measurement period is 0.50.”

Maximum Consolidated Total Leverage Ratio. Permit The Borrower will not permit the ratio (the “Consolidated Total Leverage Ratio”), determined as of the end of each of its fiscal quarters ending on and after September 30, 2016, of (i) (a) Consolidated Total Funded Debt minus (b) Liquidity to (ii) Consolidated EBITDA for the Reference Period ending with the end of such fiscal quarter, all calculated for Holdings (or the Borrower prior to the Mergers, as applicable) and its Restricted Subsidiaries on a consolidated basis, to be greater than 3.00 to 1.00. Notwithstanding the foregoing, the Borrower shall be permitted (such permission, the “Acquisition Holiday”) to allow the maximum Consolidated Total Leverage Ratio permitted by this Section 6.11(a) to be increased by 0.50 to 1.00 for a period of four consecutive fiscal quarters in connection with a Permitted Acquisition (a “Specified Acquisition”) occurring during the Borrower and its Consolidated Subsidiaries as first of such four fiscal quarters if the last day aggregate consideration paid or to be paid in respect of any consecutive such Specified Acquisition (together with the aggregate consideration paid in respect of all prior Permitted Acquisitions (collectively, the “Related Prior Acquisitions”) consummated in the four fiscal quarter period ending with the fiscal quarter in which such Specified Acquisition was consummated) exceeds $20,000,000, so long as the Borrower is in compliance on a pro forma basis with the maximum Consolidated Total Leverage Ratio permitted by this Section 6.11(a) (after giving effect to such 0.50 to 1.00 increase) on the dates identified below closing date of such Specified Acquisition immediately after giving effect to such Specified Acquisition; provided that (i) the Borrower may not elect to have an Acquisition Holiday commence unless at least one full fiscal quarter has ended following the end of the most recently completed Acquisition Holiday (if any), (ii) the Borrower shall provide notice in writing to the Administrative Agent of such increase and a transaction description of such Specified Acquisition and, to the extent the consideration paid or to be greater paid in respect of such Specified Acquisition is less than or equal to $20,000,000, any Related Prior Acquisitions (regarding the ratio set forth below opposite such date: Notwithstanding name of the foregoing, person or assets being acquired and the approximate purchase price) and (iii) at the election end of the Borrower, up to two times during the term such period of this Agreementfour consecutive fiscal quarters, the maximum Consolidated Total Leverage Ratio set forth in the grid above may be increased to accommodate a Permitted Acquisition, as determined permitted by the Borrower and as designated in the Compliance Certificate or earlier notice given by the Borrower in connection with such Permitted Acquisition (including for determining any ratios, baskets, representations and warranties or test any Default or Event of Default blocker pursuant to this Section 1.08); provided, however, such increase will not otherwise go into effect until the closing of such Permitted Acquisition; provided, further, that (i6.11(a) such increase shall only apply for a period of twelve months from and after such Permitted Acquisition and immediately upon the expiration of such twelve month period, the required maximum Consolidated Total Leverage Ratio shall revert to the level set forth above for the measurement period in which such step down occurs; (ii) in no event shall the maximum Consolidated Total Leverage Ratio after otherwise permitted pursuant to the first sentence of this Section 6.11(a) (without giving effect to any such step-up exceed 5.00 increase of 0.50 to 1.00; and ). For the avoidance of doubt, once any transaction has been so designated as (iiior as a part of) the maximum amount that a Specified Acquisition (or Related Prior Acquisitions), it may not be designated as (or as a part of) any Consolidated Total Leverage Ratio covenant level may step-up during any Consolidated Total Leverage Ratio measurement period is 0.50other Specified Acquisition (or Related Prior Acquisitions).

Maximum Consolidated Total Leverage Ratio. Permit the Consolidated Total Leverage Ratio of the Borrower and its Consolidated Subsidiaries as of the last day of any consecutive four fiscal quarter period ending on the dates identified below to be greater than the ratio set forth below opposite such date: Notwithstanding the foregoing, at the election of the Borrower, up to two times during the term of this Agreement, the maximum Consolidated Total Leverage Ratio set forth in the grid above may be increased to accommodate a Permitted Acquisition, as determined by the Borrower and as designated in the Compliance Certificate or earlier notice given by the Borrower in connection with such Permitted Acquisition (including for determining any ratios, baskets, representations and warranties or test any Default or Event of Default blocker pursuant to Section 1.08); provided, however, such increase will not otherwise go into effect until the closing of such Permitted Acquisition; provided, further, that (i) such increase shall only apply for a period of twelve months from and after such Permitted Acquisition and immediately upon the expiration of such twelve month period, the required maximum Consolidated Total Leverage Ratio shall revert to the level set forth above for the measurement period in which such step down occurs; (ii) in no event shall the maximum Consolidated Total Leverage Ratio after giving effect to any such step-up exceed 5.00 to 1.00; and (iii) the maximum amount that any Consolidated Total Leverage Ratio covenant level may step-up during any Consolidated Total Leverage Ratio measurement period is 0.501.00.