Common use of Pro Forma Adjustments for Acquisitions and Dispositions Clause in Contracts

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company most recently ended, the Consolidated Fixed Charge Coverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Disposition, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Company), as if such acquisition or such Disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Total Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Senior Secured Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company a Borrower or any Subsidiary makes any acquisition Acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company most recently ended, the Consolidated Fixed Charge Coverage Total Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition Acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition Acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary Loan Party makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Ratio financial covenants shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Disposition, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary Loan Party makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 Permitted Acquisition or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Indebtedness Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amendedAct, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Ratio Availability shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 6.03 or Disposition outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Disposition, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer financial officer of the Companysuch Borrower), as if such acquisition or such Disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.. DB1/ 131320059.16

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company such Borrower most recently ended, the Consolidated Fixed Charge Coverage Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the Companysuch Borrower), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Funded Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Funded Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.. ​

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 or Disposition disposition of assets outside the ordinary course of business permitted by Section 6.05 during the period of four fiscal quarters of the Company Borrower most recently ended, the Consolidated Fixed Charge Coverage Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Dispositiondisposition of assets, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer of the CompanyOfficer), as if such acquisition or such Disposition disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.

Pro Forma Adjustments for Acquisitions and Dispositions. To the extent the Company any Borrower or any Subsidiary makes any acquisition permitted pursuant to Section 6.04 7.03 or Disposition outside the ordinary course of business permitted by Section 6.05 7.05 during the period of four fiscal quarters of the Company Borrowers most recently ended, the Consolidated Fixed Charge Coverage Leverage Ratio shall be calculated after giving pro forma effect thereto (including pro forma adjustments arising out of events which are directly attributable to the acquisition or the Disposition, are factually supportable and are expected to have a continuing impact, in each case as determined on a basis consistent with Article 11 of Regulation S-X of the Securities Act of 1933, as amended, as interpreted by the SEC, and as certified by a Financial Officer financial officer of the Companysuch Borrower), as if such acquisition or such Disposition (and any related incurrence, repayment or assumption of Indebtedness) had occurred in the first day of such four-quarter period.