Common use of Ratio of Consolidated EBITDA to Interest Expense Clause in Contracts

Ratio of Consolidated EBITDA to Interest Expense. The Guarantor will not, and will not permit any Subsidiary to, Incur any Debt (other than Intercompany Debt that is subordinate in right of payment to the Notes) if the ratio of Consolidated EBITDA to Interest Expense for the Guarantor for the period consisting of the four consecutive fiscal quarters most recently ended prior to the date on which such additional Debt is to be Incurred shall have been less than 1.50:1.00 on a pro forma basis after giving effect thereto and to the application of the proceeds therefrom (determined on a consolidated basis in accordance with GAAP), and calculated on the assumption that: (a) the Debt and any other Debt Incurred by the Guarantor or any Subsidiary from the first day of such four-quarter period had been Incurred at the beginning of that period and continued to be outstanding throughout that period, and the application of the net proceeds of that Debt (including to repay or retire other Debt, including Debt under any revolving credit facility) had occurred at the beginning of that four-quarter period; (b) the repayment or retirement of any other Debt of the Guarantor or any Subsidiary from the first day of such four-quarter period had occurred at the beginning of that period; provided that, except to the extent set forth in clause (a) or (c) of this Section 4.03, in determining the amount of Debt in this calculation, the amount of Debt under any revolving credit or similar facility will be computed based upon the average daily balance of such Debt during that four-quarter period; and (c) in the case of any acquisition or disposition of any asset or group of assets by the Guarantor or any Subsidiary from the first day of such four-quarter period including, without limitation, by merger, or stock or asset purchase or sale, (i) the acquisition or disposition had occurred as of the first day of that period, with the appropriate adjustments to Consolidated EBITDA and Interest Expense with respect to the acquisition or disposition being included in that pro forma calculation, and (ii) the application of the net proceeds from a disposition to repay or refinance Debt, including, without limitation, Debt under any revolving credit facility, had occurred on the first day of that four-quarter period.

Ratio of Consolidated EBITDA to Interest Expense. (1) The Guarantor Issuer will not, and will not permit any Subsidiary of its Subsidiaries to, Incur incur any Debt (other than Intercompany Debt that is subordinate in right of payment if, immediately after giving effect to the Notes) if incurrence of such Debt and the application of the proceeds therefrom on a pro forma basis, the ratio of Consolidated EBITDA to Interest Expense for the Guarantor for the period consisting of the four consecutive fiscal quarters most recently ended prior to ending with the date on which such additional Debt is to Latest Completed Fiscal Quarter would be Incurred shall have been less than 1.50:1.00 on a pro forma basis after giving effect thereto and 1.5 to the application of the proceeds therefrom (determined on a consolidated basis in accordance with GAAP)1.0, and calculated on the assumption assuming that: (aA) the such Debt and any other Debt Incurred incurred by the Guarantor Issuer or any Subsidiary from of its Subsidiaries since the first day of such four-quarter period had been Incurred at the beginning of that period and continued to be outstanding throughout that period, and the application of the net proceeds of that Debt (therefrom, including to repay or retire refinance other Debt, including Debt under any revolving credit facility) had occurred at on the beginning first day of that four-quarter such period; (bB) the repayment or retirement of any other Debt of by the Guarantor Issuer or any Subsidiary from of its Subsidiaries since the first day of such four-quarter period had occurred at on the beginning first day of that period; provided such period (except that, except to the extent set forth in clause (a) or (c) of this Section 4.03, in determining the amount of Debt in this calculationmaking such computation, the amount of Debt under any revolving credit facility, line of credit or similar facility will shall be computed based upon the average daily balance of such Debt during that four-quarter such period); and (cC) in the case of any acquisition or disposition by the Issuer or any of its Subsidiaries of any asset or group of assets (whether by merger, consolidation, stock purchase or sale, or asset purchase or sale) or other placement of any assets in service or removal of any assets from service by the Guarantor Issuer or any Subsidiary from of its Subsidiaries since the first day of such four-quarter period includingperiod, without limitationsuch acquisition, by mergerdisposition, placement in service or stock removal from service and any related repayment or asset purchase or sale, (i) the acquisition or disposition retirement of Debt had occurred as of the first day of that such period, with the appropriate adjustments to Consolidated EBITDA and Interest Expense with respect to the acquisition such acquisition, disposition, placement in service or disposition removal from service being included in that such pro forma calculation, and . (ii2) If the application of Debt giving rise to the net proceeds from a disposition need to repay make the calculation described in Section 4.09(c)(1) or refinance Debt, including, without limitation, any other Debt under any revolving credit facility, had occurred on incurred after the first day of that the relevant four-quarter period bears interest at a floating rate, then, for purposes of calculating Interest Expense, the interest rate on such Debt will be computed on a pro forma basis by applying the average daily rate which would have been in effect during the entire four-quarter period. For purposes of this Section 4.09(c), Debt will be deemed to be incurred by the Issuer or any of its Subsidiaries whenever the Issuer or any of its Subsidiaries shall create, assume, guarantee or otherwise become liable in respect thereof.

Ratio of Consolidated EBITDA to Interest Expense. The Guarantor will not, and will not permit any Subsidiary to, Incur any Debt (other than Intercompany Debt that is subordinate in right of payment to the Notes) if the ratio of Consolidated EBITDA to Interest Expense for the Guarantor for the period consisting of the four consecutive fiscal quarters most recently ended prior to the date on which such additional Debt is to be Incurred shall have been less than 1.50:1.00 on a pro forma basis after giving effect thereto and to the application of the proceeds therefrom (determined on a consolidated basis in accordance with GAAP), and calculated on the assumption that: (a) the Debt and any other Debt Incurred by the Guarantor or any Subsidiary from the first day of such four-quarter period had been Incurred at the beginning of that period and continued to be outstanding throughout that period, and the application of the net proceeds of that Debt (including to repay or retire other Debt, including Debt under any revolving credit facility) had occurred at the beginning of that four-quarter period; (b) the repayment or retirement of any other Debt of the Guarantor or any Subsidiary from the first day of such four-quarter period had occurred at the beginning of that period; provided that, except to the extent set forth in clause (a) or (c) of this Section 4.034.15, in determining the amount of Debt in this calculation, the amount of Debt under any revolving credit or similar facility will be computed based upon the average daily balance of such Debt during that four-quarter period; and (c) in the case of any acquisition or disposition of any asset or group of assets by the Guarantor or any Subsidiary from the first day of such four-quarter period including, without limitation, by merger, or stock or asset purchase or sale, (i) the acquisition or disposition had occurred as of the first day of that period, with the appropriate adjustments to Consolidated EBITDA and Interest Expense with respect to the acquisition or disposition being included in that pro forma calculation, and (ii) the application of the net proceeds from a disposition to repay or refinance Debt, including, without limitation, Debt under any revolving credit facility, had occurred on the first day of that four-quarter period.