Common use of Ratio Requirements Clause in Contracts

Ratio Requirements. A. The Adjusted Fixed Charge Coverage Ratio as of the Calculation Date was _____ to 1.00 calculated as follows (all amounts in the following calculations are determined for Borrower on a consolidated basis): [1] Net income determined in accordance with GAAP __________ plus, to the extent included in the calculation of net income the sum of [2] Income and franchise taxes paid or accrued __________ [3] Interest expense, net of interest income, paid or accrued __________ [4] Amortization and depreciation expense __________ [5] Extraordinary or non-recurring “cash” losses acceptable to Administrative Agent __________ [6] Extraordinary or non-recurring non-cash charges acceptable to Administrative Agent __________ less, to the extent included in the calculation of net income the sum of [7] The income of any Person (other than wholly-owned Subsidiaries of Borrower) in which any Borrower or a wholly owned Subsidiary of a Borrower has an ownership interest except to the extent such income is received by Borrower or such wholly-owned Subsidiary in a cash distribution during such period __________ [8] Gains from sales or other dispositions of assets (other than Inventory in the normal course of business) __________ [9] Extraordinary or non-recurring gains __________ [10] EBITDA: ([1]+([2]+[3] +[4]+[5]+[6]) -([7]+[8]+[9]) __________ [11] Acquired EBITDA (attached Acquired EBITDA Calculation Rider) __________ [12] Adjusted EBITDA ([10] + [11]) __________ [13] Rent Expense __________ [14] EBITDAR ([12]+[13]) __________ [15] Interest expense __________ [16] Rent Expense ([13] above) __________ [17] Adjusted Fixed Charges: (Total of [15] plus [16]) $_________ Calculation: [14] divided by [17] __________ Required: not less than 3.00 to 1.00 B. The Leverage Ratio as of the Calculation Date, was _____ to 1.00 calculated as follows (all amounts in the following calculation are determined for Borrower on a consolidated basis): [1] Indebtedness for borrowed money __________ [2] Indebtedness under Capital Leases __________ [3] Subordinated Debt __________ [4] Mandatorily redeemable preferred stock _________ [5] Contingent debt obligations including under Letters of Credit __________ [6] Total Funded Debt: [1]+[2]+[3]+[4]+[5] __________ [7] Adjusted EBITDA: Section 1A [12] above __________ Calculation: [6] divided by [7] __________ Required: Not greater than 3.00 to 1.00. C. The Net Worth of the Borrower as of the Calculation Date was $____________ ([3] below): [1] Capital stock and additional paid-in capital __________ [2] Retained earnings (or less accumulated deficit) calculated in conformity with GAAP __________ [3] Net Worth [1]+[2] __________ Required: Not less than the sum of [i] $__________, plus [ii] 80% of net income, without giving effect to any losses, during each fiscal quarter of Borrower beginning with the fiscal quarter of Borrower ending June 30, 2008, plus [iii] the net proceeds received by Borrower arising from any disposition of Equity Interests in Borrower. [i] $____________ + [ii] ___________ + [iii] ___________ Total: ___________ The undersigned Chief Financial Officer of Borrower further certifies that he or she has reviewed the Credit Agreement and has no knowledge of any event or condition which constitutes a Default or an Event of Default other than [if any Default or Event of Default has occurred, describe the same, the period of existence thereof and what action the any Borrower has taken or proposes to take with respect thereto].

Ratio Requirements. A. The Adjusted Fixed Charge Coverage Ratio for the Applicable Calculation Period in effect as of the Calculation Compliance Date (being the four consecutive complete fiscal quarters of Borrowers ending ____________ 200_), was _____ to 1.00 calculated as follows (all amounts in the following calculations are determined for Borrower Borrowers and their Subsidiaries on a consolidated basis): ) [Reference Financial Covenants Rider to the Loan Agreement and Section 11.1 of the Loan Agreement]: [1] Net income determined in accordance with GAAP __________ plus, to the extent included in the calculation of net income the sum of [2] Income and franchise taxes paid or accrued __________ [3] Interest expense, net of interest income, paid or accrued __________ [4] Amortization and depreciation expense __________ [5] Extraordinary or non-recurring “cash” losses acceptable to Administrative Agent __________ [6] Extraordinary or non-recurring non-cash charges acceptable to Administrative Agent __________ less, to the extent included in the calculation of net income the sum of [7] The income of any Person (other than wholly-owned Subsidiaries of BorrowerBorrowers) in which any Borrower or a wholly owned Subsidiary of a Borrower has an ownership interest except to the extent such income is received by Borrower Borrowers or such wholly-owned Subsidiary in a cash distribution during such period __________ [8] Gains from sales or other dispositions of assets (other than Inventory in the normal course of business) __________ [9] Extraordinary or non-recurring gains __________ [10] EBITDA: ([1]+([2]+[3] +[4]+[5]+[6]) -([7]+[8]+[9]) __________ [11] Acquired EBITDA (attached Acquired EBITDA Calculation Rider) Interest expense __________ [12] Adjusted EBITDA ([10] + [11]) Income tax expense __________ [13] Rent Expense Current maturities of long term debt __________ [14] EBITDAR ([12]+[13]) Current maturities of payments due under Capital Leases __________ [15] Interest expense Dividends and distributions __________ [16] Rent Expense ([13] above) __________ [17] Adjusted Fixed Charges: (Total of [11] through [15] plus [16]) $_________ Calculation: [1410] divided by [1716] __________ Required: not less than 3.00 1.75 to 1.00 B. The ratio (the “Leverage Ratio Ratio” ) of Total Funded Debt divided by EBITDA, for the Applicable Calculation Period in effect as of the Calculation Compliance Date, was _____ to 1.00 _____ calculated as follows (all amounts in the following calculation are determined for Borrower Borrowers and their Subsidiaries on a consolidated basis): ) [Reference Financial Covenants Rider to the Loan Agreement and Section 11.1 of the Loan Agreement]: [1] Indebtedness for borrowed money __________ [2] Indebtedness under Capital Leases __________ [3] Subordinated Debt __________ [4] Mandatorily redeemable preferred stock __________ [5] Contingent debt obligations including under Letters letters of Credit credit __________ [6] Total Funded Debt: [1]+[2]+[3]+[4]+[5] __________ [7] Adjusted EBITDA: Section 1A [1210] above __________ Calculation: [6] divided by [7] __________ Required: Not greater than 3.00 3.50 to 1.00. C. The Net Worth of the Borrower Borrowers as of the Calculation Compliance Date was $_____________ ([3] below): ) [Reference Financial Covenants Rider to Loan Agreement and Section 11.1 of the Loan Agreement]: [1] Capital stock and additional paid-in capital __________ [2] Retained earnings (or less accumulated deficit) calculated in conformity with GAAP __________ [3] Net Worth [1]+[2] __________ Required: Not less than the sum of [i] $__________18,500,000, plus [ii] 80% of net income, without giving effect to any losses, during each fiscal quarter of Borrower beginning Borrowers, commencing with the fiscal quarter of Borrower ending June Borrowers that ends on September 30, 2008, plus [iii] the net proceeds received by Borrower arising from any disposition of Equity Interests in Borrower2007. [i] $____________ 18,500,000 + [ii] ___________ + [iii] ___________ Total: ___________ D. The aggregate amount of all Capital Expenditures, Capital Leases with respect to fixed assets of Borrowers and their Subsidiaries (which shall be considered to be expended in full on the date such Capital Lease is entered into) and other contracts with respect to fixed assets initially capitalized on Borrowers’ or any Subsidiary’s balance sheet prepared in accordance with GAAP (which shall be considered to be expended in full on the date such contract is entered into) (excluding, in each case, expenditures for trade-ins and replacement of assets to the extent funded with casualty insurance proceeds) during the Applicable Calculation Period ending as of the Compliance Date was _____________ The undersigned Chief calculated as follows [Reference Financial Officer of Borrower further certifies that he or she has reviewed the Credit Covenants Rider to Loan Agreement and has no knowledge Section 11.1 of any event or condition which constitutes a Default or an Event of Default other than the Loan Agreement]: [if any Default or Event of Default has occurred, describe the same, the period of existence thereof and what action the any Borrower has taken or proposes to take 1] Capital Expenditures __________ [2] Capital Leases with respect thereto].to fixed assets of| Borrowers and their Subsidiaries (which shall be considered to be expended in full on the date such Capital Lease is entered into) __________ [3] Other contracts with respect to fixed assets initially capitalized on Borrowers’ or any Subsidiary’s balance sheet prepared in accordance with GAAP (which shall be considered to be expended in full on the date such contract is entered into) (excluding, in each case, expenditures for trade-ins and replacement of assets to the extent funded with casualty insurance proceeds) __________ Calculation: [1]+[2]+[3] __________ Required: not greater than $5,000,000 during each Applicable Calculation Period

Ratio Requirements. A. The Adjusted Fixed Charge Coverage Ratio for the Applicable Calculation Period in effect as of the Calculation Compliance Date (being the four consecutive complete fiscal quarters of Borrowers ending ____________ 200_), was _____ to 1.00 calculated as follows (all amounts in the following calculations are determined for Borrower Borrowers and their Subsidiaries on a consolidated basis): ) [Reference Financial Covenants Rider to the Loan Agreement and Section 11.1 of the Loan Agreement]: [1] Net income determined in accordance with GAAP __________ plus, to the extent included in the calculation of net income the sum of [2] Income and franchise taxes paid or accrued __________ [3] Interest expense, net of interest income, paid or accrued __________ [4] Amortization and depreciation expense __________ [5] Extraordinary or non-recurring “"cash” " losses acceptable to Administrative Agent __________ [6] Extraordinary or non-recurring non-cash charges acceptable to Administrative Agent __________ [7] Charges related to Franklin Litigation (may not exceed $1,154,000 cumulatively) __________ [8] Charges related to Kentucky Transportation Program account receivable (may not exceed $534,000 cumulatively) __________ less, to the extent included in the calculation of net income the sum of [79] The income of any Person (other than wholly-owned Subsidiaries of BorrowerBorrowers) in which any Borrower or a wholly owned Subsidiary of a Borrower has an ownership interest except to the extent such income is received by Borrower Borrowers or such wholly-owned Subsidiary in a cash distribution during such period __________ [810] Gains from sales or other dispositions of assets (other than Inventory in the normal course of business) __________ [911] Extraordinary or non-recurring gains __________ [1012] EBITDA: ([1]+([2]+[3] +[4]+[5]+[6]) -([7]+[8]+[9]) __________ [114]+[5]+[6])+[7]+[8] Acquired EBITDA (attached Acquired EBITDA Calculation Rider) __________ [12] Adjusted EBITDA ([10] + [11-([9]+[10]+[11]) __________ [13] Rent Expense Interest expense __________ [14] EBITDAR ([12]+[13]) Income tax expense __________ [15] Interest expense Current maturities of long term debt __________ [16] Rent Expense ([13] above) __________ [17] Adjusted Fixed Charges: (Total Current maturities of [15] plus [16]) $_________ Calculation: [14] divided by [17] __________ Required: not less than 3.00 to 1.00 B. The Leverage Ratio as of the Calculation Date, was _____ to 1.00 calculated as follows (all amounts in the following calculation are determined for Borrower on a consolidated basis): [1] Indebtedness for borrowed money __________ [2] Indebtedness payments due under Capital Leases __________ [317] Subordinated Debt __________ [4] Mandatorily redeemable preferred stock _________ [5] Contingent debt obligations including under Letters of Credit __________ [6] Total Funded Debt: [1]+[2]+[3]+[4]+[5] __________ [7] Adjusted EBITDA: Section 1A [12] above __________ Calculation: [6] divided by [7] __________ Required: Not greater than 3.00 to 1.00. C. The Net Worth of the Borrower as of the Calculation Date was $Dividends and distributions ____________ ([3] below): [1] Capital stock and additional paid-in capital __________ [2] Retained earnings (or less accumulated deficit) calculated in conformity with GAAP __________ [3] Net Worth [1]+[2] __________ Required: Not less than the sum of [i] $__________, plus [ii] 80% of net income, without giving effect to any losses, during each fiscal quarter of Borrower beginning with the fiscal quarter of Borrower ending June 30, 2008, plus [iii] the net proceeds received by Borrower arising from any disposition of Equity Interests in Borrower. [i] $____________ + [ii] ___________ + [iii] ___________ Total: ___________ The undersigned Chief Financial Officer of Borrower further certifies that he or she has reviewed the Credit Agreement and has no knowledge of any event or condition which constitutes a Default or an Event of Default other than [if any Default or Event of Default has occurred, describe the same, the period of existence thereof and what action the any Borrower has taken or proposes to take with respect thereto].