any non-cash items increasing Consolidated Net Income, excluding any gains that represent the reversal of any accrual of, or cash reserve for, anticipated cash charges in any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition); plus

any non-cash itemsgains increasing Consolidated Net Income,Income of such Person for such period, excluding any gains that represent the reversal of any accrual of, or cash reserve for, anticipated cash charges in any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition);, plus

non-cash gains, excluding any non-cash items increasing Consolidated Net Income, excluding any gains that represent the reversal of any accrual of, or cash reserve for, anticipated cash chargesitems in any prior period (other than any such accruals or cash chargesreserves that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition); plus

any non-cash itemsgains increasing Consolidated Net Income,Income of such Person for such period, excluding any non-cash gains thatto the extent they represent the reversal of anyan accrual of, or reserve for a potential cash reserve for, anticipated cash chargesitem that reduced Consolidated EBITDA in any prior period (other thanand any non-cash gains with respect to cash actually received in a prior period so long as such cash charges that have been added back todid not increase Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition);such prior period; plus

any non-cash itemsgains increasing Consolidated Net Income,Income of such Person for such period, excluding any non-cash gains thatto the extent they represent the reversal of anyan accrual of, or reserve for a potential cash reserve for, anticipated cash chargesitem that reduced EBITDA in any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition);period; plus

any non-cash itemsgains increasing such Consolidated Net Income, excluding any gainsIncome for such period, other than the accrual of revenue in the ordinary course of business and other than reversals of an accrual or reserve for a potential cash item that represent the reversal of any accrual of, or cash reserve for, anticipated cash chargesreduced Consolidated EBITDA in any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition); plusperiod,

non-cash gains (excluding any non-cash items increasing Consolidated Net Income, excluding any gains that representgain to the extent it represents the reversal of anyan accrual of, or reserve for a potential cash reserve for, anticipated cash chargesitem that reduced Consolidated Net Income or Consolidated EBITDA in any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition); plusperiod),

decreased, without duplication and to the extent increasing such Consolidated Net Income for such period, by non-cash gains (excluding any non-cash items increasing Consolidated Net Income, excluding any gains that represent the reversal of any accrual of, or cash reserve for, anticipated cash charges that were deducted (and not added back) in the calculation of Consolidated EBITDA for any prior period (other than such cash charges that have been added back to Consolidated Net Income in calculating Consolidated Adjusted EBITDA in accordance with this definition); plusending after the Closing Date).