Capital Expenditures. [[Borrowers:Organization]] shall not, and shall not permit any of its Subsidiaries to, incur Capital Expenditures during any fiscal year in an aggregate amount for [[Borrowers:Organization]] and its Subsidiaries in excess of the CapEx Cap Amount with respect to such fiscal year. As used herein, “CapEx Cap Amount” means, with respect to any fiscal year, $150,000,000; provided, that such amount shall be increased by an amount equal to the excess, if any (but in no event more than $75,000,000), of the CapEx Cap Amount for the previous fiscal year (as calculated without giving effect to this proviso) over the actual amount of Capital Expenditures incurred by [[Borrowers:Organization]] and its Subsidiaries during such previous fiscal year.

Capital Expenditures. Make or become legally obligated to make any expenditure in respect of the purchase or other acquisition of any fixed or capital asset (excluding normal replacements and maintenance which are properly charged to current operations), except for acquisitions permitted pursuant to and in accordance with [Section 7.02(h)] and capital expenditures in the ordinary course of business not exceeding $3,000,000 in the aggregate for the Borrower and its Subsidiaries during each fiscal year; provided, however, that notwithstanding the foregoing, for the fiscal year ending December 31, 2015, such capital expenditures in the ordinary course of business shall not exceed $3,500,000 in the aggregate for the Borrower and its Subsidiaries.