“Consolidated Fixed Charge Coverage Ratio” means, with respect to any determination date, the ratio of # Consolidated Cash Flow Available for Fixed Charges for the prior four full fiscal quarters (the “Four Quarter Period”) for which financial results have been reported immediately preceding the determination date (the “Transaction Date”), to # the aggregate Consolidated Interest Incurred for the Four Quarter Period. For purposes of this definition, “Consolidated Cash Flow Available for Fixed Charges” and “Consolidated Interest Incurred” shall be calculated after giving effect on a pro forma basis for the period of such calculation to:

“Consolidated Fixed Charge Coverage Ratio” means, with respect toas of any determination date,date of determination, the ratio of # Consolidated Cash Flow AvailableEBITDA for the period of the four fiscal quarters most recently ending on such date to # Fixed Charges for the priorperiod of the four full fiscal quarters (the “Four Quarter Period”) for which financial results have been reported immediately preceding the determination date (the “Transaction Date”), to # the aggregate Consolidated Interest Incurred for the Four Quarter Period. For purposes of this definition, “Consolidated Cash Flow Available for Fixed Charges” and “Consolidated Interest Incurred” shall be calculated after giving effectmost recently ending on a pro forma basis for the period of such calculation to:date.

“Consolidated Fixed Charge Coverage Ratio” means, with respect toat any determination date,date of determination, the ratio of #(a) (i) Consolidated Cash Flow Available for Fixed ChargesEBITDA for the priormost recent period of four fullconsecutive fiscal quarters (the “Four Quarter Period”) for which financial resultsRequired Financial Statements have been reported immediately precedingdelivered, calculated on a Pro Forma Basis, minus # Unfinanced Capital Expenditures made in such period minus # the determination date (the “Transaction Date”),aggregate amount of Federal, state, local and foreign income taxes paid in cash in such period to # the sum of # Debt Service Charges for such period plus # the aggregate Consolidated Interest Incurredamount of all Restricted Payments paid in cash, in each case, of or by the Parent Borrower and its Restricted Subsidiaries for the Four Quarter Period. For purposes of this definition, “Consolidated Cash Flow Available for Fixed Charges” and “Consolidated Interest Incurred” shall be calculated after giving effectsuch period, all as determined on a pro formaconsolidated basis for the period of such calculation to:in accordance with GAAP.

“Consolidated Fixed Charge Coverage Ratio” means, with respect toas at the last day of any determination date,fiscal quarter of ​, the ratio of (a) (i) Consolidated Adjusted EBITDA minus # Consolidated Cash Flow AvailableCapital Expenditures minus # expense for Fixed Chargestaxes paid in cash, in each case for the prior four fullconsecutive fiscal quarters (the “Four Quarter Period”) for which financial results have been reported immediately preceding the determination date (the “Transaction Date”),ending on such day to # Fixed Charges; provided that any calculation of the aggregate Consolidated Interest Incurred forabove ratio following any acquisition or disposition made during the Four Quarter Period. For purposesfour-quarter period covered by such calculation, by purchase, sale or otherwise, of this definition, “Consolidated Cash Flow Available for Fixed Charges” and “Consolidated Interest Incurred”all or substantially all of the business or assets of, any Person or of any line of business of any Person shall be calculated after giving effectdetermined on a pro forma basis forwithout duplication as if such acquisition or disposition had occurred on the first day of the relevant period and any savings associated with such acquisition or disposition had been achieved beginning on the first day of such calculation to:the relevant period.