Consolidated foreign, federal and state income tax expenses for Subject Period: $

depreciation and amortization expenses and other non-cash charges to earnings,

income tax expense determined on a consolidated basis in accordance with GAAP,

provision for taxes based on income, gross receipts, profits or capital of any member of the Restricted Group, including federal, state, local, franchise, excise and similar taxes and foreign withholding taxes paid or accrued during such period including # penalties and interest related to such taxes or arising from any tax examinations and # in respect of repatriated funds (whether imposed on payor or payee and including any dividend distribution taxes),

Consolidated Interest Coverage Ratio. Permit the Consolidated Interest Coverage Ratio as of the end of any Measurement Period ending as of the end of any fiscal quarter of the Borrower to be less than 3.50 to 1.

Consolidated Interest Coverage Ratio. As of the last day of each fiscal quarter, ​ shall maintain a ratio (the “Interest Coverage Ratio”) of # the Adjusted Net Income of ​ plus interest expense of ​, each on a trailing twelve month basis (numerator), to # interest expense of ​ on a trailing twelve month basis (denominator) of not less than 1.5:1.0. As used herein, “interest expense” means the aggregate amount of interest expense of ​ accruing during such fiscal period in accordance with GAAP on all Funded Debt (including Borrowers’ Obligations to Agent and Lenders), as such interest expense is reflected in the financial statements of Regional in accordance with GAAP (including as such interest expense may be increased or decreased in accordance with GAAP as a result of any applicable interest rate Hedge Agreements); provided that, notwithstanding the foregoing, interest expense # in respect of Bank Product Obligations or # constituting amortized debt issuance costs, in each case, shall not be included as interest expense in the calculation of such ratio.

consolidated interest charges for such period;

Consolidated Unencumbered Interest Coverage Ratio. Permit the Consolidated Unencumbered Interest Coverage Ratio (as calculated as of the end of each calendar quarter of the Parent based on the information provided pursuant to [Section 6.01] hereof) to be less than 1.75to 1.00.

(Line C.i ÷ Line C.ii) ​ to 1.00

For the Measurement Period ended on [​; 20​]

Minimum Consolidated Interest Coverage Ratio. Permit the Consolidated Interest Coverage Ratio of the Borrower and its Restricted Subsidiaries as of the last day of any period of four consecutive fiscal quarters (commencing with the first full fiscal quarter ending after the Closing Date) to be less than 3.00 to 1.00.

“Consolidated Interest Coverage Ratio” means, as of any date of determination, the ratio of # Consolidated EBITDA for the period of the immediately preceding four full fiscal quarters, to # Consolidated Interest Charges for such period.

Administrative Charges. The administrative cost associated with this Plan may be debited to a Participant’s Account in a manner determined by the Plan Committee or its designee, in its sole discretion.

Late Charges. If Tenant fails to make any payment of Rent, additional rent or any other sum on or before the date such payment is due and payable (subject to any grace period), then Landlord shall have the right to impose upon Tenant in writing a late charge of five percent (5%) of the amount of such payment. In addition, such payment and such late fee shall bear interest at the Default Rate from the date such payment or such late fee, respectively, became due to the date of payment thereof by Tenant. Such late charge and interest shall constitute additional rent due hereunder without any notice or demand. Notwithstanding anything contained in this [Section 19.5] to the contrary, no late fee shall be due on the first instance of Tenant’s late payment of a regularly recurring installment in any period of twelve (12) successive months.

Special Charges. Special Charges shall mean the expense for special charges reported by the Company as set forth on the audited consolidated statement of operations of the Company and its subsidiaries for the applicable fiscal year.

Impairment Charges. Impairment Charges shall mean the expense for impairment of long-lived assets, if any, reported by the Company as set forth on the audited consolidated statement of operations of the Company and its subsidiaries for the applicable fiscal year.