the first day of that Fiscal Year and ending on the last day of that Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for that period of the current Fiscal Year, together with a management discussion and analysis, all certified by a Senior Officer of the Company.

“FDA Fiscal Year” means a twelve (12) month period, commencing on October 1 and ending on September 30. For purposes of this Agreement: the 2019 FDA Fiscal Year shall be deemed to have commenced on October 1, 2018.

Mandatory. (i) Within five (5) Business Days after financial statements are required to have been delivered pursuant to [Section 6.01(a)] (commencing with the fiscal year ending December 31, 2021) and the related Compliance Certificate is required to be delivered pursuant to [Section 6.02(a)], the Borrower shall cause to be offered to be prepaid in accordance with [clause (vii)] below, an aggregate principal amount of Loans in an amount equal to # the Applicable ECF Percentage of Excess Cash Flow, if any, for the fiscal year covered by such financial statements minus # all voluntary prepayments of Term Loans made during such fiscal year or after year-end and prior to when such Excess Cash Flow prepayment is due and, in the case of the fiscal year ending December 31, 2021, all voluntary prepayments of Term Loans made during the fiscal year ending December 31, 2020, # to the extent such prepayments are funded with internally generated cash and # excluding any such voluntary prepayments made during such fiscal year that reduced the amount required to be prepaid pursuant to this [Section 2.05(b)(i)] in the prior fiscal year.

“Renewable Electricity Applicable Fee Adjustment Amount” means, with respect to any fiscal year commencing with the fiscal year ending May 30, 2021, # positive 0.50 basis points, if the Renewable Electricity for such fiscal year as set forth in the applicable KPI Metrics Report is less than the Renewable Electricity Target for such fiscal year and # negative 0.50 basis points, if the Renewable Electricity for such fiscal year as set forth in the applicable KPI Metrics Report is more than or equal to Renewable Electricity Target for such fiscal year.

Tax Periods Ending Before the Closing Date. Buyer will prepare, or cause to be prepared, and file, or cause to be filed, all Tax Returns for the Partnership and its Subsidiaries for all Tax periods ending on or prior to the Closing Date that are filed after the Closing Date. Buyer will provide Seller with copies of any such Tax Returns for Seller’s reasonable review and comment, # at least thirty (30) Business Days prior to the due date hereof (giving effect to any extensions thereto) in the case of income Tax Returns and # as soon as practicable in the case of all other Tax Returns.

Notwithstanding anything to the contrary herein, it is agreed that for the purpose of calculating the Interest Coverage Ratio for the first three (3) fiscal quarters of Holdings ending after the Effective Date all amounts set forth in clause (b) of this definition shall be annualized as follows: # for the period ending on the last day of the first fiscal quarter of Holdings ending after the Effective Date, such amounts set forth in clause (b) of this definition for such first fiscal quarter times four (4), (B) for the period ending on the last day of the second fiscal quarter of Holdings ending after the Effective Date, such amounts set forth in clause (b) of this definition for the first and second fiscal quarters of Holdings ending after the Effective Date, times two (2), and (C) for the period ending on the last day of the third fiscal quarter of Holdings ending after the Effective Date, such amounts set forth in clause (b) of this definition for the first, second and third fiscal quarters of Holdings ending after the Effective Date, times four-thirds (4/3).

SECTION # Net Leverage Ratio. Permit the Net Leverage Ratio as of the last day of any fiscal quarter of Holdings, commencing with the first (1st) fiscal quarter ending after the Effective Date, to be greater than # with respect to each of the first (1st) fiscal quarter ending after the Effective Date and the three (3) fiscal quarters ending immediately thereafter, 4.00 to 1.00, # with respect to each of the fifth (5th) fiscal quarter ending after the Effective Date and the three (3) fiscal quarters ending immediately thereafter, 3.75 to 1.00, and # with respect to each of the ninth (9th) fiscal quarter ending after the Effective Date and each fiscal quarter ending thereafter, 3.50 to 1.00the applicable ratio set forth opposite such fiscal quarter below; provided that in the event the Borrower or any of the Subsidiaries consummates a Qualified Material Acquisition after the Covenant Relief Period, the Borrower may, by notice delivered to the Administrative Agent, elect to increase the maximum Net Leverage Ratio permitted by this Section

“4 (b). Annual Bonus. For each fiscal year ending during Executive’s employment, Executive will be eligible to earn an annual bonus. The target amount of that bonus will be 100% percent of Executive's Base Salary for the applicable fiscal year.”

“Fiscal Year” shall mean each twelve (12) month period commencing on January 1 and ending on December 31 during each year of the term of the Loan.

within 50 days after the end of each fiscal quarter, in each fiscal year, consolidated financial statements of IPCC similar to those referred to in [Section 5.5(a)] for such fiscal quarter and for the period beginning on the first day of the fiscal year and ending on the last day of such fiscal quarter, unaudited but certified by an Authorized Representative of IPCC;