“Excess Cash Flow” means, for any period, an amount equal to the excess of:

the aggregate amount of Acquisition Consideration with respect to Permitted Acquisitions, other Investments permitted hereunder, other than Investments of a type permitted under ‎[Section 6.04(b)] (other than clause (iv) therein) or # in each case, paid in cash during such Excess Cash Flow Period (or committed to be paid in cash during such Excess Cash Flow Period and anticipated to be made prior to the date the mandatory prepayment is required by ‎[Section 2.10(e)]; provided that any such amounts not actually used shall be added to the calculation of Excess Cash Flow in the subsequent Excess Cash Flow Period) to the extent funded from Internally Generated Funds (other than to the extent made using the Cumulative Amount);

EBITDA for such Excess Cash Flow Period, minus

Consolidated EBITDA for such Excess Cash Flow Period;

Section # Debt Yield Tests, Excess Cash Flow Sweep Period.

Consolidated Cash Flow Leverage Ratio. Borrower will not permit the Consolidated Cash Flow Leverage Ratio for any Test Period ending on the last day of any fiscal quarter of Borrower to be greater than 3.00:1.00.

Distributions of Net Cash Flow. All Net Cash Flow, if any, realized by or available to the Partnership shall first be applied or added to a reasonable reserve retained for working capital needs or to provide funds for contingencies and expenses of the Partnership, (all as determined in the sole discretion of the General Partner or as required by any loan agreement or instrument of the Partnership), and the balance, if any, shall be distributed, (from time to time in the sole discretion of the General Partner, but in the event, no less frequently than quarterly), in the following order of priority to the extent available:

Free Cash Flow Award Opportunity. Sixty percent (60%) of the Participant’s Target RSU Award (the “Free Cash Flow Target RSUs”) shall be eligible to vest and be earned if and only if the Company’s cumulative Free Cash Flow for the Performance Period as compared to ​ billion (the “Free Cash Flow Achievement”) is at least equal to 85% (the “Free Cash Flow Threshold Target”). Subject to the Company’s achievement of the Free Cash Flow Threshold Target, the number of Performance RSUs that will become vested and earned hereunder shall be equal to the product of # the number of Free Cash Flow Target RSUs and # the Free Cash Flow Performance Factor (as set forth in the table below) (such number of vested RSUs, the “Earned Free Cash Flow Performance RSUs”). Fractional RSUs shall be rounded up to the next whole RSU.

“Contract Consideration” has the meaning set forth in the definition of “Excess Cash Flow.”

“Excess Cash Flow Reserve Account” has the meaning set forth in Section 7.3.1 hereof.