Financial Covenants. As of ​, Borrower shall be in compliance with the financial covenants contained in [Sections 9.08 and 9.09]9] on a Pro Forma Basis as if any Borrowing on the Effective Date had occurred on ​ (without netting the proceeds of any Borrowing on the Effective Date).

FINANCIAL COVENANTS. During the term of this Agreement, the ​ shall not violate, and shall not suffer or permit any of its Subsidiaries to violate, any of the following covenants (complete applicable financial covenant) or any Additional Financial Covenants on the Schedule. For purposes of this Section, if the ​ has any Subsidiaries all references to the ​ shall include the ​ and all of its Subsidiaries on a consolidated basis. Unless a different measurement period is specified, compliance for the financial covenants shall be required at all times.

Financial Covenants. The ​ will not permit # the Interest Coverage Ratio as of the last day of any fiscal quarter of the ​ to be less than 4.00:1.00 or # the Leverage Ratio as of the last day of any fiscal quarter of the ​ following the Closing Date to be greater than # 5.75:1.00 from the Closing Date until and including ​, and # 5.25:1.00 thereafter.

Financial Covenants. Clauses [[(b) and (c) of Section 8.12]2]] of the Credit Agreement are hereby deleted in their entirety and the following are inserted in their stead:

Financial Covenants. Notwithstanding anything to the contrary contained in Section ‎8.01, in the event that the Borrower fails to comply with the requirements of the financial covenants set forth in Section ‎6.15 as of the last day of any fiscal quarter for which such covenant is tested, until the expiration of the 10th Business Day subsequent to the Cure Specified Date for such fiscal quarter, the Borrower shall have the right to give written notice (the “Cure Notice”), on or prior to the 10th Business Day subsequent to such Cure Specified Date, to the Administrative Agent of the intent of the Borrower to issue Permitted Cure Securities for cash or otherwise contribute cash common equity and/or other Qualified Stock to the capital of the Borrower (collectively, the “Cure Right”) and, upon contribution of the net cash proceeds (such net cash proceeds, the “Cure Amount”) to the Borrower as cash common equity and/or other Qualified Stock after the Cure Specified Date for such fiscal quarter pursuant to the exercise by the Borrower of such Cure Right, which exercise shall be made after such Cure Specified Date on or before the 10th Business Day subsequent to such Cure Specified Date, the covenant set forth in Section ‎6.15 shall be recalculated giving effect to the following adjustments on a Pro Forma Basis:

Financial Covenants. Except with the consent of the Required Financial Covenant Lenders:

Financial Covenants. At all times prior to the Agreement Termination Date (and thereafter if expressly required), ​ shall promptly and fully perform, observe and comply with the provisions set forth in [Exhibit E].

Financial Covenants. Guarantor covenants and agrees that, until the Guaranty Termination Date, Guarantor will, at all times, observe, perform and comply with each of the following covenant(s):

Financial Condition/Solvency Certificate. The Borrower shall have delivered to the Administrative Agent a certificate, in form and substance reasonably satisfactory to the Administrative Agent, and certified as accurate by the chief financial officer of the Borrower, that # after giving effect to the Transactions, the Credit Parties and each of their Subsidiaries are, on a Consolidated basis, Solvent, # the financial projections previously delivered to the Administrative Agent represent the good faith estimates (utilizing reasonable assumptions) of the financial condition and operations of the Borrower and its Subsidiaries and # attached thereto is a calculation of the Applicable Margin.

Pro Forma Financial Condition. Administrative Agent shall have received evidence, in form and substance reasonably satisfactory to Administrative Agent, that # EBITDA for Borrower and its Subsidiaries for the trailing twelve month period ended ​ shall be not less than ​ and # the Leverage Ratio shall be less than 1.00:100, in each case, both immediately before and immediately after giving Pro Forma Effect to the Transactions.