Closing Leverage Ratio. The ratio of Consolidated Total Indebtedness of the Borrower and its Subsidiaries as of the Closing Date calculated on a Pro Forma Basis after giving effect to the Transactions to Consolidated EBITDA for the four-quarter period most recently ended prior to the Closing Date for which financial statements are available (calculated on a Pro Forma Basis after giving effect to the Transactions will not exceed 1.00 to 1.00 (the “Closing Leverage Ratio”).

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio at any time during the term hereof and to be tested as of the end of each fiscal quarter (the “Test Date”), to be greater than 0.60 to 1.00; provided that # such ratio may exceed 0.60 to 1.00 from time to time so long as such ratio does not exceed 0.65 to 1.00 and such ratio ceases to exceed 0.60 to 1.00 within four fiscal quarters following the Test Date upon which such ratio first exceeds 0.60 to 1.00 (such four fiscal quarter period being the “Surge Period”), # the Parent shall be permitted to utilize the Surge Period holiday no more than two (2) times for the entirety of the term of the Facility, and # the Surge Period may only be utilized in conjunction with a Material Acquisition.

Secured Leverage Ratio. Permit the Secured Leverage Ratio at any time during the term hereof and to be tested on the Test Date, to be greater than 0.40 to 1.00.

Leverage Ratio Increase. Any provision of this Agreement that requires compliance on a pro forma basis with the Consolidated Net Leverage Ratio set forth in [Section 9.11], including in connection with a Limited Condition Acquisition pursuant to [Section 1.14], shall be deemed to include any Leverage Ratio Increase then in effect pursuant to [Section 9.11(b)].

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

Consolidated Leverage Ratio. Permit the Consolidated Leverage Ratio at any time to exceed sixty percent (60.0%).

Maximum Unsecured Leverage Ratio. Permit Consolidated Unsecured Indebtedness at any time to exceed 60% of Unencumbered Asset Value; provided that such maximum ratio may exceed 60% during, or as of the end of, any fiscal quarter in which a Material Acquisition occurs and the consecutive two (2) fiscal quarters immediately thereafter, but in no event shall such ratio exceed 65% at any time or exceed 60% for more than three (3) consecutive fiscal quarters in any consecutive four (4) fiscal quarter period.

Consolidated Total Leverage Ratio. The Company shall not permit the Consolidated Total Leverage Ratio to exceed the applicable ratio set forth opposite such fiscal quarter in the table below; provided that such ratio shall be calculated on a Pro Forma Basis for any Measurement Period including the fiscal quarter in which an acquisition or disposition occurs for which, in the case of an acquisition, the purchase price exceeds $100,000,000 or, in the case of a disposition, the fair market value of assets or business disposed exceeds $50,000,000; and provided further that upon written notice (such notice, a “Leverage Notice”) to the Administrative Agent from the Company that an acquisition with an aggregate consideration greater than or equal to $500,000,000 has been consummated, then, notwithstanding the table below, the Company shall not permit the Consolidated Total Leverage Ratio to exceed 4.00 to 1.00 for each of the five consecutive fiscal quarters following the consummation of such acquisition; provided, further, that following the five consecutive fiscal quarter period set forth in the foregoing proviso, the Company shall not permit the Consolidated Total Leverage Ratio to exceed the applicable ratio set forth in the table below for not fewer than four fiscal quarters before a subsequent Leverage Notice is delivered to the Administrative Agent:

Maximum Total Net Leverage Ratio. The Borrower will not, as of the last day of any Fiscal Quarter (commencing with the Fiscal Quarter ending June 30, 2018), permit the Total Net Leverage Ratio to be greater than:

Consolidated Leverage Ratio (Line A.i ÷ Line A.ii) ​ to 1.00