definiens: means Fina ncial Indebtedness ( i ) that is secured by any asset of the Obligors on a senior basis to the Liens securing th e Post - Closing Payments so long as the Net Leverage Ratio ( determined pro forma for incurrence and drawing in full of any proposed Financial Indebtedness and th e proposed use of proceeds therefrom and without coun ting the proceeds of proposed Financial Indebtednes s ) does not exceed ( x ) on or prior to June 30, 2022, 4.25:1 .00 and ( y ) from and after July 1, 2022, 4.50:1.00 and ( ii ) that is secured by any asset of the Obligors on a senior basis to, or on a pari passu basis with, the Liens securing the Post - Closing Payments so long as the Total Net Leve rage Ratio ( determined pro forma for incurrence and drawing in full of any proposed Financial Indebtedn ess and the proposed use of proceeds therefrom and without counting the proceeds of proposed Financial Indebte dness ) does not exceed ( x ) on or prior to June 30, 2022, 5.25:1.00 and ( y ) from and after July 1, 2022, 5.50 : 1.00 . All capitalized terms used in this definitio n that are not otherwise defined in this Agreement ( including any component definitions thereof ), shall have the mean ings assigned to such terms in the Senior Facilities Agr eement