to the extent included therein, the
amortization of financing costs incurred in connection with Indebtedness during
the Subject Period:
$
F.
Aggregate amount of regularly scheduled payments of principal in respect of
Indebtedness for borrowed money paid or required to be paid during the Subject
Period (including the principal component of any payments in respect of Capital
Lease Obligations, but excluding any payments made in respect of the Senior
Subordinated Notes pursuant to Section 7.06(f) of the Agreement):
$
G.
Fixed Charge Coverage Ratio ((Lines I.A.16. - I.B. - I.C. - I.D.) ̧ (Lines I.E.
+ I.F.)):
________ to 1
Minimum required:
1.25:1.00
2 In no event shall this number be less than zero.
II.
Section 7.11 (b) - Total Leverage Ratio.
A.
Total Funded Indebtedness (including L/C - BA Obligations, other than the L/C -
BA Obligations relating to commercial Letters of Credit ) at the Statement Date:
$
B.
Indebtedness in respect of Guarantees by the Company permitted under Section
7.03(k) of the Agreement outstanding at the Statement Date:
$
C.
unrestricted cash on hand of the Company and its Subsidiaries at the Statement
Date:
$
D.
Consolidated EBITDA for Subject Period (Line I.A.16. above):
$
E.
Total Leverage Ratio ((Lines II.A. - II.B. - II.C.) ̧ Line II.D.):
________to1
Maximum permitted: 3.50:13
3 Subject to Section 7.11(b)
EXHIBIT E
ASSIGNMENT AND ASSUMPTION
This Assignment and Assumption (this "Assignment and Assumption") is dated as of
the Effective Date set forth below and is entered into by and between
[the][each]4 Assignor identified in item 1 below ([the][each, an] "Assignor")
and [the][each]5 Assignee identified in item 2 below ([the][each, an]
"Assignee").
[It is understood and agreed that the rights and obligations of
[the Assignors][the Assignees]6 hereunder are several and not joint.]7
Capitalized terms used but not defined herein shall have the meanings given to
them in the Credit Agreement identified below (the "Credit Agreement"), receipt
of a copy of which is hereby acknowledged by the Assignee.
The Standard Terms
and Conditions set forth in Annex 1 attached hereto are hereby agreed to and
incorporated herein by reference and made a part of this Assignment and
Assumption as if set forth herein in full.
For an agreed consideration, [the][each] Assignor hereby irrevocably sells and
assigns to [the Assignee][the respective Assignees], and [the][each] Assignee
hereby irrevocably purchases and assumes from [the Assignor][the respective
Assignors], subject to and in accordance with the Standard Terms and Conditions
and the Credit Agreement, as of the Effective Date inserted by the
Administrative Agent as contemplated below (i) all of [the Assignor's][the
respective Assignors'] rights and obligations in [its capacity as a
Lender][their respective capacities as Lenders] under the Credit Agreement and
any other documents or instruments delivered pursuant thereto to the extent
related to the amount and percentage interest identified below of all of such
outstanding rights and obligations of [the Assignor][the respective Assignors]
under the respective facilities identified below (including, without limitation,
the Letters of Credit and the Swing Line Loans