EBITDA Margin Certificate

Customer’s “EBITDA Margin” shall at all times exceed ? to 1. For purposes hereof, “EBITDA Margin” shall mean the ratio of Customer’s (a) income before interest (including payments in the nature of interest under capital leases), taxes, depreciation, amortization, and other non-cash charges, to (b) net revenues; all as  set forth in Customer’s regular  financial statements prepared in accordance with GAAP.