Consolidated Indebtedness shall not include Indebtedness of SBA Communications or any
Restricted Subsidiary that is purchased, in tender offers, open market purchases or privately negotiated transactions, by SBA Communications or a Restricted Subsidiary (which, for the avoidance of doubt, shall not include Acquired Debt) and which is
to be held by SBA Communications or a Restricted Subsidiary to redemption or maturity of such Indebtedness.
Consolidated
Indebtedness to Annualized Consolidated Adjusted EBITDA Ratio means, as of the date of determination, the ratio of:
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(1)
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Consolidated Indebtedness on such date to
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(2)
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Annualized Consolidated Adjusted EBITDA as of such date.
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Consolidated Interest Expense for any period means the total interest expense of such Person and its Restricted Subsidiaries for
such period with respect to all outstanding Indebtedness of such Person and its Restricted Subsidiaries (including, without limitation, all commissions, discounts and other fees and charges owed with respect to letters of credit and bankers
acceptance financing and net costs under Hedge Agreements in respect of interest rates to the extent such net costs are allocable to such period in accordance with GAAP).
Consolidated Net Income for any period means the aggregate of the Net Income of SBA Communications and its Restricted Subsidiaries
for such period, on a consolidated basis, determined in accordance with GAAP; provided that, the Net Income of any Person that is accounted for by the equity method of accounting shall be excluded, except that such Net Income shall be included but
only to the extent of the amount of dividends or distributions paid in cash to SBA Communications or a Restricted Subsidiary thereof.
Consolidated Net Tangible Assets means, as of any date of determination, the consolidated total assets of SBA Communications and
its Restricted Subsidiaries determined in accordance with GAAP as of the end of SBA Communications most recent fiscal quarter for which internal financial statements are available, less the sum of (1) all current liabilities and
(2) all goodwill, trade names, trademarks, patents, organization expense, unamortized debt discount and expense and other similar intangibles properly classified as intangibles in accordance with GAAP.
Covenant Defeasance has the meaning set forth above under the caption Legal Defeasance and Covenant Defeasance.
Credit Facilities means, with respect to SBA Communications or any Restricted Subsidiary, one or more debt facilities, including
the agreements governing our Revolving Credit Facility or other financing arrangements (including, without limitation, commercial paper facilities or indentures) providing for revolving credit loans, term loans, letters of credit, bankers
acceptances and other similar obligations or other long-term indebtedness, including any notes, mortgages, guarantees, collateral documents, instruments and agreements executed in connection therewith, and any amendments, supplements, modifications,
extensions, renewals, restatements, replacements or refundings thereof and any indentures or credit facilities or commercial paper facilities that replace, refund or refinance any part of the loans, notes, other credit facilities or commitments
thereunder, including any such replacement, refunding or refinancing facility or indenture that increases the amount permitted to be borrowed thereunder or alters the maturity thereof (provided that such increase in borrowings is permitted under
Certain CovenantsIncurrence of Indebtedness and Issuance of Preferred Stock) or adds Restricted Subsidiaries as additional borrowers or guarantors thereunder and whether by the same or any other agent, lender or group of
lenders.
Default means any event that is, or with the passage of time or the giving of notice or both would be, an Event of
Default.
Designated Noncash Consideration means the fair market value of noncash consideration received by SBA Communications
or any Restricted Subsidiary in connection with an Asset Sale that is so designated as Designated Noncash Consideration pursuant to an officers certificate setting forth the basis of such valuation, less the amount of cash or cash equivalents
received in connection with a subsequent sale of or collection on such Designated Noncash Consideration.
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