Common use of Applicable Margins Clause in Contracts

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch or Xxxxx’x shall discontinue their ratings of the REIT industry, the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch or Xxxxx’x a rating agency shall discontinue their its ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall may be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, Margin or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee Fees paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Prime Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the ratings from Xxxxx’x and S&P for either Borrower’s long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may beor this Facility. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. All margins and fees change as and when the rating classification changes. In the event both rating agencies have issued a rating and the rating agencies are split on the rating for the Borrower’s long-term unsecured debt or this Facility, the lower rating shall, except as set forth below, be deemed to be the applicable rating (e.g., if the Borrower’s Xxxxx’x long-term unsecured debt or this Facility’s rating is Baa1 and its S&P long-term unsecured debt or this Facility’s rating is BBB then the Applicable Margins shall be computed based on the S&P rating). In the event Xxxxx’x and S&P issue different ratings of the Borrower’s long term unsecured debt and the Borrower has a third rating from Fitch which is different from the Xxxxx’x and S&P ratings, the middle rating of the three ratings shall be deemed the applicable rating. In the event Xxxxx’x and S&P issue different ratings on the Borrower’s long term unsecured debt and the Borrower has a third rating from Fitch which is the equivalent of the Xxxxx’x or S&P rating, the third rating confirming either the Xxxxx’x or S&P rating, as the case may be, shall be deemed to be the applicable rating. In the event either Xxxxx’x or S&P has not issued a rating, the rating from the agency that has issued its rating shall govern. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the Borrower’s (or the Facility’s if applicable) Xxxxx’x long-term unsecured debt rating and/or S&P’s long-term unsecured debt rating (and/or Fitch’s long-term unsecured debt rating, if applicable), as the case may be (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). In the event of a rating agency downgrade, the Borrower will receive a credit for any incremental borrowing cost should the rating agency(ies) restore the higher rating within a ninety day period. In the event that Fitch either S&P or Xxxxx’x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower’s long-term unsecured debt or this Facility, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be Pricing Category 4 (as defined in Exhibit A). Lenders acknowledge that the highest Applicable Margin rating for each TypeBorrower’s unsecured long term debt may be issued even though Borrower has no outstanding unsecured long term debt. If a rating agency downgrade or discontinuance results in an increase in the ABR Prime Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at upon notification to Administrative Agent of the Borrower’s request, the rating change Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Prime Applicable Margin, Margin or the LIBOR Applicable Margin or Facility Fee Rate and if such upgrade decrease is reversed and the affected Applicable Margin is restored within with ninety (90) days thereafter, then Borrower shall be required to pay at the time the next interest payment is due an additional amount to the Lenders equal to interest accrued from time to time during the interest differential on the Advances and period of upgrade at the differential on the Facility Fees during between such period of upgradeApplicable Margins.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, Xxxxx'x and Fitch S&P of the General Partner and the Borrower. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. All margins and fees change as and when the rating classification changes. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such the higher rated entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating is Baa1, Baa1 and its Fitch’s S&P debt rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating, rating and/or Fitch’s S&P's debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch either S&P or Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch both S&P and Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, industry or the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Prime Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the ratings from Xxxxx'x and S&P for either Borrower's long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may beor this Facility. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. All margins and fees change as and when the rating classification changes. In the event both rating agencies have issued a rating and the rating agencies are split on the rating for the Borrower's long-term unsecured debt or this Facility, the lower rating shall, except as set forth below, be deemed to be the applicable rating (e.g., if the Borrower's Xxxxx'x long-term unsecured debt or this Facility's rating is Baa1 and its S&P long-term unsecured debt or this Facility's rating is BBB then the Applicable Margins shall be computed based on the S&P rating). In the event that Xxxxx'x and S&P issue split ratings on the Borrower's long term unsecured debt, Borrower may obtain a third rating from Fitch and the higher of the Xxxxx'x or Xxxxx’x S&P rating shall be deemed applicable until the earlier of (i) 90 days after the date of the occurrence of such split ratings or (ii) the date of the issuance of the third rating by Fitch. After 90 days, if a third rating has not been issued, the lower of the Xxxxx'x or S&P rating shall apply. In the event Xxxxx'x and S&P issue different ratings of the Borrower's long term unsecured debt and the Borrower obtains a third rating which is different from the Xxxxx'x and S&P ratings, the middle rating of the three ratings shall be deemed the applicable rating. In the event Xxxxx'x and S&P issue different ratings on the Borrower's long term unsecured debt and the Borrower obtains a third rating which is the equivalent of the Xxxxx'x or S&P rating, the third rating confirming either the Xxxxx'x or S&P rating, as the case may be, shall be deemed to be the applicable rating. In the event either Xxxxx'x or S&P has not issued a rating, the rating from the agency that has issued its rating shall govern. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the Borrower's (or the Facility's if applicable) Xxxxx'x long-term unsecured debt rating and/or S&P's long-term unsecured debt rating, as the case may be (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). In the event of a rating agency downgrade, the Borrower will receive a credit for any incremental borrowing cost should the rating agency(ies) restore the higher rating within a ninety day period. In the event that either S&P or Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower's long-term unsecured debt or this Facility, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be Pricing Category 4 (as defined in Exhibit A). Lenders acknowledge that the highest Applicable Margin rating for each TypeBorrower's unsecured long term debt may be issued even though Borrower has no outstanding unsecured long term debt. If a rating agency downgrade or discontinuance results in an increase in the ABR Prime Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s 's request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Prime Applicable Margin, Margin or the LIBOR Applicable Margin or Facility Fee Rate and if such upgrade decrease is reversed and the affected Applicable Margin is restored within with ninety (90) days thereafter, then Borrower shall be required to pay at the time the next interest payment is due an additional amount to the Lenders equal to interest accrued from time to time during the interest differential on the Advances and period of upgrade at the differential on the Facility Fees during between such period of upgradeApplicable Margins.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the ratings from Xxxxx'x and/or (as applicable as described below) S&P for either Borrower's long-term unsecured debt ratings from Xxxxx’xor this Facility. For purposes of determining the Applicable Margins, Pricing Category 3 (as defined in the following table) shall apply until the earlier of (a) six months following the Closing Date and Fitch (b) the date on which a rating is issued by either Xxxxx'x or S&P for this Facility or Borrower's long-term unsecured debt. At that time, if no rating has been issued by either S&P or Xxxxx'x, then Pricing Category 4 (as defined in the following table) shall apply. If a rating has been issued by only one of S&P or Xxxxx'x, that rating shall determine the General Partner and the BorrowerPricing Category. In the event the General Partner both rating agencies have issued a rating and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entityBorrower's long- term unsecured debt or this Facility, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x Borrower's Xxxxx'x long-term unsecured debt or this Facility's rating is Baa1, Baa1 and its Fitch’s S&P long-term unsecured debt or this Facility's rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating). Commencing two years after the Closing Date, and if both rating agencies have not issued a rating for the Borrower's long-term unsecured debt or this Facility, then Pricing Category 4 shall be applicable until such time as both rating agencies have issued a rating. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x Borrower's (or the Facility's if applicable) Xxxxx'x long-term unsecured debt rating, rating and/or Fitch’s S&P's long-term unsecured debt rating, as the case may bebe (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). The applicable debt ratings and the Applicable Margins (subject to the foregoing) are set forth in the table attached as Exhibit A. In the event that Fitch following table: LIBOR CBR XXXXX'X APPLICABLE APPLICABLE PRICING S&P RATING RATING MARGIN MARGIN CATEGORY ---------- ------- ---------- ---------- -------- BBB+ or Xxxxx’x shall discontinue their ratings of the REIT industry, the General Partner Baa1 or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.1.15% 0.15% 1 higher higher BBB Baa2 1.25% 0.25% 2 BBB- Baa3 1.45% 0.45% 3 Less than BBB- Less than Baa3 1.60% 0.60% 4

Applicable Margins. The Each of the ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances Borrowings shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch higher of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the ’s then applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating and S&P’s debt rating unless one of such two ratings is Baa1more than one rating category lower than the other, and its Fitch’s rating is BBB, then in which case the Applicable Margins shall be computed based on the Fitch ratingrating category which is between such two ratings (or if there is more than one rating category in between the two ratings, the higher of such categories shall apply), and the . The Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entityBorrower’s Xxxxx’x debt rating, rating and/or FitchS&P’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. following table: In the event that Fitch either S&P or Xxxxx’x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, the Borrower may seek a mutually agreeable debt rating from another substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by reasonably satisfactory to the Required Lenders Administrative Agent and the Borrower. If For the Required Lenders and period from the date of such discontinuance until the first to occur of (i) the date the Borrower cannot agree on receives a substitute debt rating from such new rating agency or substitute rating agencies within thirty (30ii) a date 180 days after such discontinuance, the single rating from S&P or Xxxxx’x, as the case may be, shall be used to determine the Applicable Margin. If the debt rating of the Borrower from such new rating agency is not received within such 180 day period, or if Fitch both S&P and Xxxxx’x shall discontinue their ratings of the REIT industry, industry or the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances Borrowings hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued at the differential between such Applicable Margins accruing from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgradediscontinuance. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, Margin or the LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees Borrowings during such period of upgrade.

Applicable Margins. The Each of the ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances and the Facility Fee Rate to be used in calculating the Facility Fee shall vary from time to time in accordance with the long-term unsecured higher of Borrower’s then applicable Mxxxx’x debt rating and S&P’s debt rating unless one of such two ratings from Xxxxx’xis more than one rating category lower than the other, and Fitch in which case the average of the General Partner two different Applicable Margins and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating average of the higher rated entity two different Facility Fee Rates shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the The Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entityBorrower’s Xxxxx’x Mxxxx’x debt rating, rating and/or FitchS&P’s debt rating, as the case may be. The applicable debt ratings and ratings, the Applicable Margins and Facility Fee Rate are set forth in the table attached as Exhibit A. following table: In the event that Fitch either S&P or Xxxxx’x Mxxxx’x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, the Borrower may seek a mutually agreeable debt rating from another substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by reasonably satisfactory to the Required Lenders Administrative Agent and the Borrower. If For the Required Lenders and period from the date of such discontinuance until the first to occur of (i) the date the Borrower cannot agree on receives a substitute debt rating from such new rating agency or substitute rating agencies within thirty (30ii) a date 180 days after such discontinuance, the single rating from S&P or Mxxxx’x, as the case may be, shall be used to determine the Applicable Margin and the Facility Fee Rate. If the debt rating of the Borrower from such new rating agency is not received within such 180 day period, or if Fitch both S&P and Xxxxx’x Mxxxx’x shall discontinue their ratings of the REIT industry, industry or the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each TypeType and the Facility Fee to be used for the calculation of the Facility Fee shall be the highest rate shown above. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, Margin or the LIBOR Applicable Margin, Margin or in the Facility Fee Rate and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to (i) interest accrued at the differential between such Applicable Margins plus (ii) the differential in the Facility Fees accruing from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgradediscontinuance. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, Margin or the LIBOR Applicable Margin or in the Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR On, and at all times after, the Second Amendment Effective Date, the Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances Margins shall vary from time to time and shall be determined by reference to the Type of Advance and the then-current Credit Ratings of Borrower. Any subsequent change in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch any of the General Partner and the Borrower. In the event the General Partner and ’s Credit Ratings (including, without limitation, due to the Borrower ceasing to have an applicable Credit Rating) which would cause a different ratings, level in the rating table set forth below (a “Level”) to be applicable shall be effective as of the higher rated entity shall be used. In first day of the event first calendar month immediately following the rating agencies are split on month in which the rating for Administrative Agent receives written notice delivered by the higher rated entityBorrower that such change in a Credit Rating has occurred; provided, the lower rating for such entity shall be deemed to be the applicable rating (e.g.however, if the higher rated entityBorrower has not delivered the notice required but the Administrative Agent becomes aware that any of the Borrower’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBBCredit Ratings have changed, then the Administrative Agent shall adjust the Level effective as of the first day of the first calendar month following the date the Administrative Agent becomes aware of such change in Borrower’s Credit Ratings. The per annum Applicable Margins shall for (i) Floating Rate Advances will be computed based on added to the Fitch rating)Alternate Base Rate to determine the Floating Rate, and (ii) SOFR Advances will be added to Adjusted Daily Simple SOFR or Adjusted Term SOFR for any Interest Period, as applicable, to determine the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt ratinginterest rate applicable to Daily Simple SOFR Advances or Term SOFR Advances for such Interest Period, as the case may be. The , shall be determined as follows: If at any time the Borrower has been assigned two (2) applicable debt ratings and Credit Ratings which correspond to different Levels in the above table, the Applicable Margins will be determined based on the Level corresponding to the higher Credit Rating of the two (2) assigned Credit Ratings; provided, that if the higher applicable Credit Rating and the lower applicable Credit Rating are more than one Level apart, the Applicable Margin will be determined based on the Credit Rating that is one Level below the higher applicable Credit Rating. If at any time the Borrower has been assigned three (3) applicable Credit Ratings which correspond to different Levels in the above table, then (A) if the difference between the highest and the lowest Levels of such Credit Ratings is one Level apart (e.g. Baa2 by Mxxxx’x and BBB- by S&P or Fitch), then the Applicable Margin will be determined based on the Level corresponding to the highest of such Credit Ratings, and (B) if the difference between such applicable Credit Ratings is two or more Levels apart (e.g. Baa1 by Mxxxx’x and BBB- by S&P or Fitch), then the Applicable Margin will be determined based on the Level that corresponds to the average of the two (2) highest applicable Credit Ratings, provided that if such average Credit Rating does not correspond to a Level in the above table, then the then the Applicable Margin will be determined based on the Level that corresponds to the second highest applicable Credit Rating then assigned to the Borrower. If at any time the Borrower has been assigned only one Credit Rating, and such Credit Rating is from Mxxxx’x or S&P, then the Applicable Margin will be determined based on the Level that corresponds to such applicable Credit Rating; however, if the Borrower has not been assigned (or at any time ceases to have) a Credit Rating from Mxxxx’x or S&P, then (regardless of whether the Borrower has been assigned a Credit Rating from Fitch), the Applicable Margin shall be set at such rates per annum which are applicable to Level 6 in the above table. Notwithstanding the foregoing (unless the Applicable Margin would otherwise be determined based on Level 1, Level 2 or Level 3 in the above table), if and for so long as (i) the Leverage Ratio set forth in the table attached as Exhibit A. In most recently delivered Compliance Certificate is either (x) equal to or less than 35.0% or, (y) greater than 35.0% but less than or equal to 37.5% with respect to not more than one fiscal quarter following a period in which the event that Fitch or Xxxxx’x shall discontinue their ratings condition described in clause (x) was satisfied, and (ii) the applicable Credit Rating of the REIT industryBorrower as determined in accordance with the foregoing provisions would otherwise correspond to Level 4 in the above table, then the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) Applicable Margin shall be selected determined based on Level 3 in the above table. Notwithstanding the foregoing, if at the end of any fiscal year the Borrower meets the Sustainability Metric Target (as defined below) for such fiscal year, then from and after the fifth (5th) Business Day following the date the Borrower provides to the Administrative Agent a notice substantially in the form of Exhibit H (the “Sustainability Grid Notice”) demonstrating that the Sustainability Metric Target for such fiscal year was satisfied, which Sustainability Grid Notice shall be accompanied by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on report of a substitute rating agency or substitute rating agencies within thirty Sustainability Metric Auditor (30as defined below) days after validating such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partnercompliance, the Applicable Margin Margins shall decrease by 0.02% (but not to below zero percent per annum) from the Applicable Margins that would otherwise be used applicable; provided that (x) at no time shall the reduction in the Applicable Margins resulting from the delivery of the Sustainability Grid Notice exceed 0.02% and (y) on each anniversary of such change to the Applicable Margins, the Applicable Margins shall automatically revert to the original grid set forth above unless and until the Borrower delivers a Sustainability Grid Notice to the Administrative Agent indicating that the Sustainability Metric Percentage for the calculation of interest on Advances hereunder preceding fiscal year has been satisfied, which Sustainability Grid Notice shall be accompanied by the highest Applicable Margin report of a Sustainability Metric Auditor validating such compliance. Each party hereto hereby agrees that the Administrative Agent shall not have any responsibility for each Type. If a rating agency downgrade (or discontinuance results liability in an increase in the ABR Applicable Marginrespect of) reviewing, the LIBOR Applicable Margin, auditing or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid otherwise evaluating any calculation by the Borrower on the Advances at the differential between such Applicable Margins, and the differential and/or any Sustainability Metric Auditor of any Sustainability Metric Target or any Sustainability Metric (or any of the Facility Fee paid during data or computations that are part of or related to any such period calculation) set forth in any Sustainability Grid Notice and/or any report of downgradea Sustainability Metric Auditor accompanying such Sustainability Grid Notice. If The Administrative Agent may rely conclusively on any Sustainability Grid Notice delivered by the Borrower and/or any report of a rating agency upgrade results in a decrease in Sustainability Metric Auditor accompanying such Sustainability Grid Notice without any responsibility to verify the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgradeaccuracy thereof.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances and the Letter of Credit Fee shall vary from time to time in accordance with the ratings from Xxxxx'x and/or (as applicable as described below) S&P for Guarantor's long-term unsecured debt ratings from Xxxxx’xdebt. If a rating has been issued by only one of S&P or Xxxxx'x, and Fitch of that rating shall determine the General Partner and the BorrowerPricing Category. In the event the General Partner both rating agencies have issued a rating and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entityGuarantor's long-term unsecured debt, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x Guarantor's Xxxxx'x long-term unsecured debt rating is Baa1, Baa1 and its Fitch’s S&P long-term unsecured debt rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating). Commencing two years after the Closing Date, and if both rating agencies have not issued a rating for the Guarantor's long-term unsecured debt, then Pricing Category 4 shall be applicable until such time as both rating agencies have issued a rating. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x Guarantor's Xxxxx'x long-term unsecured debt rating, rating and/or Fitch’s S&P's long-term unsecured debt rating, as the case may bebe (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). The applicable debt ratings and the Applicable Margins and Letter of Credit Fee (subject to the foregoing) are set forth in the table attached hereto as Exhibit EXHIBIT A. In the event that Fitch either S&P or Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the BorrowerGuarantor's long-term unsecured debt, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the BorrowerGuarantor. If the Required Lenders and the Borrower Guarantor cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.Pricing Category

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the ratings from Xxxxx'x and S&P for either Borrower's long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may beor this Facility. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit EXHIBIT A. All margins and fees change as and when the rating classification changes. In the event both rating agencies have issued a rating and the rating agencies are split on the rating for the Borrower's long-term unsecured debt or this Facility, the lower rating shall, except as set forth below, be deemed to be the applicable rating (e.g., if the Borrower's Xxxxx'x long-term unsecured debt or this Facility's rating is Baa1 and its S&P long-term unsecured debt or this Facility's rating is BBB then the Applicable Margins shall be computed based on the S&P rating). In the event that Xxxxx'x and S&P issue split ratings on the Borrower's long term unsecured debt, Borrower may obtain a third rating from Duff & Xxxxxx or Fitch and the higher of the Xxxxx'x or Xxxxx’x S&P rating shall be deemed applicable until the earlier of (i) 90 days after the date of the occurrence of such split ratings or (ii) the date of the issuance of the third rating by Duff & Xxxxxx or Fitch. After 90 days, if a third rating has not been issued, the lower of the Xxxxx'x or S&P rating shall apply. In the event Xxxxx'x and S&P issue different ratings of the Borrower's long term unsecured debt and the Borrower obtains a third rating which is different from the Xxxxx'x and S&P ratings, the middle rating of the three ratings shall be deemed the applicable rating. In the event Xxxxx'x and S&P issue different ratings on the Borrower's long term unsecured debt and the Borrower obtains a third rating which is the equivalent of the Xxxxx'x or S&P rating, the third rating confirming either the Xxxxx'x or S&P rating, as the case may be, shall be deemed to be the applicable rating. In the event either Xxxxx'x or S&P has not issued a rating, the rating from the agency that has issued its rating shall govern, subject to the provisions contained in the next sentence. In the event that S&P has not issued a rating within six months of the Closing Date, the rating shall be deemed to be BBB-. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the Borrower's (or the Facility's if applicable) Xxxxx'x long-term unsecured debt rating and/or S&P's long-term unsecured debt rating, as the case may be (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). In the event of a rating agency downgrade, the Borrower will receive a credit for any incremental borrowing cost should the rating agency(ies) restore the higher rating within a ninety day period. In the event that either S&P or Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower's long-term unsecured debt or this Facility, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be Pricing Category 4 (as defined in EXHIBIT A). Lenders acknowledge that the highest Applicable Margin rating for each TypeBorrower's unsecured long term debt may be issued even though Borrower has no outstanding unsecured long term debt. If a rating agency downgrade or discontinuance results in an increase in the ABR CBR Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s 's request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, Moody's and Fitch S&P of the General Partner and the Borrower. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. All margins and fees change as and when the rating classification changes. The Borrower agrees to give Administrative Agent prompt notice of any rating change. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such the higher rated entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x 's Moody's debt rating is Baa1, Baa1 and its Fitch’s S&P debt rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x 's Moody's debt rating, rating and/or Fitch’s S&P's debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch either S&P or Xxxxx’x Moody's shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch both S&P and Xxxxx’x Moody's shall discontinue their ratings of the REIT industry, the industry or Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the ratings from Xxxxx'x and S&P for either Borrower's long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may beor this Facility. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit EXHIBIT A. All margins and fees change as and when the rating classification changes. In the event both rating agencies have issued a rating and the rating agencies are split on the rating for the Borrower's long-term unsecured debt or this Facility, the lower rating shall, except as set forth below, be deemed to be the applicable rating (e.g., if the Borrower's Xxxxx'x long-term unsecured debt or this Facility's rating is Baa1 and its S&P long-term unsecured debt or this Facility's rating is BBB then the Applicable Margins shall be computed based on the S&P rating). In the event that Xxxxx'x and S&P issue split ratings on the Borrower's long term unsecured debt, Borrower may obtain a third rating from Duff & Xxxxxx or Fitch and the higher of the Xxxxx'x or Xxxxx’x S&P rating shall be deemed applicable until the earlier of (i) 90 days after the date of the occurrence of such split ratings or (ii) the date of the issuance of the third rating by Duff & Xxxxxx or Fitch. After 90 days, if a third rating has not been issued, the lower of the Xxxxx'x or S&P rating shall apply. In the event Xxxxx'x and S&P issue different ratings of the Borrower's long term unsecured debt and the Borrower obtains a third rating which is different from the Xxxxx'x and S&P ratings, the middle rating of the three ratings shall be deemed the applicable rating. In the event Xxxxx'x and S&P issue different ratings on the Borrower's long term unsecured debt and the Borrower obtains a third rating which is the equivalent of the Xxxxx'x or S&P rating, the third rating confirming either the Xxxxx'x or S&P rating, as the case may be, shall be deemed to be the applicable rating. In the event either Xxxxx'x or S&P has not issued a rating, the rating from the agency that has issued its rating shall govern. The Applicable Margins shall be adjusted effective on the next Business Day following any change in the Borrower's (or the Facility's if applicable) Xxxxx'x long-term unsecured debt rating and/or S&P's long-term unsecured debt rating, as the case may be (provided that if Administrative Agent does not receive notice of a change in rating within forty-five days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). In the event of a rating agency downgrade, the Borrower will receive a credit for any incremental borrowing cost should the rating agency(ies) restore the higher rating within a ninety day period. In the event that either S&P or Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower's long-term unsecured debt or this Facility, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be Pricing Category 4 (as defined in EXHIBIT A). Lenders acknowledge that the highest Applicable Margin rating for each TypeBorrower's unsecured long term debt may be issued even though Borrower has no outstanding unsecured long term debt. If a rating agency downgrade or discontinuance results in an increase in the ABR CBR Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s 's request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. A-1 for the Revolving Credit Facility and in the table attached as Exhibit A-2 for the Term Loan Facility. In the event that Fitch or Xxxxx’x a rating agency shall discontinue their its ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall may be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the an ABR Applicable Margin, the a LIBOR Applicable Margin, Margin or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the applicable Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee Fees, if applicable, paid during such period of downgrade. If a rating agency upgrade results in a decrease in the an ABR Applicable Margin, a LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, the Borrower shall be required to pay an amount to the applicable Lenders equal to the interest differential on the Advances and the differential on of the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch Mooxx'x xxd S&P of the General Partner and the Borrower. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. All margins and fees change as and when the rating classification changes. The Borrower agrees to give Administrative Agent prompt notice of any rating change. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such the higher rated entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x 's Mooxx'x xxbt rating is Baa1 and its S&P debt rating is Baa1, and its Fitch’s rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, 's Mooxx'x xxbt rating and/or Fitch’s S&P's debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch either S&P or Xxxxx’x shall Mooxx'x xxall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch both S&P and Xxxxx’x shall Mooxx'x xxall discontinue their ratings of the REIT industry, industry or the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’xMoody's, Xxxx & Xxxxxx and Fitch S&P of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower second highest rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating is Baa1, its S&P debt rating is BBB and its Fitch’s Duff and Xxxxxx' rating is BBB, then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating, S&P's debt rating and/or Fitch’s Duff & Xxxxxx' debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit EXHIBIT A. In the event that Fitch S&P, Duff & Xxxxxx or Xxxxx’x Xxxxx'x or any two of them shall discontinue their ratings of the REIT industry, the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both two of the existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch S&P, Duff & Xxxxxx, and Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR CBR Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s 's request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. (A) The ABR Applicable Margin Margins on a per annum basis shall, until (and excluding) the LIBOR Closing Date, be the respective rates provided in the Original Credit Agreement. (B) The Applicable Margin Margins on a per annum basis for the period beginning on the Closing Date and ending on the date Financial Statements in respect of the Fiscal Quarter ending September 30, 2010 are required to be used delivered hereunder, or are actually delivered hereunder, whichever is earlier, are as follows: Applicable Revolver Index Margin 1.75 % Applicable Revolver LIBOR Margin 2.75 % Applicable L/C Margin 2.75 % Applicable Unused Line Fee Margin 0.50 % (C) From and after the date the Financial Statements in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch respect of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratingsFiscal Quarter ending September 30, 2010 are required to be delivered hereunder, or are actually delivered hereunder, whichever is earlier, the rating Applicable Margins (other than the Applicable Unused Line Fee Margin, which shall remain at 0.50% for the term of this Agreement and shall not be adjusted) shall be adjusted (up or down) on a quarterly basis based on the Leverage Ratio of H&E Delaware and its Subsidiaries as of the higher rated entity shall be used. In last day of the event most recent Fiscal Quarter then ended (as reflected in the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed quarterly unaudited Financial Statements required to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then delivered hereunder). Each such adjustment in the Applicable Margins shall be computed based on effective as of the Fitch rating)first day of the Fiscal Quarter next succeeding the date of delivery to Agent and Lenders of the quarterly unaudited Financial Statements truthfully and accurately evidencing the need for an adjustment (the Agent reserving the right to challenge any such Financial Statements or certificate provided below and make any prospective or retroactive claim for any interest that would have accrued but for any inaccuracy of any such evidence or certificate, and Borrowers shall be liable for any such claim). Concurrently with the delivery of those Financial Statements, Borrower Representative shall deliver to Agent and Lenders a certificate, signed by its chief financial officer, setting forth in reasonable detail the basis for the continuance of, or any change in, the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and (other than the Applicable Margins are set forth Unused Line Fee Margin). Failure to timely deliver such Financial Statements shall, in the table attached as Exhibit A. In the event that Fitch or Xxxxx’x shall discontinue their ratings of the REIT industryaddition to any other remedy provided for in this Agreement, the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results result in an increase in the ABR Applicable Margins (other than the Applicable Unused Line Fee Margin) to the highest levels set forth in the grid appearing below, until the first day of the first Fiscal Quarter following the delivery of those Financial Statements demonstrating that such an increase is not required. If any Default or an Event of Default has occurred and is continuing at the time any reduction in the Applicable Margins (other than the Applicable Unused Line Fee Margin) is to be implemented, that reduction shall be deferred until the first day of the first Fiscal Quarter following the date on which all Defaults or Events of Default are waived or cured. Adjustments in the Applicable Margins (other than the Applicable Unused Line Fee Margin) will be determined by reference to the following grid: If Leverage Ratio is: Level of Applicable Margins: <2.50 to 1.00 Level I <3.50 to 1.00 but ≥ 2.50 to 1.00 Level II <4.50 to 1.00 but ≥ 3.50 to 1.00 Level III ≥ 4.50 to 1.00 Xxxxx XX Applicable Revolver Index Margin 1.50 % 1.75 % 2.00 % 2.25 % Applicable Revolver LIBOR Margin 2.50 % 2.75 % 3.00 % 3.25 % Applicable L/C Margin 2.50 % 2.75 % 3.00 % 3.25 % (b) If any payment on any Loan becomes due and payable on a day other than a Business Day, the maturity thereof will be extended to the next succeeding Business Day (except as set forth in the definition of LIBOR Applicable MarginPeriod) and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. (c) All computations of Fees calculated on a per annum basis and interest shall be made by Agent on the basis of a three hundred sixty (360) day year, in each case for the actual number of days occurring in the period for which such interest and Fees are payable. The Index Rate is a floating rate determined for each day. Each determination by Agent of an interest rate and Fees hereunder shall be final, binding and conclusive on Borrowers, absent manifest error. (d) So long as an Event of Default has occurred and is continuing, and at the election of Agent (or upon the written request of Requisite Lenders) confirmed by written notice from Agent to Borrower Representative, the interest rates applicable to the Loans and the Letter of Credit Fees shall be increased by two percentage points (2%) per annum above the rates of interest or the rate of such Fees otherwise applicable hereunder (“Default Rate”), and all outstanding Obligations shall bear interest at the Default Rate applicable to such Obligations. Interest and Letter of Credit Fees at the Default Rate shall accrue from the initial date of such Event of Default until that Event of Default is cured or waived and shall be payable upon demand. (e) So long as no Event of Default has occurred and is continuing, Borrower Representative shall have the option to (i) request that any Revolving Credit Advance be made as a LIBOR Loan, (ii) convert at any time all or any part of outstanding Loans (other than the Swing Line Loan) from Index Rate Loans to LIBOR Loans, (iii) convert any LIBOR Loan to an Index Rate Loan, subject to payment of LIBOR breakage costs in accordance with Section 1.13(b) if such conversion is made prior to the expiration of the LIBOR Period applicable thereto, or Facility Fee Rate and if such downgrade (iv) continue all or discontinuance is reversed any portion of any Loan (other than the Swing Line Loan) as a LIBOR Loan upon the expiration of the applicable LIBOR Period and the affected Applicable Margin succeeding LIBOR Period of that continued Loan shall commence on the first day after the last day of the LIBOR Period of the Loan to be continued. Any Loan or group of Loans having the same proposed LIBOR Period to be made or continued as, or converted into, a LIBOR Loan must be in a minimum amount of $1,000,000 and integral multiples of $100,000 in excess of such amount. Any such election must be made by noon (New York time) on the third (3rd) Business Day prior to (1) the date of any proposed Advance which is restored within ninety (90) days thereafter, to bear interest at the Borrower’s requestLIBOR Rate, (2) the end of each LIBOR Period with respect to any LIBOR Loans to be continued as such, or (3) the date on which the applicable Borrower wishes to convert any Index Rate Loan to a LIBOR Loan for a LIBOR Period designated by Borrower Representative in such election. If no election is received with respect to a LIBOR Loan by noon (New York time) on the third (3rd) Business Day prior to the end of the LIBOR Period with respect thereto (or if an Event of Default has occurred and is continuing), that LIBOR Loan shall be converted to an Index Rate Loan at the end of its LIBOR Period. Borrower Representative must make such election by notice to Agent in writing, by telecopy or overnight courier. In the case of any conversion or continuation, such election must be made pursuant to a written notice (a “Notice of Conversion/Continuation”) in the form of Exhibit 1.5(e). (f) Notwithstanding anything to the contrary set forth in this Section 1.5, if a court of competent jurisdiction determines in a final order that the rate of interest payable hereunder exceeds the highest rate of interest permissible under law (the “Maximum Lawful Rate”), then so long as the Maximum Lawful Rate would be so exceeded, the Borrower shall receive a credit against rate of interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower payable hereunder shall be required to pay an amount to the Lenders equal to the Maximum Lawful Rate; provided, that if at any time thereafter the rate of interest differential payable hereunder is less than the Maximum Lawful Rate, Borrowers shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by Agent, on behalf of Lenders, is equal to the Advances total interest that would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement. Thereafter, interest hereunder shall be paid at the rate(s) of interest and in the differential on manner provided in Sections 1.5(a) through (d) above, unless and until the Facility Fees during rate of interest again exceeds the Maximum Lawful Rate, and at that time this paragraph shall again apply. In no event shall the total interest received by any Lender pursuant to the terms hereof exceed the amount that such period Lender could lawfully have received had the interest due hereunder been calculated for the full term hereof at the Maximum Lawful Rate. If the Maximum Lawful Rate is calculated pursuant to this paragraph, such interest shall be calculated at a daily rate equal to the Maximum Lawful Rate divided by the number of upgradedays in the year in which such calculation is made. If, notwithstanding the provisions of this Section 1.5(f), a court of competent jurisdiction shall finally determine that a Lender has received interest hereunder in excess of the Maximum Lawful Rate, Agent shall, to the extent permitted by applicable law, promptly apply such excess in the order specified in Section 1.11 and thereafter shall refund any excess to Borrowers or as a court of competent jurisdiction may otherwise order.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable ------------------ Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time as set forth in Exhibit A in accordance with the ratings from Moody's and/or S&P for Borrower's long-term unsecured debt ratings from Xxxxx’xdebt. If a rating has been issued by only one of S&P or Moody's, and Fitch of that rating shall determine the General Partner and the BorrowerApplicable Margin. In the event the General Partner both rating agencies have issued a rating and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entityBorrower's long-term unsecured debt or this Facility, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x Borrower's Moody's long-term unsecured debt rating is Baa1, Baal and its Fitch’s S&P long-term unsecured debt rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating), and the . The Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x Borrower's Moody's long-term unsecured debt rating, rating and/or Fitch’s S&P's long-term unsecured debt rating, as the case may bebe (provided that if Agent does not receive notice of a change in rating within twenty days after it occurs then any reduction in Applicable Margin shall be effective only when such notice is received). The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch either S&P or Xxxxx’x Moody's shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower's long-term unsecured debt, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty forty-five (3045) days after of such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin set forth in Exhibit B. Lenders acknowledge that the rating for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the 's unsecured long term debt may be issued even though Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgradehas no outstanding unsecured long term debt.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, Fitch and Fitch S&P of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower second highest rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x Moody’s debt rating is Baa1, its S&P debt rating is BBB and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x Moody’s debt rating, S&P’s debt rating and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that S&P, Fitch or Xxxxx’x Moody’s or any two of them shall discontinue their ratings of the REIT industry, the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both two of the existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if S&P, Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, Margins and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Rate Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. A for the Revolving Credit Facility. In the event that Fitch or Xxxxx’x a rating agency shall discontinue their its ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall may be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the an ABR Applicable Margin, the a LIBOR Applicable Margin, Margin or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the applicable Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee Fees, if applicable, paid during such period of downgrade. If a rating agency upgrade results in a decrease in the an ABR Applicable Margin, a LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin or Facility Fee Rate is restored within ninety (90) days thereafter, the Borrower shall be required to pay an amount to the applicable Lenders equal to the interest differential on the Advances and the differential on of the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, Fitch and Fitch S&P of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower second highest rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x Moody’s debt rating is Baa1, its S&P debt rating is BBB and its Fitch’s rating is BBB, then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x Moody’s debt rating, S&P’s debt rating and/or Fitch’s debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that S&P, Fitch or Xxxxx’x Moody’s or any two of them shall discontinue their ratings of the REIT industry, the General Partner or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both two of the existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch S&P, Fitch, and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.

Applicable Margins. The ABR Applicable Margin and (if any) over the then Base Rate or LIBOR Applicable Margin to be used in calculating the interest rate Rate, as applicable to different Types of Advances the Advance(s) in question, shall vary from time to time in accordance with the (i) Borrower's Leverage Ratio, which Leverage Ratio shall be computed, for purposes of this SECTION 2.6 only, without regard to any Guarantee Obligations with respect to Indebtedness of Lennar Land Partners, and (ii) LNR's long-term unsecured unsecured, non-credit enhanced debt ratings from Xxxxx’x, and Fitch of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, if any, by (x) Xxxxx'x, (y) S&P and/or (z) Fitch, Duff & Xxxxxx or another nationally recognized rating agency acceptable to the rating of the higher rated entity shall be usedAgent (a "THIRD RATING"). In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then the The Applicable Margins shall be computed based on the Fitch rating), and the Applicable Margins Margin shall be adjusted effective on as of the next Business Day following any change in the higher rated entity’s Xxxxx’x LNR's Xxxxx'x debt rating, and/or Fitch’s rating or S&P debt ratingrating or Third Rating, as the case may be, or any change in Borrower's Leverage Ratio, in each case as established by Borrower to the Agent's satisfaction. LNR shall notify the Agent in writing promptly after becoming aware of any change in any of its debt ratings. In order to qualify for an Applicable Margin based upon a debt rating, LNR shall obtain and maintain debt ratings from at least two (2) rating agencies identified above, one of which must be Xxxxx'x or S&P so long as such Persons are in the business of providing debt ratings for the real estate industry; PROVIDED that until such time as LNR obtains two debt ratings or if LNR fails to maintain at least two debt ratings, the Applicable Margin shall be based upon an S&P rating of less than BBB- and a Xxxxx'x rating of less than Baa3 in the table below. If at any time of determination of the Applicable Margin, LNR has then current debt ratings from two (2) or more rating agencies, then the Applicable Margin shall be based on the lowest of such ratings. The applicable debt ratings and Leverage Ratios, and the Applicable Margins are set forth in the table attached as Exhibit A. In the event that Fitch following table: APPLICABLE APPLICABLE MARGIN-LIBOR MARGIN-BASE DEBT RATING LEVERAGE RATIO ADVANCES RATE ADVANCES NON-USE FEE ----------- -------------- ------------ ------------- ----------- Equal to or Xxxxx’x shall discontinue their ratings of the REIT industryhigher than less than 1.0:1 1 percent 0 percent 0.1375 percent BBB- (S&P) Baa3 (Xxxxx'x) or equivalent Third Rating No rating or less than BBB- less than 1.0:1 1.1 percent 0 percent 0.1425 percent (S&P), the General Partner Baa3 (Xxxxx'x) or the Borrower, a mutually agreeable substitute rating agency (equivalent Third Rating 1.0:1 or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgradegreater but 1.25 percent 0 percent 0.1875 percent less than 1.

Applicable Margins. The ABR Applicable Margin and Prior to the LIBOR Applicable Margin to be used in calculating Investment Grade Rating Date, the interest rate applicable due hereunder with respect to different Types of the Advances shall vary from time to time in accordance with and shall be determined by reference to the long-term unsecured debt ratings from Xxxxx’x, Class and Fitch Type of the General Partner Advance and the Borrowerthen-current Leverage Ratio. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for Any such entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x debt rating is Baa1, and its Fitch’s rating is BBB, then change in the Applicable Margins shall be computed based made on the Fitch rating)fifth (5th) day subsequent to the date on which the Administrative Agent receives a Compliance Certificate pursuant to Section 6.1(v) with respect to the preceding fiscal quarter of Borrower, and provided that the Administrative Agent does not in good faith object to the information provided in such certificate. In the event any such Compliance Certificate is not delivered by Borrower when due under Section 6.1(v) the Administrative Agent shall have the right, if so directed by the Required Class Lenders for such Class of Advance, to increase the Applicable Margins to the next higher level until such Compliance Certificate is delivered, by delivering written notice thereof to Borrower. Such changes shall be adjusted effective given prospective effect only, and no recalculation shall be done with respect to interest accrued prior to the date of such change in the Applicable Margins. If any such Compliance Certificate shall later be determined to be incorrect and as a result higher Applicable Margins should have been in effect for any period, Borrower shall pay to the Administrative Agent for the benefit of the Lenders all additional interest and fees which would have accrued if the original Compliance Certificate had been correct, as shown on an invoice to be prepared by the Administrative Agent and delivered to Borrower, on the next Business Day Payment Date following delivery of such invoice or on demand of the Administrative Agent if the Aggregate Commitments have terminated. The per annum Applicable Margins thatfor (i) Floating Rate Advances will be either added to the Alternate Base Rate to determine the Floating Rate or, and (ii) SOFR Advances will be added to LIBOR Base RateAdjusted Daily Simple SOFR or Adjusted Term SOFR for any change in Interest Period, as applicable, to determine the higher rated entity’s Xxxxx’x debt rating, and/or Fitch’s debt ratingLIBOR Rate for any LIBORinterest rate applicable to Daily Simple SOFR Advances or Term SOFR Advances for such Interest Period, as the case may be. The applicable debt ratings , shall be determined as follows: Leverage Ratio Applicable Margin for SOFR Tranche A Term Loan Advances Applicable Margin for SOFR Tranche B Term Loan Advances Applicable Margin for Floating Rate Tranche A Term Loan Advances Applicable Margin for Floating Rate Tranche B Term Loan Advances <35% 1.20 % 1.20 % 0.20 % 0.20 % ≥35%, <40% 1.20 % 1.20 % 0.20 % 0.20 % ≥40%, <45% 1.25 % 1.25 % 0.25 % 0.25 % ≥45%, <50% 1.35 % 1.35 % 0.35 % 0.35 % ≥50%, <55% 1.50 % 1.50 % 0.50 % 0.50 % ≥55% 1.70 % 1.70 % 0.70 % 0.70 % On, and at all times after, the Investment Grade Rating Date, the Applicable Margins are set forth thereafter shall vary from time to time and shall be determined by reference to the Class and Type of Advance and the then-current Credit Ratings of Borrower. Any subsequent change in any of the Borrower’s Credit Ratings (including, without limitation, due to the Borrower ceasing to have an applicable Credit Rating) which would cause a different level to be applicable shall be effective as of the first day of the first calendar month immediately following the month in which the Administrative Agent receives written notice delivered by the Borrower that such change in a Credit Rating has occurred; provided, however, if the Borrower has not delivered the notice required but the Administrative Agent becomes aware that any of the Borrower’s Credit Ratings have changed, then the Administrative Agent shall adjust the level effective as of the first day of the first calendar month following the date the Administrative Agent becomes aware of such change in Borrower’s Credit Ratings. The per annum Applicable Margins thatfor (i) Floating Rate Advances will be either added to the Alternate Base Rate to determine the Floating Rate or, and (ii) SOFR Advances will be added to LIBOR Base RateAdjusted Daily Simple SOFR or Adjusted Term SOFR for any Interest Period, as applicable, to determine the LIBOR Rate for any LIBORinterest rate applicable to Daily Simple SOFR Advances or Term SOFR Advances for such Interest Period, as the case may be, shall be determined as follows: Credit Rating (S&P and Mxxxx'x) Applicable Margin for SOFR Tranche A Term Loan Advances Applicable Margin for SOFR Tranche B Term Loan Advances Applicable Margin for Floating Rate Tranche A Term Loan Advances Applicable Margin for Floating Rate Tranche B Term Loan Advances At least A or A2 0.80 % 0.75 % 0.00 % 0.00 % At least A- or A3 0.85 % 0.80 % 0.00 % 0.00 % At least BBB+ or Baal 0.90 % 0.85 % 0.00 % 0.00 % At least BBB or Baa2 1.00 % 0.95 % 0.00 % 0.00 % At least BBB- or Baa3 1.25 % 1.20 % 0.25 % 0.20 % Below BBB- and Baa3 1.65 % 1.60 % 0.65 % 0.60 % If each of Mxxxx’x and S&P assigns a Credit Rating toat any time the Borrower and suchhas been assigned two (2) applicable Credit Ratings which correspond to different levels in the table attached as Exhibit A. In above table, the event that Fitch or Xxxxx’x shall discontinue their ratings Applicable Margins will be determined based on the level corresponding to the higher Credit Rating of the REIT industrytwo (2) assigned Credit Ratings. If only one of; provided, that if the higher applicable Credit Rating and the lower applicable Credit Rating are more than one level apart, the General Partner or Applicable Margin will be determined based on the Credit Rating that is one level below the higher applicable Credit Rating. If at any time the Borrower has been assigned three (3) applicable Credit Ratings which correspond to different levels in the above table, then (A) if the difference between the highest and the lowest levels of such Credit Ratings is one level apart (e.g. Baa2 by Mxxxx’x xxxxx BBB- by S&P assigns a Credit Rating to the Borrower,or Fitch), then the Applicable MarginsMargin will be determined based on the level corresponding to the Credit Rating assigned by such rating agency. During any period after the Investment Grade Rating Date when neither Mxxxx’x nor S&P assigns a mutually agreeable substitute rating agency Credit Rating tohighest of such Credit Ratings, and (B) if the difference between such applicable Credit Ratings is two or more levels apart (e.g. Baa1 by Mxxxx’x and BBB- by S&P or Fitch), then the Applicable Margin will be determined based on the level that corresponds to the average of the two mutually agreeable substitute agencies (2) highest applicable Credit Ratings, provided that if both existing rating agencies discontinue such ratings) shall average Credit Rating does not correspond to a level in the above table, then the then the Applicable Margin will be selected by determined based on the Required Lenders and level that corresponds to the second highest applicable Credit Rating then assigned to the Borrower. If the Required Lenders and at any time the Borrower canhas been assigned only one Credit Rating, and such Credit Rating is from Mxxxx’x or S&P, then the Applicable Margin will be determined based on the level that corresponds to such applicable Credit Rating; however, if the Borrower has not agree on been assigned (or at any time ceases to have) a substitute rating agency Credit Rating from Mxxxx’x or substitute rating agencies within thirty S&P, then (30) days after such discontinuance, or if Fitch and Xxxxx’x shall discontinue their ratings regardless of whether the REIT industry, the Borrower, or the General PartnerBorrower has been assigned a Credit Rating from Fitch), the Applicable Margin to shallwill be used for determined based on a Credit Rating of “Below BBB- and Baa3”, effective in each case as of the calculation first day of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results first calendar month immediately following the month in an increase in which the ABR Applicable Margin, the LIBOR Applicable Margin, or Facility Fee Rate and if such downgrade or discontinuance is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid Administrative Agent receives written notice delivered by the Borrower on that such cessation has occurred; provided, however, if the Advances Borrower has not delivered the notice required but the Administrative Agent becomes aware of such cessation, then the Administrative Agent shall adjust the level effective as of the first day of the first calendar month following the date the Administrative Agent becomes aware of such cessation.. Notwithstanding the foregoing, if at the differential between end of any fiscal year the Borrower meets the Sustainability Metric Target (as defined below) for such fiscal year, then from and after the fifth (5th) Business Day following the date the Borrower provides to the Administrative Agent a notice substantially in the form of Exhibit H (the “Sustainability Grid Notice”) demonstrating that the Sustainability Metric Target for such fiscal year was satisfied, the Applicable Margins for Tranche B Term Loan Advances shall decrease by 0.01% (but not to below zero percent per annum) from the Applicable Margins that would otherwise be applicable; provided that (x) at no time shall the reduction in the Applicable Margins for Tranche B Term Loan Advances resulting from the delivery of the Sustainability Grid Notice exceed 0.01% and (y) on each anniversary of such change to the Applicable Margins, the Applicable Margins shall automatically revert to the original grid set forth above unless and until the differential Borrower delivers a Sustainability Grid Notice to the Administrative Agent indicating that the Sustainability Metric Percentage for the preceding fiscal year has been satisfied. Each party hereto hereby agrees that the Administrative Agent shall not have any responsibility for (or liability in respect of) reviewing, auditing or otherwise evaluating any calculation by the Borrower of any Sustainability Metric Target or any Sustainability Metric (or any of the Facility Fee paid during data or computations that are part of or related to any such period of downgradecalculation) set forth in any Sustainability Grid Notice. If a rating agency upgrade results in a decrease in The Administrative Agent may rely conclusively on any Sustainability Grid Notice delivered by the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and Borrower without any responsibility to verify the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgradeaccuracy thereof.

Applicable Margins. The ABR CBR Applicable Margin and the LIBOR Applicable Margin to be used in calculating the interest rate applicable to different Types of Advances shall vary from time to time in accordance with the long-term unsecured debt ratings from Xxxxx’x, Xxxxx'x and Fitch S&P of the General Partner and the Borrower. In the event the General Partner and the Borrower have different ratings, the rating of the higher rated entity shall be used. In the event the rating agencies are split on the rating for the higher rated entity, the lower rating for such the higher rated entity shall be deemed to be the applicable rating (e.g., if the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating is Baa1, Baa1 and its Fitch’s S&P debt rating is BBB, BBB then the Applicable Margins shall be computed based on the Fitch S&P rating), and the Applicable Margins shall be adjusted effective on the next Business Day following any change in the higher rated entity’s Xxxxx’x 's Xxxxx'x debt rating, rating and/or Fitch’s S&P's debt rating, as the case may be. The applicable debt ratings and the Applicable Margins are set forth in the table attached as Exhibit EXHIBIT A. In the event that Fitch either S&P or Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, the General Partner industry or the Borrower, a mutually agreeable substitute rating agency (or two mutually agreeable substitute agencies if both existing rating agencies discontinue such ratings) shall be selected by the Required Lenders and the Borrower. If the Required Lenders and the Borrower cannot agree on a substitute rating agency or substitute rating agencies within thirty (30) days after of such discontinuance, or if Fitch both S&P and Xxxxx’x Xxxxx'x shall discontinue their ratings of the REIT industry, the Borrower, or the General Partner, the Applicable Margin to be used for the calculation of interest on Advances hereunder shall be the highest Applicable Margin for each Type. If a rating agency downgrade or discontinuance results in an increase in the ABR CBR Applicable Margin, Margin or the LIBOR Applicable Margin, or Facility Fee Rate Margin and if such downgrade or discontinuance increase is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, at the Borrower’s 's request, the Borrower shall receive a credit against interest next due the Lenders equal to interest accrued from time to time during such period of downgrade or discontinuance and actually paid by the Borrower on the Advances at the differential between such Applicable Margins, and the differential of the Facility Fee paid during such period of downgrade. If a rating agency upgrade results in a decrease in the ABR Applicable Margin, LIBOR Applicable Margin or Facility Fee Rate and if such upgrade is reversed and the affected Applicable Margin is restored within ninety (90) days thereafter, Borrower shall be required to pay an amount to the Lenders equal to the interest differential on the Advances and the differential on the Facility Fees during such period of upgrade.