Common use of Certain Pro Forma Adjustments Clause in Contracts

Certain Pro Forma Adjustments. For purposes of the calculation of the financial covenants set forth in Section 8.01, the following adjustments shall be made in the case of each property acquired, or each “property put into service”, or each property disposed of, by TRG during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s contribution to Combined EBITDA, annualized based on Borrower’s period of ownership or operation, divided by seven percent (7.0%) or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. In addition, if any Debt of TRG is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.02, the term “property put into service” means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 2 contracts

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc), Secured Revolving Credit Agreement (Taubman Centers Inc)

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Certain Pro Forma Adjustments. For purposes of the calculation of the financial covenants set forth in Section 8.01, the following adjustments shall be made in the case of each property acquired, or each “property put into service”, or each property disposed of, by TRG during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s contribution to Combined EBITDA, annualized based on Borrower’s period of ownership or operation, divided by seven percent (7.0%) or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. As used in this Section 8.02, the term “property put into service” means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days. In addition, if any Debt of TRG is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.02, the term “property put into service” means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc)

Certain Pro Forma Adjustments. For purposes of the ----------------------------- calculation of the financial covenants set forth in Section 8.01, the following adjustments shall be made in the case of each property acquired, or each "property put into service", or each property disposed of, by TRG Borrower during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s 's contribution to Combined EBITDA, annualized based on Borrower’s 's period of ownership or operation, divided by seven percent (7.0%) 8.00% or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s 's ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. In addition, if any Debt of TRG Borrower is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.02, the term "property put into service" means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc)

Certain Pro Forma Adjustments. For purposes of the calculation of the financial covenants set forth in Section 8.01Sections 8.01 and 8.02, the following adjustments shall be made in the case of each property acquired, or each "property put into service", or each property disposed of, by TRG Borrower during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s 's contribution to Combined EBITDA, annualized based on Borrower’s 's period of ownership or operation, divided by seven percent (7.0%) 8.00% or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s 's ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. In addition, if any Debt of TRG Borrower is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.028.03, the term "property put into service" means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 1 contract

Samples: Revolving Credit Agreement (Taubman Realty Group LTD Partnership)

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Certain Pro Forma Adjustments. For purposes of the calculation of the financial covenants set forth in Section 8.01, the following adjustments shall be made in the case of each property acquired, or each "property put into service", or each property disposed of, by TRG Borrower during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s 's contribution to Combined EBITDA, annualized based on Borrower’s 's period of ownership or operation, divided by seven percent (7.0%) 8.00% or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s 's ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. In addition, if any Debt of TRG Borrower is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.02, the term "property put into service" means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc)

Certain Pro Forma Adjustments. For purposes of the calculation of the financial covenants set forth in Section 8.01, the following adjustments shall be made in the case of each property acquired, or each “property put into service”, or each property disposed of, by TRG Borrower during the applicable test period: (1) In the case of each property acquired or put into service, the contribution of said property to Capitalization Value shall be the lesser of (a) such property’s contribution to Combined EBITDA, annualized based on Borrower’s period of ownership or operation, divided by seven percent (7.0%) 7.75% or (b) the acquisition cost or cost of the property. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Capitalization Value for the applicable twelve (12)-month period. (2) In the case of each property acquired or put into service, the contribution of said property to Combined EBITDA shall be an annualized amount based upon the period of Borrower’s ownership or operation. In the case of each property disposed of by Borrower during the applicable test period, such property shall be deemed to have made no contribution to Combined EBITDA for the applicable twelve (12)-month period. (3) In the case of each property acquired or put into service, the contribution of said property to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense with respect to the Debt incurred or assumed in connection with the acquisition, from the date of the acquisition or the date the asset is put into service until the end of such twelve (12)-month period, annualized. In the case of each property disposed of during the applicable test period, such property shall be deemed to have made no contribution to Interest Expense for such period. In addition, if any Debt of TRG Borrower is refinanced during an applicable test period, the calculation of Interest Expense shall be adjusted as follows. The contribution of the Debt that was refinanced to Interest Expense for the applicable twelve (12)-month period shall be equal to actual interest expense on the refinanced Debt from the date of the refinancing to the end of such twelve (12)-month period, annualized. As used in this Section 8.02, the term “property put into service” means any property that has been opened to the public for business and which has generated revenues for a period of at least thirty (30) days.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc)

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