Common use of Changes in Covenants when Notes are Rated Investment Grade Clause in Contracts

Changes in Covenants when Notes are Rated Investment Grade. If on any date following the date hereof: (1) at least two of the following events occurs: (i) the Notes are rated Baa3 or better by Xxxxx’x, (ii) the Notes are rated BBB- or better by S&P, or (iii) the Notes are rated BBB- or better by Fitch, (or, if any such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from any other “nationally recognized statistical rating organization” registered under Section 15E of the Exchange Act selected by the Company as a replacement agency); and (2) no Default or Event of Default shall have occurred and be continuing, then, beginning on that date and continuing at all times thereafter regardless of any subsequent changes in the rating of the Notes, (i) Sections 3.8, 4.9, 4.10, 4.12, 4.13, 4.14, 4.15 and 4.16 and clause (4) of Section 5.1 shall no longer be applicable as to the Notes and the Note Guarantees and (ii) for purposes of Section 4.17, a Change of Control will only be deemed to occur in the event of a Rating Decline.

Changes in Covenants when Notes are Rated Investment Grade. If on any date following the date hereof: (1) at least two of the following events occurs: (i) the Notes are rated Baa3 or better by Xxxxx’x, (ii) the Notes are rated BBB- or better by S&P, or (iii) the Notes are rated BBB- or better by FitchFitch Ratings, Inc., (or, if any such entity ceases to rate the Notes for reasons outside of the control of the Company, the equivalent investment grade credit rating from any other “nationally recognized statistical rating organization” registered under Section 15E of the Exchange Act selected by the Company as a replacement agency); and (2) no Default or Event of Default shall have occurred and be continuing, then, beginning on that date and continuing at all times thereafter regardless of any subsequent changes in the rating of the Notes, (i) Sections 3.8, 4.9, 4.10, 4.12, 4.13, 4.14, 4.15 and 4.16 and clause (4d) of Section 5.1 shall no longer be applicable as to the Notes and the Note Guarantees and (ii) for purposes of Section 4.17, a Change of Control will only be deemed to occur in the event of a Rating DeclineGuarantees.

Changes in Covenants when Notes are Rated Investment Grade. If on any date following the date hereof: (1) at least two of the following events occurs: (i) the Notes are rated Baa3 or better by Xxxxx’x, (ii) the Notes are rated BBB- or better by S&P, or (iii) the Notes are rated BBB- or better by FitchFitch Ratings, Inc., (or, if any such entity ceases to rate the Notes for reasons outside of the control of the CompanyParent, the equivalent investment grade credit rating from any other “nationally recognized statistical rating organization” registered under Section 15E of the Exchange Act selected by the Company Parent as a replacement agency); and (2) no Default or Event of Default shall have occurred and be continuing, then, beginning on that date and continuing at all times thereafter regardless of any subsequent changes in the rating of the Notes, (i) Sections 3.8, 4.9, 4.10, 4.12, 4.13, 4.14, 4.15 and 4.16 and clause (4d) of Section 5.1 shall no longer be applicable as to the Notes and the Note Guarantees and (ii) for purposes of Section 4.17, a Change of Control will only be deemed to occur in the event of a Rating DeclineGuarantees.