Common use of Consolidated Total Indebtedness to Gross Asset Value Clause in Contracts

Consolidated Total Indebtedness to Gross Asset Value. (a) The Issuer shall not permit at any time Consolidated Total Indebtedness to exceed 60% of Gross Asset Value; provided that, at the Issuer’s election, for an Elevated Period, Consolidated Total Indebtedness may exceed 60% of Gross Asset Value but in no event may Consolidated Total Indebtedness exceed 65% of Gross Asset Value (the “Elevated Leverage Ratio”). (b) For any fiscal quarter in which the Elevated Leverage Ratio is utilized, the Issuer shall be obligated to pay to each holder of a Note additional interest (the “Elevated Leverage Ratio Interest”) comprising the product of (i) the aggregate outstanding principal amount of Notes held by such holder (or its predecessor(s) in interest) as of the first day of the relevant fiscal quarter for which Elevated Leverage Ratio Interest is due, (ii) 0.25% and (iii) 0.25 (to reflect that the Elevated Leverage Ratio Interest is payable quarterly); provided that for any fiscal quarter in which the Elevated Period has commenced, the Elevated Leverage Ratio Interest for any such Note shall be reduced by an amount equal to such Elevated Leverage Ratio Interest multiplied by a fraction, (i) the numerator of which is equal to 90 minus the number of days (computed on the basis of a 360-day year of twelve 30-day months) from the beginning of the related fiscal quarter to the start of the Elevated Period and (ii) the denominator of which is 90. Such Elevated Leverage Ratio Interest shall be payable on each June 15 or December 15 next succeeding the completion of the relevant Elevated Period together with the regularly scheduled interest due on such holder’s Notes. Notwithstanding the foregoing, the Elevated Leverage Ratio Interest shall not be payable for any quarterly period for which the Issuer has paid or is paying the Elevated Fixed Charges Ratio Interest (as defined below).

Consolidated Total Indebtedness to Gross Asset Value. (a) The Issuer shall not permit at any time Consolidated Total Indebtedness to exceed 60% of Gross Asset Value; provided that, at the Issuer’s election, for an Elevated Period, Consolidated Total Indebtedness may exceed 60% of Gross Asset Value but in no event may Consolidated Total Indebtedness exceed 65% of Gross Asset Value (the “Elevated Leverage Ratio”). (b) For any fiscal quarter in which the Elevated Leverage Ratio is utilized, the Issuer shall be obligated to pay to each holder of a Note additional interest (the “Elevated Leverage Ratio Interest”) comprising the product of (i) the aggregate outstanding principal amount of Notes held by such holder (or its predecessor(s) in interest) as of the first day of the relevant fiscal quarter for which Elevated Leverage Ratio Interest is due, (ii) 0.25% and (iii) 0.25 (to reflect that the Elevated Leverage Ratio Interest is payable quarterly); provided that for any fiscal quarter in which the Elevated Period has commenced, the Elevated Leverage Ratio Interest for any such Note shall be reduced by an amount equal to such Elevated Leverage Ratio Interest multiplied by a fraction, (iA) the numerator of which is equal to 90 minus the number of days (computed on the basis of a 360-day year of twelve 30-day months) from the beginning of the related fiscal quarter to the start of the Elevated Period and (iiB) the denominator of which is 90. Such Elevated Leverage Ratio Interest shall be payable on each June 15 or December 15 next succeeding the completion of the relevant Elevated Period together with the regularly scheduled interest due on such holder’s Notes. Notwithstanding the foregoing, the Elevated Leverage Ratio Interest shall not be payable for any quarterly period for which the Issuer has paid or is paying the Elevated Fixed Charges Ratio Interest (as defined below). (c) Together with or prior to delivery of the Elevated Leverage Ratio Interest as contemplated by paragraph (b) of this Section 10.10, the Issuer shall deliver to each of the holders of the Notes a written notice from a Senior Financial Officer of the Issuer or Parent (i) stating that the Issuer has applied the Elevated Leverage Ratio to a calendar quarter (and specifying the applicable calendar quarter) and (ii) confirming that the applicable Elevated Leverage Ratio Interest is being paid with respect to such calendar quarter. The notice provided for in this paragraph (c) of this Section 10.10 may be the same notice as provided under paragraph (c) of Section 10.11. (d) In determining the Elevated Leverage Ratio Interest with respect to any fiscal quarter during which any Note is paid in full, the Elevated Leverage Ratio Interest for any such Note shall be reduced to an amount equal to such Elevated Leverage Ratio Interest multiplied by a fraction, (i) the numerator of which is equal to 90 minus the number of days (computed on the basis of a 360-day year of twelve 30-day months) from such payment in full to the end of the related fiscal quarter and (ii) the denominator of which is 90. In the event of a partial prepayment of any Note during a fiscal quarter, the Elevated Leverage Ratio Interest shall be similarly prorated with respect to the principal amount of Notes prepaid.

Consolidated Total Indebtedness to Gross Asset Value. (a) The Issuer shall not permit at any time Consolidated Total Indebtedness to exceed 60% of Gross Asset Value; provided that, at the Issuer’s election, for an Elevated Period, Consolidated Total Indebtedness may exceed 60% of Gross Asset Value but in no event may Consolidated Total Indebtedness exceed 65% of Gross Asset Value (the “Elevated Leverage Ratio”). (b) For any fiscal quarter in which the Elevated Leverage Ratio is utilized, the Issuer shall be obligated to pay to each holder of a Note additional interest (the “Elevated Leverage Ratio Interest”) comprising the product of (i) the aggregate outstanding principal amount of Notes held by such holder (or its predecessor(s) in interest) as of the first day of the relevant fiscal quarter for which Elevated Leverage Ratio Interest is due, (ii) 0.25% and (iii) 0.25 (to reflect that the Elevated Leverage Ratio Interest is payable quarterly); provided that for any fiscal quarter in which the Elevated Period has commenced, the Elevated Leverage Ratio Interest for any such Note shall be reduced by an amount equal to such Elevated Leverage Ratio Interest multiplied by a fraction, (iA) the numerator of which is equal to 90 minus the number of days (computed on the basis of a 360-day year of twelve 30-day months) from the beginning of the related fiscal quarter to the start of the Elevated Period and (iiB) the denominator of which is 90. Such Elevated Leverage Ratio Interest shall be payable on each June August 15 or December February 15 next succeeding the completion of the relevant Elevated Period together with the regularly scheduled interest due on such holder’s Notes. Notwithstanding the foregoing, the Elevated Leverage Ratio Interest shall not be payable for any quarterly period for which the Issuer has paid or is paying the Elevated Fixed Charges Ratio Interest (as defined below). (c) Together with or prior to delivery of the Elevated Leverage Ratio Interest as contemplated by paragraph (b) of this Section 10.10, the Issuer shall deliver to each of the holders of the Notes a written notice from a Senior Financial Officer of the Issuer or Parent (i) stating that the Issuer has applied the Elevated Leverage Ratio to a calendar quarter (and specifying the applicable calendar quarter) and (ii) confirming that the applicable Elevated Leverage Ratio Interest is being paid with respect to such calendar quarter. The notice provided for in this paragraph (c) of this Section 10.10 may be the same notice as provided under paragraph (c) of Section 10.11. (d) In determining the Elevated Leverage Ratio Interest with respect to any fiscal quarter during which any Note is paid in full, the Elevated Leverage Ratio Interest for any such Note shall be reduced to an amount equal to such Elevated Leverage Ratio Interest multiplied by a fraction, (i) the numerator of which is equal to 90 minus the number of days (computed on the basis of a 360-day year of twelve 30-day months) from such payment in full to the end of the related fiscal quarter and (ii) the denominator of which is 90. In the event of a partial prepayment of any Note during a fiscal quarter, the Elevated Leverage Ratio Interest shall be similarly prorated with respect to the principal amount of Notes prepaid.