Covenant Calculations. (a) For purposes of the calculations to be made pursuant to §§9.1-9.8 (and the defined terms relevant thereto, including, without limitation, those relating to “interest expense” and “fixed charges”), references to Indebtedness or liabilities of the Borrower shall mean Indebtedness or liabilities (including, without limitation, Consolidated Total Liabilities) of the Borrower, plus (but without double-counting):
(i) all Indebtedness or liabilities of the Operating Subsidiaries, MCRC and any other wholly-owned Subsidiary (excluding any such Indebtedness or liabilities owed to the Borrower or MCRC; provided that, as to MCRC, MCRC has a corresponding Indebtedness or liability to the Borrower),
(ii) all Indebtedness or liabilities of each Partially-Owned Entity (including for Capitalized Leases), but only to the extent, if any, that said Indebtedness or liability is Recourse to the Borrower, MCRC or their respective Subsidiaries or any of their respective assets (other than their respective interests in such Partially-Owned Entity); provided that Recourse Indebtedness arising from such Person’s acting as general partner or guarantor of collection only (and not of payment or performance) of a Partially-Owned Entity shall be limited to the amount by which the Indebtedness exceeds the liquidation value of the Real Estate and other assets owned by such Partially-Owned Entity if the creditor owed such Indebtedness is required by law or by contract to seek repayment of such Indebtedness from such Real Estate and other assets before seeking repayment from such Person, and
(iii) Indebtedness or liabilities of each Partially-Owned Entity to the extent of the pro-rata share of such Indebtedness or liability allocable to the Borrower, MCRC or their respective Subsidiaries without double counting.
(b) For purposes of §§9.1-9.8 hereof, Consolidated Adjusted Net Income, Revised Consolidated Adjusted Net Income, Adjusted Unencumbered Property NOI and Revised Adjusted Unencumbered Property NOI (and all defined terms and calculations using such terms) shall be adjusted (i) to deduct the actual results of any Real Estate disposed of by the Borrower, MCRC or any of their respective Subsidiaries during the relevant fiscal period (for Revised Consolidated Adjusted Net Income and Revised Adjusted Unencumbered Property NOI only), and (ii) to the extent applicable, to include the pro rata share of results attributable to the Borrower from unconsolidated Subsidiaries of MCRC, the Borro...
Covenant Calculations. (a) For purposes of the calculations to be made pursuant to §8.2(g) and §9.1 to §9.7 (and the definitions used therein), the relevant financial statements and terms will (1) be adjusted to include minority interests relating to the Borrower’s operating partnership units and (2) exclude the minority interests effect relating to consolidation of investments in non-wholly owned subsidiaries under Accounting Standards Codification 810-10 of the Financial Accounting Standards Board (other than with respect to the Philadelphia Navy Yard so long as its financial results are consolidated with those of the Borrower under Generally Accepted Accounting Principles).
(b) For purposes of calculating the financial covenants in §8.2(g), §8.6 and §9.1 through §9.7 (including the definitions used therein), (a) Adjusted EBITDA, Adjusted Net Operating Income, EBITDA, Fixed Charges, Interest Expenses, Net Operating Income, Total Asset Value, shall be calculated, and without duplication, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such Unconsolidated Entity) of results or value attributable to the Borrower and its Subsidiaries from Unconsolidated Entities and (b) Total Debt shall be calculated as follows: (i) if the Indebtedness of a Unconsolidated Entity is recourse to the Borrower or one of its Subsidiaries, then Total Debt shall include the amount of such Indebtedness that is recourse to such Person, without duplication, and (ii) if the Indebtedness of such Unconsolidated Entity is not recourse to the Borrower or one of its Subsidiaries, then Total Debt shall include such Person’s pro-rata share of such Indebtedness as determined by its percentage interest in the profits and losses of such Unconsolidated Entity.
Covenant Calculations. In the event of a proposed Acquisition, the Company shall demonstrate pro forma compliance with each of Sections 11.14.1 through 11.14.3 by determining the calculations of each such Section as if such Acquisition and all obligations of the Company and its Subsidiaries incurred in connection therewith had been completed and incurred at the beginning of the period for each such calculation.
Covenant Calculations. The Borrower shall have delivered to the Administrative Agent pro forma calculations of the financial covenants and ratios described in Article X hereof as of the end of each of the first four calendar quarters ending after the date hereof, in form as provided in Section 8.2(a)(iii)(B) and 8.2(b)(iii)(B) hereof for such calculations and otherwise in form and substance satisfactory to the Administrative Agent.
Covenant Calculations. [To be completed quarterly] Demonstration of compliance with certain covenants contained in Article 7 of the Credit Agreement for the period ended . -----------------
Section 7.1 (c) Indebtedness of the Borrower and its Domestic Subsidiaries, including in respect of Capitalized Lease Obligations, incurred to purchase, or to finance the purchase of, assets which constitute property, plant and equipment $ ---------- 1. Maximum in aggregate principal amount outstanding, when aggregated with Section 7.1(o) $35,000,000
Covenant Calculations. [To be completed quarterly] Demonstration of compliance with certain covenants contained in Article 7 of the Credit Agreement for the period ended . -----------------
Covenant Calculations. For purposes of the calculations to be made pursuant to SECTION 6.1 (and the definitions used therein), SECTION 1.5 shall apply to investments in Joint Ventures.
Covenant Calculations. Compliance with Section 7.1: Consolidated Leverage Ratio
Covenant Calculations. Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement. In the event of any conflict between the formulas used for such analyses and calculations provided in this Schedule 2 and the formulas provided in the Credit Agreement, the Credit Agreement shall govern.
Covenant Calculations. (a) For purposes of Maximum Availability and Section 7.1 hereof (with the exception of subsections 7.1(b) and 7.1(i)), EBIDA and Unencumbered Eligible Property NOI (and all defined terms and calculations using such terms) shall be adjusted to (i) deduct the actual results of any Property disposed of by a Borrower or Guarantor during the relevant fiscal period, and (ii) include the pro forma results of any Property acquired by a Borrower or Guarantor during the relevant fiscal period, with such pro forma results being calculated by (x) using the Borrower's or Guarantor's pro forma projections for such acquired Property, subject to the Agent's reasonable approval, if such Property has been owned by a Borrower or Guarantor for less than one complete fiscal quarter or if such Property involves a sale/leaseback or new construction or (y) using the actual results for such acquired Property and adjusting such results for the appropriate period of time required by the applicable financial covenant, if such Property has been owned by a Borrower or a Guarantor for at least one complete fiscal quarter.
