Common use of Covenant Calculations Clause in Contracts

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. (a) For purposes of the calculations to be made pursuant to §Section 8.2(g) and §Section 9.1 to §9.7 Section 9.6 (and the definitions used therein), the relevant financial financIal statements and terms will (1) be adjusted to include minority interests relating to the Borrower’s '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 Interpretation No. 46 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)Board. (b) For purposes of calculating the financial covenants in §Section 8.2(g), §Section 8.6 and §Section 9.1 through §9.7 Section 9.6 (including the definitions used therein), (a) Adjusted AdjUsted EBITDA, Adjusted Net Operating Income, EBITDA, Fixed Charges, Interest Expenses, Net Operating Income, Total Asset Value, Unencumbered Development Property Value, Unencumbered Net Income, Unencumbered Property Value and Value of All Unencumbered Properties 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 's pro-rata share of such Indebtedness as determined by its percentage interest in the profits and losses of such Unconsolidated Entity.

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. (a) For purposes of the calculations to be made pursuant to §8.2(g) and 9.1 through §9.1 to §9.7 9.6 (and the definitions used therein), the relevant financial statements and terms will (1) be adjusted to include minority non-controlling interests relating to the Borrower’s operating partnership units and (2) exclude the minority non-controlling 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 9.6 (including the definitions used therein), (a) Adjusted EBITDA, Adjusted Net Operating Income, EBITDA, Fixed Charges, Interest ExpensesExpense, Net Operating Income, Total Asset ValueValue (and all defined terms used within those terms), 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 such 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. (c) The financial covenants in §§9.5 and 9.6 shall be calculated as of the end of each quarter for the period of four fiscal quarters then ended (with pro forma adjustments reasonably acceptable to the Agent for Development Properties, Newly Acquired Properties, the incurrence of Indebtedness and dispositions of Real Estate Assets, in each case, occurring within such period). (d) For the avoidance of doubt and for purposes of §§9.1 through 9.6 (and the definitions used therein) all obligations between or among the Borrower and any Guarantor, Related Company or Affiliate of the Borrower shall be disregarded to the extent such obligations would be eliminated pursuant to Generally Accepted Accounting Principles on the consolidated financial statements of the Borrower or the Company.