Common use of Covenant Suspension Event Clause in Contracts

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "Covenant Suspension Event"), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "Suspended Covenants"). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "Reversion Date") one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "Suspension Period." In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "“Suspended Covenants"”). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." ” In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have Investment Grade Ratings from both Rating Agencies, and (ii) no Default has occurred and is continuing under this Indenture (the occurrence of the events described in the foregoing clauses (i) and (ii) being collectively referred to as a "“Covenant Suspension Event"”), the Company and its Restricted Subsidiaries will not be subject to Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 and 4.15 hereof (collectively, the "“Suspended Covenants"”). In the event that the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants under this Indenture for any period of time as a result of the foregoing, and on any subsequent date (the "“Reversion Date"”) one or both of the Rating Agencies withdraw their Investment Grade Rating or downgrade the rating assigned to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future events. The period of time between the occurrence of a Covenant Suspension Event and the Reversion Date is referred to in this description as the "“Suspension Period." ” In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout the Suspension Period. Accordingly, Restricted Payments made during the Suspension Period will reduce the amounts available to be made as Restricted Payments under Section 4.07(a). No Subsidiary may be designated as an Unrestricted Subsidiary during the Suspension Period unless the Company would have been permitted to designate such Subsidiary to be an Unrestricted Subsidiary if a Suspension Period had not been in effect at the time of such designation.

Covenant Suspension Event. (a) If on any date following the Issue Date (i) the Notes have an Investment Grade Ratings Rating from both any two Rating AgenciesAgencies (“Investment Grade Status”), and (ii) no Default has occurred and is continuing under this Indenture Indenture, then, beginning on that date (the occurrence of the events described in the foregoing clauses (i“Covenant Suspension Date”) and continuing until the Reversion Date (ii) being collectively referred to as a "Covenant Suspension Event"defined below), the Company and its Restricted Subsidiaries will not be subject to the provisions of Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.13 4.11 and 4.15 hereof of this Indenture (collectively, the "“Suspended Covenants"”). In If at any time the Notes cease to have such Investment Grade Status, then the Suspended Covenants will thereafter be reinstated on such date (the “Reversion Date”) as if such covenants had never been suspended and be applicable pursuant to the terms of this Indenture (including in connection with performing any calculation or assessment to determine compliance with the terms of this Indenture), unless and until the Notes subsequently attain Investment Grade Status (in which event the Suspended Covenants shall no longer be in effect for such time that the Company and its Restricted Subsidiaries are not subject Notes maintain Investment Grade Status); provided, however, that no Default, Event of Default or breach of any kind shall be deemed to exist under this Indenture, the Notes or the Note Guarantees with respect to the Suspended Covenants under this Indenture for any period of time as a result based on, and none of the foregoingCompany or any of its Subsidiaries shall bear any liability for, and on any subsequent date actions taken or events occurring during the Suspension Period (as defined below), or any actions taken at any time pursuant to any contractual obligation arising prior to the "Reversion Date") one , regardless of whether such actions or both events would have been permitted if the applicable Suspended Covenants remained in effect during such period. Additionally, upon the achievement of the Rating Agencies withdraw their Investment Grade Rating or downgrade Status, the rating assigned Excess Proceeds from any Asset Sales shall be reset to the Notes below an Investment Grade Rating, then the Company and its Restricted Subsidiaries will thereafter again be subject to the Suspended Covenants under this Indenture with respect to future eventszero. The period of time between the occurrence date of a Covenant Suspension Event suspension of the covenants and the Reversion Date is referred to in this description as the "“Suspension Period." In the event of any such reinstatement, no action taken or omitted to be taken by the Company or any of its Restricted Subsidiaries prior to such reinstatement will give rise to a Default or Event of Default under this Indenture with respect to Notes. With respect to Restricted Payments made after any such reinstatement, the amount of Restricted Payments made will be calculated as though Section 4.07 hereof had been in effect since the Issue Date (or the Start Date, as specified in Section 4.07) and throughout ” During the Suspension Period, no Restricted Subsidiary may be designated as an Unrestricted Subsidiary. AccordinglyOn the Reversion Date, all Debt Incurred during the Suspension Period will be deemed to have been outstanding on the Issue Date, so that it is classified as Permitted Debt under clause (4) of the definition thereof. On and after the Reversion Date, all Liens created during the Suspension Period will be considered Permitted Liens permitted under clause (1) of the definition thereof. For purposes of calculations made after the Reversion Date of the amount available to be made as Restricted Payments under Section 4.07 hereof. Restricted Payments made during the Suspension Period will not reduce the amounts amount available to be made as Restricted Payments under Section 4.07(a)) hereof. No Subsidiary may For purposes of determining compliance with the covenant described under Section 4.10 hereof, on the Reversion Date, the amount of Excess Proceeds and any other proceeds from all Asset Sales not applied in accordance with such covenant shall be designated as deemed to be reset to zero. Further, any Affiliate Transaction after the Reversion Date pursuant to an Unrestricted Subsidiary agreement entered into during the any Suspension Period unless shall be deemed to be permitted pursuant to clause (9) of Section 4.11(b) hereof. Additionally, any encumbrance or restriction on the Company would have been permitted to designate such ability of any Restricted Subsidiary to be an Unrestricted Subsidiary if a take any action described in clauses (i) through (iii) of Section 4.08(a) hereof that becomes effective during any Suspension Period had not been in effect at the time shall be deemed to be permitted pursuant to clause (1) of such designationSection 4.08(b) hereof.