Common use of Credit Rating Clause in Contracts

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest of the credit ratings (or their equivalents) then assigned to REIT’s long-term senior unsecured non-credit enhanced debt by any of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x and vice versa. It is the intention of the parties that REIT shall obtain a credit rating from at least two (2) Rating Agencies in order for Borrower to be entitled to the benefit of the Credit Rating Level for such credit rating. If the credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest of the credit ratings, provided that the next highest credit rating is only one level below that of the highest credit rating. If the second highest credit rating obtained by REIT is more than one level below that of the highest credit rating obtained by REIT, the operative rating shall be the credit rating that is one level higher than the second highest of the credit ratings. In the event that REIT shall have obtained a credit rating from at least two (2) Rating Agencies and shall thereafter lose one or more credit ratings (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such that REIT no longer has a credit rating from at least two (2) Rating Agencies, REIT shall be deemed for the purposes hereof not to have a Credit Rating. Notwithstanding anything to the contrary contained herein, if at any time two or three of the Rating Agencies shall cease performing the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agencies, then Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more substitute rating agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after the time that Agent receives written notice that REIT has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such Credit Rating as the basis for the Applicable Margin:

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REIT’s or Borrower’s long-term senior unsecured non-credit enhanced debt by any either of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x and vice versa. It is the intention of the parties that if REIT or Borrower, as applicable, shall only obtain a credit rating from at least two (2) one of the Rating Agencies in order for without seeking a credit rating from the other of the Rating Agencies, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit rating. If the REIT or Borrower, as applicable, shall have obtained a credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest rating from both of the credit ratingsRating Agencies, the higher of the two ratings shall control, provided that the next highest credit lower rating is only one level below that of the highest credit higher rating. If the second highest credit lower rating obtained by REIT is more than one level below that of the highest higher credit rating obtained by REITrating, the operative rating shall would be the credit deemed to be one rating that is one level higher lower than the second highest higher of the credit two ratings. In the event that REIT or Borrower, as applicable, shall have obtained a credit rating from at least two (2) both of the Rating Agencies and shall thereafter lose one or more credit ratings such rating (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such from one of the Rating Agencies, the operative rating would be deemed to be one rating level lower than the remaining rating. In the event that REIT no longer has or Borrower, as applicable, shall have obtained a credit rating from at least two both of the Rating Agencies and shall thereafter lose such rating (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from both of the Rating Agencies, REIT or Borrower, as applicable, shall be deemed for the purposes hereof not to have a Credit Ratingcredit rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three either of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of the Rating Agencies, if one has been provided, shall continue to apply. In the event that both the Borrower and the REIT have obtained Credit Ratings, provided then the Credit Ratings of the Borrower or the REIT, as applicable, that result in the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, most favorable Credit Rating Lxxxx 0 xxxxx xx for the Borrower shall be the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating AgenciesRating. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after that the time that Agent receives written notice that REIT has first obtained an Investment Grade Rating from initial Applicable Margin shall be at least two (2) of the Rating Agencies and elected to use such Credit Rating as the basis for the Applicable MarginLevel 3:

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REIT’s or Borrower’s long-term senior unsecured non-credit enhanced debt by any either of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x Xxxxx’x and vice versa. It is the intention of the parties that if REIT or Borrower, as applicable, shall only obtain a credit rating from at least two (2) one of the Rating Agencies in order for without seeking a credit rating from the other of the Rating Agencies, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit rating. If the REIT or Borrower, as applicable, shall have obtained a credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest rating from both of the credit ratingsRating Agencies, the higher of the two ratings shall control, provided that the next highest credit lower rating is only one level below that of the highest credit higher rating. If the second highest credit lower rating obtained by REIT is more than one level below that of the highest higher credit rating obtained by REITrating, the operative rating shall be the credit deemed to be one rating that is one level higher lower than the second highest higher of the credit two ratings. In the event that REIT or Borrower, as applicable, shall have obtained a credit rating from at least two (2) both of the Rating Agencies and shall thereafter lose one or more credit ratings such rating (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such from one of the Rating Agencies, the operative rating would be deemed to be one rating level lower than the remaining rating. In the event that REIT no longer has or Borrower, as applicable, shall have obtained a credit rating from at least two both of the Rating Agencies and shall thereafter lose such rating (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from both of the Rating Agencies, REIT or Borrower, as applicable, shall be deemed for the purposes hereof not to have a Credit Ratingcredit rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three either of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of the Rating Agencies, if one has been provided, shall continue to apply. In the event that both the Borrower and the REIT have obtained Credit Ratings, provided that then the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One Ratings of the following five (5) pricing levelsBorrower or the REIT, as applicable, and provided, further, that, from and after that result in the time that Agent receives written notice that REIT has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such most favorable Credit Rating as the basis for the Applicable Margin:Borrower shall be the applicable Credit Rating.

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REITBorrower’s long-term senior unsecured non-credit enhanced debt by by, subject to the terms hereof, any of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x Xxxxx’x and vice versa. A credit rating of A- from S&P or Fitch is equivalent to a credit rating of A3 from Moody’s and vice versa. It is the intention of the parties that REIT if Borrower shall only obtain a credit rating from at least two (2) Rating Agencies in order for S&P or Moody’s without seeking or obtaining a credit rating from the other of S&P or Moody’s, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit ratingCredit Rating. If the credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest of the credit ratings, provided that the next highest Borrower has a credit rating is only one level below that of the highest credit rating. If the second highest from S&P or Moody’s, it may also include a credit rating obtained by REIT is more than one level below that of the highest credit rating obtained by REIT, the operative rating shall be the credit rating that is one level higher than the second highest of the credit ratingsfrom Fitch in determining its Credit Rating. In the event that REIT the only credit rating is from Fitch, Borrower shall be deemed to not have a Credit Rating. If Borrower shall have obtained a credit rating from at least two (2) more than one of the Rating Agencies, the highest of the ratings shall control. In the event, subject to the terms hereof, that Borrower shall have obtained a credit rating from more than one of the Rating Agencies and shall thereafter lose one such rating or more credit ratings (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such that REIT no longer has only one rating from S&P or Xxxxx’x is remaining, the operative rating would be deemed to be the remaining rating. In the event that Borrower shall have obtained a credit rating from at least two one or more of the Rating Agencies and shall thereafter lose such rating or ratings (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from such Rating AgenciesAgencies and as a result does not have a credit rating from one or more of S&P or Moody’s, REIT Borrower shall be deemed for the purposes hereof not to have a Credit Rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three any of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of S&P or Moody’s, if one has been provided, shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after the time that Agent receives written notice that REIT Borrower has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such Credit Investment Grade Rating as the basis for the Applicable Margin, during any period that Borrower has no Credit Rating, Credit Rating Level 5 shall be the applicable Credit Rating Level:

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REIT’s or Borrower’s long-term senior unsecured non-credit enhanced debt by any either of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x Xxxxx’x and vice versa. It is the intention of the parties that if REIT or Borrower, as applicable, shall only obtain a credit rating from at least two (2) one of the Rating Agencies in order for without seeking a credit rating from the other of the Rating Agencies, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit rating. If the REIT or Borrower, as applicable, shall have obtained a credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest rating from both of the credit ratingsRating Agencies, the higher of the two ratings shall control, provided that the next highest credit lower rating is only one level below that of the highest credit higher rating. If the second highest credit lower rating obtained by REIT is more than one level below that of the highest higher credit rating obtained by REITrating, the operative rating shall be the credit deemed to be one rating that is one level higher lower than the second highest higher of the credit two ratings. In the event that REIT or Borrower, as applicable, shall have obtained a credit rating from at least two (2) both of the Rating Agencies and shall thereafter lose one or more credit ratings such rating (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such from one of the Rating Agencies, the operative rating would be deemed to be one rating level lower than the remaining rating. In the event that REIT no longer has or Borrower, as applicable, shall have obtained a credit rating from at least two both of the Rating Agencies and shall thereafter lose such rating (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from both of the Rating Agencies, REIT or Borrower, as applicable, shall be deemed for the purposes hereof not to have a Credit Ratingcredit rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three either of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of the Rating Agencies, if one has been provided, shall continue to apply. In the event that both the Borrower and the REIT have obtained Credit Ratings, provided then the Credit Ratings of the Borrower or the REIT, as applicable, that result in the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, most favorable Credit Rating Lxxxx 0 xxxxx xx for the Borrower shall be the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating AgenciesRating. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after that the time that Agent receives written notice that REIT has first obtained an Investment Grade Rating from initial Applicable Margin shall be at least two (2) of the Rating Agencies and elected to use such Credit Rating as the basis for the Applicable Margin:Level 3.

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REITBorrower’s long-term senior unsecured non-credit enhanced debt by by, subject to the terms hereof, any of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Moody’s and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Moody’s and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x Moody’s and vice versa. A credit rating of A- from S&P or Fitch is equivalent to a credit rating of A3 from Moody’s and vice versa. It is the intention of the parties that REIT if Borrower shall only obtain a credit rating from at least two (2) Rating Agencies in order for S&P or Moody’s without seeking or obtaining a credit rating from the other of S&P or Moody’s, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit ratingCredit Rating. If the credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest of the credit ratings, provided that the next highest Borrower has a credit rating is only one level below that of the highest credit rating. If the second highest from S&P or Moody’s, it may also include a credit rating obtained by REIT is more than one level below that of the highest credit rating obtained by REIT, the operative rating shall be the credit rating that is one level higher than the second highest of the credit ratingsfrom Fitch in determining its Credit Rating. In the event that REIT the only credit rating is from Fitch, Borrower shall be deemed to not have a Credit Rating. If Borrower shall have obtained a credit rating from at least two (2) more than one of the Rating Agencies, the highest of the ratings shall control. In the event, subject to the terms hereof, that Borrower shall have obtained a credit rating from more than one of the Rating Agencies and shall thereafter lose one such rating or more credit ratings (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such that REIT no longer has only one rating from S&P or Xxxxx’x is remaining, the operative rating would be deemed to be the remaining rating. In the event that Borrower shall have obtained a credit rating from at least two one or more of the Rating Agencies and shall thereafter lose such rating or ratings (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from such Rating AgenciesAgencies and as a result does not have a credit rating from one or more of S&P or Moody’s, REIT Borrower shall be deemed for the purposes hereof not to have a Credit Rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three any of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of S&P or Moody’s, if one has been provided, shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after the time that Agent receives written notice that REIT Borrower has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such Credit Investment Grade Rating as the basis for the Applicable Margin, during any period that Borrower has no Credit Rating, Credit Rating Level 5 shall be the applicable Credit Rating Level:

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REITBorrower’s long-term senior unsecured non-credit enhanced debt by by, subject to the terms hereof, any of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x Xxxxx’x and vice versa. A credit rating of A- from S&P or Fitch is equivalent to a credit rating of A3 from Xxxxx’x and vice versa. It is the intention of the parties that REIT if Xxxxxxxx shall only obtain a credit rating from at least two (2) Rating Agencies in order for S&P or Xxxxx’x without seeking or obtaining a credit rating from the other of S&P or Xxxxx’x, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit ratingCredit Rating. If the credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest of the credit ratings, provided that the next highest Borrower has a credit rating is only one level below that of the highest credit rating. If the second highest from S&P or Xxxxx’x, it may also include a credit rating obtained by REIT is more than one level below that of the highest credit rating obtained by REIT, the operative rating shall be the credit rating that is one level higher than the second highest of the credit ratingsfrom Fitch in determining its Credit Rating. In the event that REIT the only credit rating is from Fitch, Borrower shall be deemed to not have a Credit Rating. If Borrower shall have obtained a credit rating from at least two (2) more than one of the Rating Agencies, the highest of the ratings shall control. In the event, subject to the terms hereof, that Borrower shall have obtained a credit rating from more than one of the Rating Agencies and shall thereafter lose one such rating or more credit ratings (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such that REIT no longer has only one rating from S&P or Xxxxx’x is remaining, the operative rating would be deemed to be the remaining rating. In the event that Borrower shall have obtained a credit rating from at least two one or more of the Rating Agencies and shall thereafter lose such rating or ratings (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from such Rating AgenciesAgencies and as a result does not have a credit rating from one or more of S&P or Xxxxx’x, REIT Borrower shall be deemed for the purposes hereof not to have a Credit Rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three any of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of S&P or Xxxxx’x, if one has been provided, shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after the time that Agent receives written notice that REIT Xxxxxxxx has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such Credit Investment Grade Rating as the basis for the Applicable Margin, during any period that Borrower has no Credit Rating, Credit Rating Level 5 shall be the applicable Credit Rating Level:

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest higher of the credit ratings (or their equivalents) then assigned to REIT’s long-term senior unsecured non-credit enhanced debt by any either of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x Xxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x Xxxxx’x and vice versa. : A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 Baal by Mxxxx’x Xxxxx’x and vice versa. It is the intention of the parties that if REIT shall only obtain a credit rating from at least two (2) one of the Rating Agencies in order for without seeking a credit rating from the other of the Rating Agencies, the Borrower to shall be entitled to the benefit of the Credit Rating Level for such credit rating. If the REIT shall have obtained a credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest rating from both of the credit ratingsRating Agencies, the higher of the two ratings shall control, provided that the next highest credit lower rating is only one level below that of the highest credit higher rating. If the second highest credit lower rating obtained by REIT is more than one level below that of the highest higher credit rating obtained by REITrating, the operative rating shall be the credit deemed to be one rating that is one level higher lower than the second highest higher of the credit two ratings. In the event that REIT shall have obtained a credit rating from at least two (2) both of the Rating Agencies and shall thereafter lose one or more credit ratings such rating (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such from one of the Rating Agencies, the operative rating would be deemed to be one rating level lower than the remaining rating. In the event that REIT no longer has shall have obtained a credit rating from at least two both of the Rating Agencies and shall thereafter lose such rating (2whether as a result of withdrawal, suspension, election to not obtain a rating, or otherwise) from both of the Rating Agencies, REIT shall be deemed for the purposes hereof not to have a Credit Ratingcredit rating. Notwithstanding anything to the contrary contained herein, if If at any time two or three either of the Rating Agencies shall cease performing no longer perform the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agenciesagency, then the Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more a substitute rating agency or agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time of the other of the Rating Agencies, if one has been provided, shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, provided that, from and after the time that Agent receives written notice during any period that REIT has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such no Credit Rating as Level, Credit Rating Level 5 shall be the basis for the Applicable Margin:applicable Credit Rating Level;

Credit Rating. As of any date of determination, except as hereinafter provided in this definition, the highest of the credit ratings (or their equivalents) then assigned to REIT’s long-term senior unsecured non-credit enhanced debt by any of the Rating Agencies. A credit rating of BBB- from S&P or Fitch is equivalent to a credit rating of Baa3 from Mxxxx’x and vice versa. A credit rating of BBB from S&P or Fitch is equivalent to a credit rating of Baa2 from Mxxxx’x and vice versa. A credit rating of BBB+ from S&P or Fitch is equivalent to a credit rating of Baa1 by Mxxxx’x and vice versa. It is the intention of the parties that REIT shall obtain a credit rating from at least two (2) Rating Agencies in order for Borrower to be entitled to the benefit of the Credit Rating Level for such credit rating. If the credit ratings obtained by REIT are not equivalent, pricing shall be determined by the highest of the credit ratings, provided that the next highest credit rating is only one level below that of the highest credit rating. If the second highest credit rating obtained by REIT is more than one level below that of the highest credit rating obtained by REIT, the operative rating shall be the credit rating that is one level higher than the second highest of the credit ratings. In the event that REIT shall have obtained a credit rating from at least two (2) Rating Agencies and shall thereafter lose one or more credit ratings (whether as a result of a withdrawal, suspension, election to not obtain a rating, or otherwise) such that REIT no longer has a credit rating from at least two (2) Rating Agencies, REIT shall be deemed for the purposes hereof not to have a Credit Rating. Notwithstanding anything to the contrary contained herein, if at any time two or three of the Rating Agencies shall cease performing the functions of a securities rating agency such that REIT shall be unable to maintain a credit rating from at least two of the three Rating Agencies, then Borrower and the Agent shall promptly negotiate in good faith to agree upon one or more substitute rating agencies (and to correlate the system of ratings of each such substitute rating agency with that of the rating agency being replaced), and pending such amendment, the Credit Rating in effect immediately prior to such time shall continue to apply, provided that the designation of such replacement agency and such amendment are completed within thirty (30) days of such event, and if not so completed within such thirty (30) day period, Credit Rating Lxxxx 0 xxxxx xx Level 5 shall be the applicable Credit Rating Level until such time as REIT obtains a credit rating from at least two Rating Agencies. Credit Rating Level. One of the following five (5) pricing levels, as applicable, and provided, further, that, from and after the time that Agent receives written notice that REIT RXXX has first obtained an Investment Grade Rating from at least two (2) of the Rating Agencies and elected to use such Credit Rating as the basis for the Applicable Margin: