Common use of Exchange of the Series A Preferred Stock Clause in Contracts

Exchange of the Series A Preferred Stock. If at any time after the issuance and sale of the Series A preferred stock: (i) the Issuer fails to declare dividends on the Series A preferred stock for any two quarterly dividend periods within a rolling 60-month period; (ii) the 7.75% mortgage notes due 2033, issued by Delphi to the Issuer, dated [ ], 2003 (the "Mortgage Notes") mature or are prepaid or the Issuer transfers (other than to Delphi Properties Holdings, LLC) or liquidates any assets with respect to which Delphi is the primary obligor or guarantor, and Delphi fails to refinance such matured or prepaid Mortgage Notes or to contribute or sell to the Issuer, within 90 days. (a) other mortgage notes; (b) residential mortgage loans or commercial mortgage loans, including participation interests in residential or commercial mortgage loans; (c) mortgage-backed securities eligible to be held by real estate investment trusts ("REITs"), as defined in the U.S. Internal Revenue Code; (d) cash, cash items (which includes receivables) and government securities, or (e) other real estate assets; that will, in the judgment of the Issuer's Board of Directors, yield investment income substantially similar to the matured or prepaid Mortgage Notes or the transferred or liquidated assets, as applicable, such that in all cases the Issuer's aggregate investment income is expected, in the judgment of the Issuer's Board of Directors, to be sufficient to pay full dividends on the Series A preferred stock, plus reasonably anticipated expenses; (iv) there is an event of default in respect of any of the Mortgage Notes, as defined in the applicable Mortgage Note or any assets for which Delphi is the primary obligor or guarantor; (v) Delphi fails to remain at all times the primary obligor or guarantor in respect of investments accounting for at least two-thirds of the Issuer's investment income; (vi) Delphi fails to maintain its long-term senior unsecured debt ratings at or above "Ba2" from Moody's Investors Service Inc. (or any successor thxxxxx) and "BB" from Standard & Poor's Ratings Services (or any successor thereto);

Exchange of the Series A Preferred Stock. If at any time after the issuance and sale of the Series A preferred stock: (i) the Issuer fails to declare dividends on the Series A preferred stock for any two quarterly dividend periods within a rolling 60-month periodperiods; (ii) the 7.75% mortgage notes due 2033, to be issued by Delphi to the Issuer, dated [ ], 2003 Issuer in connection with the public offering of the Series A preferred stock (the "Mortgage Notes") mature or are prepaid or the Issuer transfers (other than to Delphi Properties Holdings, LLC) or liquidates any assets with respect to which Delphi is the primary obligor or guarantor, and Delphi fails to refinance such matured or prepaid Mortgage Notes or to contribute or sell to the Issuer, within 90 days. (a) other mortgage notes; (b) residential mortgage loans or commercial mortgage loans, including participation interests in residential or commercial mortgage loans; (c) mortgage-backed securities eligible to be held by real estate investment trusts ("REITs"), as defined in the U.S. Internal Revenue Code; (d) cash, cash items (which includes receivables) and government securities, or (e) other real estate assets; that will, in the judgment of the Issuer's Board of Directors, yield investment income substantially similar to the matured or prepaid Mortgage Notes or the transferred or liquidated assets, as applicable, such that in all cases the Issuer's aggregate investment income is expected, in the judgment of the Issuer's Board of Directors, to be sufficient to enable us to pay full dividends and meet all of our other payment obligations on the Series A preferred stock, plus pay reasonably anticipated expenses; (iv) there is an event of default in respect of any of the Mortgage Notes, as defined in the applicable Mortgage Note or any assets for which Delphi is the primary obligor or guarantor; (v) Delphi fails to remain at all times the primary obligor or guarantor in respect of investments accounting for at least two-thirds of the Issuer's investment income; (vi) Delphi fails to maintain its long-term senior unsecured debt ratings at or above "Ba2" from Moody's Xxxxx'x Investors Service Inc. (or any successor thxxxxxthereto) and "BB" from Standard & Poor's Ratings Services (or any successor thereto);

Exchange of the Series A Preferred Stock. If at any time after the issuance and sale of the Series A preferred stock: (i) the Issuer fails to declare dividends on the Series A preferred stock for any two quarterly dividend periods within a rolling 60-month period; (ii) the 7.75% mortgage notes due 2033, issued by Delphi to the Issuer, dated [ ], 2003 (the "Mortgage Notes") mature or are prepaid or the Issuer transfers (other than to Delphi Properties Holdings, LLC) or liquidates any assets with respect to which Delphi is the primary obligor or guarantor, and Delphi fails to refinance such matured or prepaid Mortgage Notes or to contribute or sell to the Issuer, within 90 days. (a) other mortgage notes; (b) residential mortgage loans or commercial mortgage loans, including participation interests in residential or commercial mortgage loans; (c) mortgage-backed securities eligible to be held by real estate investment trusts ("REITs"), as defined in the U.S. Internal Revenue Code; (d) cash, cash items (which includes receivables) and government securities, or (e) other real estate assets; that will, in the judgment of the Issuer's Board of Directors, yield investment income substantially similar to the matured or prepaid Mortgage Notes or the transferred or liquidated assets, as applicable, such that in all cases the Issuer's aggregate investment income is expected, in the judgment of the Issuer's Board of Directors, to be sufficient to pay full dividends on the Series A preferred stock, plus reasonably anticipated expenses; (iv) there is an event of default in respect of any of the Mortgage Notes, as defined in the applicable Mortgage Note or any assets for which Delphi is the primary obligor or guarantorNote; (v) Delphi fails to remain at all times the primary obligor or guarantor in respect of investments accounting for at least two-thirds of the Issuer's investment income; (vi) Delphi fails to maintain its long-term senior unsecured debt ratings at or above "Ba2" from Moody's Investors Service Inc. (or any successor thxxxxx) and "BB" from Standard & Poor's Ratings Services (or any successor thereto);