Common use of Indebtedness Cross-Default Clause in Contracts

Indebtedness Cross-Default. (i) Any Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse Indebtedness) having an aggregate outstanding principal amount of $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after giving effect to notice, grace and cure periods) as a result of which any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material Indebtedness or require any Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse Indebtednessand Reimbursement Obligations) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $50,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessObligations) having an aggregate outstanding principal amount greater than or equal to (A) $25,000,000 in the case of $5,000,000 or more Indebtedness that is not Nonrecourse Indebtedness or (yB) any $75,000,000 in the case of Indebtedness that is Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, all such Indebtedness being “Material Indebtedness”); or (ii) (x) The the maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness Debt (other than the Loans or and Reimbursement Obligations and Nonrecourse IndebtednessDebt) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value), in each case individually or in the aggregate with all other Debt as to which such a failure exists, of $5,000,000 100,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material IndebtednessDebt”); or (ii) (x) The maturity of any Material Indebtedness Debt shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness Debt or (y) any Material Indebtedness Debt shall have been required to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after giving effect to notice, grace and cure periods) as a result of which permits any holder or holders of any Material IndebtednessDebt, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness Debt or require any such Material Indebtedness Debt to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party A Borrower, any other Obligor, or any of their respective Subsidiaries shall fail to pay when due and payable payable, the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessObligations) having an aggregate outstanding principal amount of greater than or equal to $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”)5,000,000; or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party The Parent, the Borrower, any other Guarantor or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans Loans) or Nonrecourse Indebtedness) having any Contingent Obligations, which Indebtedness or Contingent Obligations have an aggregate outstanding principal amount of $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); ormore; (ii) Any such Indebtedness or Contingent Obligations shall have (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result determination of which materiality, the satisfaction of any condition or any combination of the foregoing, would permit any holder or holders of any Material Indebtednesssuch Indebtedness or Contingent Obligations, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material such Indebtedness or Contingent Obligations or require any Material such Indebtedness or Contingent Obligations to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Parent, the Borrower, any other Loan Party or any other Subsidiary shall fail to pay make any payment when due and payable the principal of, or interest on, in respect of (x) any Indebtedness (other than the Loans or Nonrecourse Indebtednessand Reimbursement Obligations and any Indebtedness in respect to any Derivatives Contract) having an aggregate outstanding principal amount of $5,000,000 20,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity; or (iv) The Parent, the Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due (after giving effect to all applicable notice and cure rights) payments in respect of Derivatives Contracts in an aggregate amount of $20,000,000 or more.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $50,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid prepaid, repurchased or repurchased redeemed prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid prepaid, repurchased, or repurchased redeemed prior to its stated maturity; or (iv) An Event of Default under and as defined in the Existing Credit Agreement shall occur.

Indebtedness Cross-Default. (i) Any Loan Party or any Subsidiary of any Loan Party shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value) equal to or exceeding $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material Indebtedness or require any Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party or any Subsidiary of any Loan Party shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value) equal to or exceeding $1,000,000 or, after the Parent Guarantor and its Subsidiaries have acquired Properties having aggregate purchase prices of $300,000,000 or more, $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) togetheras applicable, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material Indebtedness or require any Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party Borrower or any Subsidiary shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness (other than the Loans or and Reimbursement Obligations and Nonrecourse Indebtedness) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value), in each case individually or in the aggregate with all other Indebtedness as to which such a failure exists, of $5,000,000 75,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after giving effect to notice, grace and cure periods) as a result of which would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity., and all applicable grace or cure periods shall have expired;

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $75,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity; or (iv) An Event of Default under and as defined in the Existing Credit Agreement shall occur.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness or Subordinated Debt (other than (A) the Loans or and (B) Nonrecourse IndebtednessIndebtedness of Excluded Subsidiaries) having an aggregate outstanding principal amount of $5,000,000 10,000,000 or more (“Material Indebtedness”) or (y) any Excluded Subsidiary shall fail to pay when due and payable the principal of, or interest on, Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”)75,000,000 or more; or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party The Parent, any Borrower, any other Guarantor, any Development Affiliate Guarantor or any other Subsidiary of the Parent or any Borrower shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans Loans) or Nonrecourse Indebtedness) having any Contingent Obligations, which Indebtedness or Contingent Obligations have an aggregate outstanding principal amount of $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); ormore; (ii) Any such Indebtedness or Contingent Obligations shall have (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result determination of which materiality, the satisfaction of any condition or any combination of the foregoing, would permit any holder or holders of any Material Indebtednesssuch Indebtedness or Contingent Obligations, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material such Indebtedness or Contingent Obligations or require any Material such Indebtedness or Contingent Obligations to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse Indebtednessand Reimbursement Obligations) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $75,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $50,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or; (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity; or (iv) An Event of Default under and as defined in the Existing Credit Agreement shall occur.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessObligations) having an aggregate outstanding principal amount greater than or equal to (A) $25,000,000 in the case of $5,000,000 or more Indebtedness that is not Nonrecourse Indebtedness or (yB) any $75,000,000 in the case of Indebtedness that is Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, all such Indebtedness being “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable (after giving effect to any applicable grace or cure period) the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse Indebtednessand Reimbursement Obligations) having an aggregate outstanding principal amount (or, in the case of $5,000,000 any Derivatives Contract, having a Derivatives Termination Value) of, in each case individually or more or (y) any Nonrecourse in the aggregate with all other Indebtedness having as to which such a failure exists, of an aggregate outstanding principal amount greater than or equal to (A) $25,000,000 in the case of Indebtedness that is not Nonrecourse Indebtedness or (B) $50,000,000 75,000,000 in the case of Indebtedness that is Nonrecourse Indebtedness (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness Debt (other than the Loans or and Reimbursement Obligations and Nonrecourse IndebtednessDebt) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value), in each case individually or in the aggregate with all other Debt as to which such a failure exists, of $5,000,000 100,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material IndebtednessDebt”); oror NAI-1532684191v1 ​ (ii) (x) The maturity of any Material Indebtedness Debt shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness Debt or (y) any Material Indebtedness Debt shall have been required to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after giving effect to notice, grace and cure periods) as a result of which permits any holder or holders of any Material IndebtednessDebt, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness Debt or require any such Material Indebtedness Debt to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness or Subordinated Debt (other than (A) the Loans or and (B) Nonrecourse IndebtednessIndebtedness of Excluded Subsidiaries) having an aggregate outstanding principal amount of $5,000,000 10,000,000 or more ("Material Indebtedness") or (y) any Excluded Subsidiary shall fail to pay when due and payable the principal of, or interest on, Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”)75,000,000 or more; or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay make any payment when due and payable payable, after giving effect to the principal ofexpiration of any grace period for such payment, or interest on, (x) in respect of any Indebtedness (other than the Loans or Nonrecourse Indebtednessand Reimbursement Obligations) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value), in each case individually or in the aggregate with all other Indebtedness as to which such a failure exists, of $5,000,000 25,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party shall fail to pay make any payment when due and payable the principal of, or interest on, (x) in respect of any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having, without regard to the effect of any close-out netting provision, a Derivatives Termination Value) equal to or exceeding $5,000,000 or more or 1,000,000 (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) togetheras applicable, “Material Indebtedness”); or (ii) (xA) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (yB) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material Indebtedness or require any Material Indebtedness to be prepaid or repurchased prior to its stated maturity; or (iv) An Event of Default (as defined therein) shall occur under the Guarantor Credit Agreement.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness or Subordinated Debt (other than (A) the Loans or and (B) Nonrecourse IndebtednessIndebtedness of Excluded Subsidiaries) having an aggregate outstanding principal amount of $5,000,000 25,000,000 or more (“Material Indebtedness”) or (y) any Excluded Subsidiary shall fail to pay when due and payable the principal of, or interest on, Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”)75,000,000 or more; or (ii) (x) The the maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any other Loan Party or any other Subsidiary shall fail to pay when due and payable (after giving effect to any applicable grace or cure period) the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or, in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or (y) any $50,000,000 or more in the case of Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 Excluded Subsidiaries) (clauses (x) and (y) together, “Material Indebtedness”); or; (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Parent, the Borrower, any Guarantor, any other Loan Party or any other Subsidiary of the Parent shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans Loans) or Nonrecourse Indebtedness) having any Contingent Obligations, which Indebtedness or Contingent Obligations have an aggregate outstanding principal amount of $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”); ormore; (ii) Any such Indebtedness or Contingent Obligations shall have (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result determination of which materiality, the satisfaction of any condition or any combination of the foregoing, would permit any holder or holders of any Material Indebtednesssuch Indebtedness or Contingent Obligations, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any Material such Indebtedness or Contingent Obligations or require any Material such Indebtedness or Contingent Obligations to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any The Borrower, any Subsidiary or any other Loan Party shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessObligations) having an aggregate outstanding principal amount greater than or equal to (A) $25,000,000 in the case of $5,000,000 or more Indebtedness that is not Nonrecourse Indebtedness or (yB) any $75,000,000 in the case of Indebtedness that is Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, all such Indebtedness being “Material Indebtedness”); or (ii) (x) The the maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing (after which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or both, would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid or repurchased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Borrower, any other Loan Party Party, any other Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans or Nonrecourse IndebtednessLoans) having an aggregate outstanding principal amount (or in the case of any Derivatives Contract, having a Derivatives Termination Value) of $5,000,000 25,000,000 or more (or $250,000,000 or more in the case of Nonrecourse Indebtedness) (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses (x) and (y) together, “Material Indebtedness”), and in any such case such failure shall continue beyond any applicable notice and cure periods; or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract or instrument evidencing, providing for the creation of or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any other event shall have occurred and be continuing (after giving effect to notice, grace and cure periods) as a result of which would permit any holder or holders of any Material Indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person, is then permitted to accelerate the maturity of any such Material Indebtedness or require any such Material Indebtedness to be prepaid prepaid, repurchased, redeemed or repurchased defeased prior to its stated maturity.

Indebtedness Cross-Default. (i) Any Loan Party Borrower or any Consolidated Subsidiary shall fail to pay when due and payable the principal of, or interest on, (x) any Indebtedness (other than the Loans Loans) or Nonrecourse Indebtednessany Contingent Obligations having an aggregate outstanding principal amount of $5,000,000 or more, or (ii) the maturity of any Indebtedness (other than the Loans) of Borrower or any Consolidated Subsidiary having an aggregate outstanding principal amount of $5,000,000 or more or (y) any Nonrecourse Indebtedness having an aggregate outstanding principal amount of $50,000,000 (clauses shall have (x) and (y) together, “Material Indebtedness”); or (ii) (x) The maturity of any Material Indebtedness shall have been accelerated in accordance with the provisions of any indenture, contract CREDIT AGREEMENT contract, or instrument evidencing, providing for the creation of of, or otherwise concerning such Material Indebtedness or (y) any Material Indebtedness shall have been required to be prepaid or repurchased prior to the stated maturity thereof; or (iii) Any any other event shall have occurred and be continuing with respect to any Indebtedness (after other than the Loans) of Borrower or any Consolidated Subsidiary having an aggregate outstanding principal amount of $5,000,000 or more which, with or without the passage of time, the giving effect to of notice, grace and cure periods) as a result of which or otherwise, would permit any holder or holders of any Material such Indebtedness, any trustee or agent acting on behalf of such holder or holders holders, or any other Person, is then permitted Person to accelerate the maturity of any Material such Indebtedness or require any Material such Indebtedness to be prepaid or repurchased prior to its stated maturity.