Common use of Joint Venture Investments Clause in Contracts

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower (or Subsidiary), then the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary), without duplication, and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or Subsidiary), then such Borrower’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) as long as the only assets owned by such Borrower (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein)) and the definition of Permitted Investments, (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers Credit Parties and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower Credit Party (or Subsidiary), then the amount of such Indebtedness or Funded Debt that is recourse to such Borrower Credit Party (or Subsidiary), without duplication, and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower Credit Party (or Subsidiary), then such Borrower’s Credit Party's (or Subsidiary’s's) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower Credit Party or one of its Subsidiaries solely as a result of such Borrower Credit Party (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower Credit Party (or Subsidiary) as long as the only assets owned by such Borrower Credit Party (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower (or Subsidiary), then the greater of (A) the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary), without duplication, or (B) the Borrower’s pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or Subsidiary), then such Borrower’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) as long as the only assets owned by such Borrower (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 SECTION 6.1 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Total Value and Interest Expense Debt Service shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results or value attributable to Guarantor, the Borrowers Borrower and their the Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt Consolidated Indebtedness shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such the Borrower (or Subsidiary)one of its Subsidiaries, then Indebtedness and Consolidated Indebtedness shall include the amount of such Indebtedness or Funded Debt Consolidated Indebtedness that is recourse to such Borrower (or Subsidiary)Person, without duplication, and (ii) if the Indebtedness of such joint venture is not recourse to such the Borrower (or Subsidiary)one of its Subsidiaries, then Indebtedness and Consolidated Indebtedness shall include such BorrowerPerson’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt Consolidated Indebtedness as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4SECTION 1.5, Indebtedness of a joint venture that is recourse to a the Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) Person’s being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) Person as long as the only assets owned by such Borrower (or Subsidiary) Person are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such a Borrower (or Subsidiarya Subsidiary of a Borrower ), then the greater of (A) the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or such Subsidiary), without duplication, or (B) such Borrower’s pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or such Subsidiary), then such Borrower’s (or such Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or such Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or such Subsidiary) as long as the only assets owned by such Borrower (or such Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 SECTION 6.1 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense Total EBITDA shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint ventureJoint Venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures Joint Ventures and (b) Total Net Debt and Unsecured Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture Joint Venture is recourse to a Borrower or one of its Subsidiaries (other than Indebtedness which is recourse only to a special purpose Subsidiary which owns the assets securing such Borrower (or SubsidiaryIndebtedness), then Total Net Debt and Unsecured Indebtedness shall include the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary)Person, without duplication, and (ii) if the Indebtedness of such joint venture Joint Venture is not recourse to such a Borrower (or Subsidiary)one of its Subsidiaries, then Total Net Debt and Unsecured Indebtedness shall include such BorrowerPerson’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint ventureJoint Venture. For purposes of this Section 1.4SECTION 1.5, Indebtedness of a joint venture Joint Venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) Person’s being a partner or member in such joint venture Joint Venture shall be treated as not not. recourse to such Borrower (or Subsidiary) Person as long as the only assets owned by such Borrower (or Subsidiary) Person are its equity interest in such joint venture Joint Venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein)) and the definition of Permitted Investments, (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower (or Subsidiary), then the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary), without duplication, and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or Subsidiary), then such Borrower’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) as long as the only assets owned by such Borrower (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 SECTION 6.1 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value Total EBITDA and Interest Expense NOI shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint ventureJoint Venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures Joint Ventures and (b) Total Net Debt and Unsecured Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture Joint Venture is recourse to a Borrower or one of its Subsidiaries (other than Indebtedness which is recourse only to a special purpose Subsidiary which owns the assets securing such Borrower (or SubsidiaryIndebtedness), then Total Net Debt and Unsecured Indebtedness shall include the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary)Person, without duplication, and (ii) if the Indebtedness of such joint venture Joint Venture is not recourse to such a Borrower (or Subsidiary)one of its Subsidiaries, then Total Net Debt and Unsecured Indebtedness shall include such BorrowerPerson’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint ventureJoint Venture. For purposes of this Section 1.4SECTION 1.5, Indebtedness of a joint venture Joint Venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) Person’s being a partner or member in such joint venture Joint Venture shall be treated as not recourse to such Borrower (or Subsidiary) Person as long as the only assets owned by such Borrower (or Subsidiary) Person are its equity interest in such joint venture Joint Venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) DB1/ 97661265.5 of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower (or Subsidiary), then the greater of (A) the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary), without duplication, or (B) the Borrower’s pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or Subsidiary), then such Borrower’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) as long as the only assets owned by such Borrower (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.

Joint Venture Investments. For purposes of calculating the financial covenants in Section 7.2 (including the definitions used therein), (a) NOI, Adjusted NOI, Annualized Modified Adjusted NOI, Property Value and Interest Expense shall be calculated, to the extent applicable, to include the pro-rata share (as determined by their respective percentage interests in the profits and losses of such joint venture) of results attributable to the Borrowers and their Subsidiaries from joint ventures and (b) Indebtedness and Funded Debt shall be calculated as follows: (i) if the Indebtedness of a joint venture is recourse to such Borrower (or Subsidiary), then the greater of (A) the amount of such Indebtedness or Funded Debt that is recourse to such Borrower (or Subsidiary), without duplication, or (B) the Borrower’s pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture and (ii) if the Indebtedness of such joint venture is not recourse to such Borrower (or Subsidiary), then such Borrower’s (or Subsidiary’s) pro-rata share of such Indebtedness or Funded Debt as determined by its percentage interest in the profits and losses of such joint venture. For purposes of this Section 1.4, Indebtedness of a joint venture that is recourse to a Borrower or one of its Subsidiaries solely as a result of such Borrower (or Subsidiary) being a partner or member in such joint venture shall be treated as not recourse to such Borrower (or Subsidiary) as long as the only assets owned by such Borrower (or Subsidiary) are its equity interest in such joint venture and any contributed capital held to fund such equity interest.”