Lessee Net Worth. At all times during the Term of this Lease, Lessee shall maintain a Net Worth of not less than $10,000,000. From January 1, 1999 through the end of the Term, Lessee agrees that if at any time its Net Worth is less than an amount equal to seventeen and one-half percent (17.5%) of the Rent paid or payable under this Lease and the Other Leases on account of the prior Lease Year (reasonably annualized with respect to calendar year 1997) ("Lessee's Dividend Threshold"), Lessee shall be barred from making any dividends or other distributions to its shareholders, partners or members until such time as Lessee's Net Worth exceeds Lessee's Dividend Threshold; provided, however, that if Lessee is a partnership or limited liability company, Lessee shall be permitted to make distributions to its partners or members in an aggregate amount equal to the Marginal Rate multiplied by the taxable income of the Lessee as reflected on the Lessee's federal income tax return. If Lessee fails to satisfy the foregoing Net Worth test, but any entity owning a majority of the shares, partnership interests or membership interests of Lessee ("Lessee's Parent") does, such Net Worth test will be deemed satisfied provided Lessee's Parent executes and delivers to Lessor an unconditional guarantee of all of Lessee's obligations and liabilities under this Lease in a form acceptable to Lessor and in which Lessee's Parent agrees to comply with the dividend and distribution restrictions in the preceding sentence.
Lessee Net Worth. At all times during the Term of this Lease, ---------------- Lessee shall maintain a Net Worth equal to or greater than the following: (i) from the Commencement Date through December 31, 1998, $3,400,000, and (ii) from January 1, 1999 through the end of the Term, an amount equal to seventeen and one-half percent (17.5%) of the Rent paid or payable under this Lease and the Other Leases on account of the prior Lease Year. Such Net Worth shall be in the form of cash or marketable securities or an irrevocable, unconditional letter of credit payable to Lessor (the "LC"),or any combination thereof. In the event that all or any portion of the foregoing Net Worth requirement is maintained by an LC, such LC shall be in a form reasonably acceptable to Lessor and Lessee and issued by a bank rated AA or better by a recognized financial institution rating service such as Moodys or Standard & Poor's and otherwise reasonably acceptable to Lessor. Lessee shall deposit any LC with an escrow agent reasonably acceptable to Lessor and Lessee (the "Escrow Agent") pursuant to an escrow agreement reasonably acceptable to Lessor and Lessee (the "Escrow Agreement"). The LC shall permit partial draws. The Escrow Agreement shall provide, among other things, (i) that the Escrow Agent shall release the LC to Lessor or a partial draw, as applicable, at such time as Lessor has obtained a final non-appealable judgment against Lessee for an amount certain, (ii) that the Escrow Agent shall notify the parties to the Escrow Agreement not less than thirty (30) nor more than sixty (60) days prior to the expiration of the LC of the scheduled expiration date of the LC, (iii) that if an extension of the LC or a replacement LC with an expiration date not less than one (1) year after the expiration date of the existing LC is not delivered to Escrow Agent within ten (10) business days prior to the expiration date of the existing LC, the existing LC shall be drawn down by Escrow Agent and the proceeds received therefrom held in escrow pursuant to the Escrow Agreement, (iv) that the amount of the LC shall be increased or decreased in accordance with the Net Worth requirements of this Section 18.5, and (v) such other reasonable terms and provisions as to which the parties shall agree in good faith. Upon the execution of a New Management Agreement (as defined in Section 36.1) pursuant to Section 36.1 of this Lease, Lessee's Net Worth requirement may be satisfied by way of a demand note from Prime Hospit...
Lessee Net Worth. At all times during the Term of this Lease, Lessee shall maintain a Net Worth in an amount equal to or greater than the annual "base rent" under the Total Lease then in effect which provides for the highest annual base rent.
Lessee Net Worth. Lessee agrees to maintain a net worth, determined in accordance with generally accepted accounting principles, of not less than $1,000,000 during the Operating Term. Lessee shall deliver to Operator, upon request not more often than twice each Fiscal Year, a certificate from an authorized officer of Lessee, certifying as to Lessee's net worth as of the end of the most recent accounting period. Lessee has executed and delivered to Operator the Guaranty in the form of Exhibit E.
