Common use of Limitation on Secured Debt Clause in Contracts

Limitation on Secured Debt. In addition to the limitation set forth in Section 2.1 above, the Operating Partnership will not Incur, or permit any Consolidated Subsidiary to Incur, any Secured Debt, other than guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary that, in each case, is subordinated in right of payment to the Notes, if, immediately after giving effect to the Incurrence of such Secured Debt and the application of the proceeds thereof, the aggregate principal amount of outstanding Secured Debt, excluding guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary, would be greater than 40% of the sum of, without duplication: (1) Total Assets as of the Operating Partnership’s most recently completed fiscal quarter prior to the Incurrence of such additional Indebtedness; and (2) the purchase price of any real estate assets or mortgages receivable acquired, and the amount of any securities offering proceeds received (to the extent that such proceeds were not used to acquire real estate assets or mortgages receivable or used to reduce Indebtedness), by the Operating Partnership or any Consolidated Subsidiary since the end of the relevant fiscal quarter, including those proceeds obtained in connection with the Incurrence of such additional Indebtedness.

Limitation on Secured Debt. In addition to the limitation set forth in Section 2.1 above, the Operating Partnership will not Incur, or permit any Consolidated Subsidiary to Incur, any Secured Debt, other than guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary that, in each case, is subordinated in right of payment to the Notes, if, immediately after giving effect to the Incurrence of such Secured Debt and the application of the proceeds thereof, the aggregate principal amount of outstanding Secured Debt, excluding guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary, would be greater than 40% of the sum of, without duplication: (1) Total Assets as of the Operating Partnership’s most recently completed fiscal quarter prior to the Incurrence of such additional Indebtedness; and and (2) the purchase price of any real estate assets or mortgages receivable acquired, and the amount of any securities offering proceeds received (to the extent that such proceeds were not used to acquire real estate assets or mortgages receivable or used to reduce Indebtedness), by the Operating Partnership or any Consolidated Subsidiary since the end of the relevant fiscal quarter, including those proceeds obtained in connection with the Incurrence of such additional Indebtedness.

Limitation on Secured Debt. In addition to the limitation set forth in Section 2.1 above, neither the Operating Partnership Guarantor nor the Company will not Incur, or permit any of the Consolidated Subsidiary Subsidiaries to Incur, any Secured Debt, other than guarantees of Secured Debt Incurred by the Operating Partnership Guarantor, the Company or any of the Consolidated Subsidiary Subsidiaries that, in each case, is subordinated subordinate in right of payment to the Notes, if, immediately after giving effect to the Incurrence of such Secured Debt and the application of the proceeds thereof, the aggregate principal amount of outstanding Secured Debt, excluding guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary, would be greater than 40% of the sum of, without duplication: (1) Total Assets as of the Operating Partnershipend of the fiscal quarter covered in the Guarantor’s annual or quarterly report most recently completed fiscal quarter prior furnished to Holders of the Incurrence of such additional IndebtednessNotes or filed with the SEC, as the case may be; and (2) the purchase price of any real estate assets or mortgages receivable acquired, and the amount of any securities offering proceeds received (to the extent that such proceeds were not used to acquire real estate assets or mortgages receivable or used to reduce Indebtedness), by the Operating Partnership Guarantor, the Company or any of the Consolidated Subsidiary Subsidiaries since the end of the relevant fiscal quarter, including those proceeds obtained in connection with the Incurrence incurrence of such additional IndebtednessSecured Debt.

Limitation on Secured Debt. In addition to the limitation set forth in Section 2.1 above, neither the Operating Partnership Guarantor nor the Company will not Incur, or permit any of the Consolidated Subsidiary Subsidiaries to Incur, any Secured Debt, other than guarantees of Secured Debt Incurred by the Operating Partnership Guarantor, the Company or any of the Consolidated Subsidiary Subsidiaries that, in each case, is subordinated subordinate in right of payment to the NotesSecurities of any series issued under the Indenture, if, immediately after giving effect to the Incurrence of such Secured Debt and the application of the proceeds thereof, the aggregate principal amount of outstanding Secured Debt, excluding guarantees of Secured Debt Incurred by the Operating Partnership or any Consolidated Subsidiary, would be greater than 40% of the sum of, without duplication: (1) Total Assets as of the Operating Partnershipend of the fiscal quarter covered in the Guarantor’s annual or quarterly report most recently completed fiscal quarter prior furnished to Holders of the Incurrence of such additional IndebtednessSecurities or filed with the Commission, as the case may be; and (2) the purchase price of any real estate assets or mortgages receivable acquired, and the amount of any securities offering proceeds received (to the extent that such proceeds were not used to acquire real estate assets or mortgages receivable or used to reduce Indebtedness), by the Operating Partnership Guarantor, the Company or any of the Consolidated Subsidiary Subsidiaries since the end of the relevant fiscal quarter, including those proceeds obtained in connection with the Incurrence incurrence of such additional IndebtednessSecured Debt.