Common use of Maintenance of Net Worth Clause in Contracts

Maintenance of Net Worth. The Borrower shall at all times maintain a Tangible Net Worth of not less than the sum of (a) $834,451,000 plus (b) 75% of the aggregate net proceeds received by the Borrower or any of its Subsidiaries after December 31, 2020 in connection with any offering of Stock or Stock Equivalents of the Borrower or the Subsidiaries that results in an increase of Tangible Net Worth, to the extent such Stock or Stock Equivalents are included in stockholders’ equity on the Borrower’s consolidated balance sheet (but excluding such offerings or issuances used to repay existing forms of Stock and Stock Equivalents). Notwithstanding the foregoing, the Borrower may elect upon delivering written notice to the Administrative Agent, concurrently with or prior to the delivery of a Compliance Certificate for any Fiscal Quarter during which the Borrower shall have completed a Material Acquisition, and provided that no Default or Event of Default has occurred and is continuing that for purposes of clause (a) and (c) above the Borrower may exceed a ratio of 0.60 to 1.00, but shall in no event exceed a ratio of 0.65 to 1.00 for such Fiscal Quarter in which such Material Acquisition occurred and the next succeeding Fiscal Quarter (the “Leverage Ratio Increase Period”); provided that (i) the Borrower may not elect more than two Leverage Ratio Increase Periods during the term of this Agreement and (ii) any such Leverage Ratio Increase Periods shall be non-consecutive.

Maintenance of Net Worth. The Borrower shall at all times maintain a Tangible Net Worth of not less than the sum of (a) $834,451,000 565,000,000 plus (b) 75% of the aggregate net proceeds received by the Borrower or any of its Subsidiaries after December 31, 2020 2017 in connection with any offering of Stock or Stock Equivalents of the Borrower or the Subsidiaries that results in an increase of Tangible Net Worth, to the extent such Stock or Stock Equivalents are included in stockholders’ equity on the Borrower’s consolidated balance sheet (but excluding such offerings or issuances used to repay existing forms of Stock and Stock Equivalents). Notwithstanding the foregoing, the Borrower may elect upon delivering written notice to the Administrative Agent, concurrently with or prior to the delivery of a Compliance Certificate for any Fiscal Quarter during which the Borrower shall have completed a Material Acquisition, and provided that no Default or Event of Default has occurred and is continuing that for purposes of clause (a) and (c) above the Borrower may exceed a ratio of 0.60 to 1.00, but shall in no event exceed a ratio of 0.65 to 1.00 for such Fiscal Quarter in which such Material Acquisition occurred and the next succeeding Fiscal Quarter (the “Leverage Ratio Increase Period”); provided that (i) the Borrower may not elect more than two Leverage Ratio Increase Periods during the term of this Agreement and (ii) any such Leverage Ratio Increase Periods shall be non-consecutive.