Common use of Most Favored Lender Clause in Contracts

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material In the event the Primary Credit Facility shall contain any financial covenant that relates to contains one or more numerical measures of Material Covenants that are either not set forth in this Agreement or more beneficial to the financial condition or results of operations lenders under the Primary Credit Facility than the Material Covenants set forth in this Agreement (consolidated or otherwise) including any necessary definitions, a “More Favorable Covenant”), this Agreement, without any further action on the part of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 Notes, shall be deemed to automatically amended to include each such More Favorable Covenant. The Company shall provide written notice of such More Favorable Covenant and its automatic inclusion into this Agreement as of the date hereof (any such financial covenantpromptly, a “Financial Covenant”), then the Company shall promptly (but and in any event within ten 10 Business Days from of such inclusion (or pursuant to Section 4.17 in the occurrence thereof) provide written notice thereof case of any More Favorable Covenants at the First Closing), to the holders of the Notes, which notice setting forth a reasonably detailed description of such More Favorable Covenant (including any defined terms used therein) and related explanatory calculations, as applicable. However, if the Primary Credit Facility is subsequently amended, modified or otherwise no longer in effect, and as a result such More Favorable Covenant is modified, excluded or terminated, then such More Favorable Covenant shall refer specifically to automatically be modified, excluded or terminated in the same manner in this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios Agreement; provided that, if a Default or thresholds contained therein. Thereuponan Event of Default then exists, such Financial More Favorable Covenant so incorporated shall only be deemed automatically incorporated by reference into deleted from this AgreementAgreement at such time, mutatis mutandisif it should occur, as when such Default or Event of Default no longer exists; provided further, however, that if set forth fully hereinany fee or other consideration shall be given to the lenders under such Primary Credit Facility for an amendment, without any further action required waiver or deletion thereto while the Company is in a distressed financial situation (and, for the avoidance of doubt, not in connection with an amendment, amendment and restatement, replacement modification, waiver or other amendment that contains terms, on the part of any Personwhole, effective that are equal to or more favorable to the Company than the terms contained in the Primary Credit Facility as of the effective date when of this Agreement), the equivalent of such Financial Covenant became effective under such Material Credit Facility. Upon fee or other consideration shall be given, pro rata, to the request holders of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit FacilityNotes. Notwithstanding the foregoing, the covenants or defaults (and related definitions as used therein) contained in this Agreement as in effect on the date of this Agreement (and as amended other than by operation of this Section 9.16) shall not apply be loosened or relaxed by operation of the terms of this Section 9.16; provided that the Capitalization Rate, or any other defined term with a substantially similar meaning as described in the Primary Credit Facility, shall not be subject to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtednessthis Section 9.16.

Most Favored Lender. (a) a. If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.199.56.19, 9.56.21(iii6.21(iii) and 9.66.21(iv6.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) 9.5 of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If the Company shall at any time amend the Credit Agreement or become a Material party, as a borrower or guarantor, to any other credit agreement or other agreement, instrument, or document evidencing or issuing Indebtedness (collectively with the Credit Facility shall contain Agreement, the “Loan Agreements,”) that, in either case, requires the Company to comply with any financial covenant covenant, undertaking, restriction, or other provision that relates to one limits or more numerical measures of the financial condition indebtedness, interest expense, shareholders’ equity, investment balances, debt service coverage, fixed charges, net worth, assets, asset sales, sale and leasebacks, liens, subsidiary indebtedness, restricted payments, dividends, or results of operations (consolidated or otherwise) of the Company or the Trust any similar items (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, as a right to be prepaid or offered to be prepaid or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, each a “Financial Covenant”)) that is not at such time included or is more restrictive than what is included in this Agreement, then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof a Most Favored Lender Notice to the holders each holder of the Notes. Unless waived in writing by the Required Holders within 5 Business Days after the date on which such notice is required to be sent, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the each such Financial Covenant and the relevant ratios or thresholds contained therein. Thereuponeach event of default, definition, and other provision relating to such Financial Covenant in the Loan Agreement shall be deemed automatically to be incorporated by reference into in this Agreement, mutatis mutandis, as if then set forth fully herein, herein in full. (b) The incorporation of any Financial Covenant pursuant to this Section 10.10 shall: (i) automatically (without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, being taken by the Company shall enter into an additional agreement or an amendment to this Agreement (as any holder of a Note) take effect simultaneously with the Required Holders may request), evidencing the incorporation effectiveness of such Financial Covenant into under the applicable Loan Agreement; and (ii) so long as no Default or Event of Default shall then exist under or in respect of such incorporated Financial Covenant, such financial covenants automatically (without any further action being taken by the Company or any holder of a Note other than as set forth below) shall be deleted or further modified if such Financial Covenant, definition, event of default or other provision relating thereto is deleted or made less restrictive on the Company and its Subsidiaries by way of a permanent written amendment or modification of such Loan Agreement (and not by temporary waiver of rights thereunder); provided that: (A) if any fee or other consideration is paid or given to any bank or other party to any Loan Agreement in connection with such deletion or modification, each holder of a Note receives equivalent consideration on a pro rata basis, and such deletion or modification shall not be effective until such consideration is received by each such holder; provided, however, that no consideration shall be due any holder if the Financial Covenant shall have been deleted or modified in accordance with the terms of the underlying Loan Agreement as a result of a reduction of the outstanding balance or other previously agreed to provision of such Loan Agreement; and (B) in no event shall any deletion or relaxation of any such Financial Covenant have the effect of deleting or making less restrictive any covenant or other provision specifically set forth in this Agreement. (iii) subject to Section 10.10(b)(ii), continue in effect regardless of any subsequent termination of the Credit Agreement.” h.Amendment of Section 11. Section 11 of the Note Agreement substantially is amended as follows: i.Section 11(j) of the Note Agreement is amended to read in its entirety as follows: “(j) the Subsidiary Guaranty ceases to be in full force and effect with respect to any Subsidiary Guarantor (except as provided in Section 9.7(b)) for any reason, including by reason of (A) its being declared to be null and void in whole or in material part by a court or other governmental or regulatory authority having jurisdiction or (B) the validity or enforceability thereof being contested by any of the Company, any Subsidiary Guarantor or any of them renouncing any of the same or denying that it has any further liability thereunder.” 3 ii.The final sentence of Section 11 is amended by deleting “(j)” and inserting “(i)” in its place. i.Amendments to Schedule B. Schedule B of the Note Agreement is amended as follows: i.The following new definitions are added to Schedule B in the Material Credit Facilityappropriate alphabetical order: “Blocked Person” means (a) a Person whose name appears on the list of Specially Designated Nationals and Blocked Persons published by OFAC, (b) a Person, entity, organization, country, or regime that is blocked or a target of sanctions that have been imposed under U.S. Economic Sanctions Laws, or (c) a Person that is an agent, department, or instrumentality of, or is otherwise beneficially owned by, controlled by, or acting on behalf of, directly or indirectly, any Person, entity, organization, country, or regime described in clause (a) or (b). Notwithstanding “Controlled Entity” means (a) any of the foregoingSubsidiaries of the Company and any of their or the Company’s respective Controlled Affiliates and (b) if the Company has a parent company, such parent company and its Controlled Affiliates. As used in this definition, “Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise. “Domestic Subsidiary” means any Subsidiary of the Company incorporated or organized under the laws of the United States of America, any State thereof, or the District of Columbia, and any such Domestic Subsidiary’s respective successors and assigns. “Financial Covenant” is defined in Section shall not apply 10.10(a). “Incremental Interest” is defined in Section 1.4. “Loan Agreement” is defined in Section 10.10(a). “Most Favored Lender Notice” means a written notice from the Company to covenants contained each holder of the Notes delivered promptly, and in any agreements event within 5 Business Days after the inclusion of any Financial Covenant or documents evidencing any event of default, definition or securing Nonother provision relating to such Financial Covenant in a Loan Agreement (including by way of amendment or other modification of any existing provision thereof), pursuant to Section 10.10, by a Responsible Officer of the Company in reasonable detail, including reference to Section 10.10, a verbatim statement of such Financial Covenant, event of default, definition, or other provision relating to such Financial Covenant and related to explanatory calculations, as applicable. “OFAC” means the Office of Foreign Assets Control of the United States Department of the Treasury. “U.S. Economic Sanctions Laws” means those laws, executive orders, enabling legislation, or regulations administered and enforced by the United States pursuant to which economic sanctions have bene imposed on any Person, entity, organization, country, or regime, including the Trading with the Enemy Act, the International Emergency Economic Powers Act, the Iran Sanctions Act, the Sudan Accountability and Divestment Act, and any other OFAC Sanctions Program. ii.The definitions of “Foreign Borrower,” “Foreign Subsidiary,” “Intercreditor Agreement,” “Pledge Agreement,” “Pledged Subsidiary,” and “Pledgor” are deleted in their entirety. iii.The following definitions in Schedule B are amended and restated in their entirety as follows: “Credit Agreement” means the Third Amended and Restated Credit Agreement dated as of November 9, 2016 among the Company, certain Subsidiaries of the Company, the lenders identified therein, U.S. Bank National Association, as lead arranger, lead book runner, and administrative agent, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Xxxxx Fargo Securities, LLC and The Bank of Tokyo-recourse IndebtednessMitsubishi UFJ, Ltd., as joint lead arrangement, joint book runners and syndication agents, and Bank of the West, Fifth Third Bank, JPMorgan Chase Bank, N.A., PNC Bank, National Association, and BMO Xxxxxx Bank N.A., as documentation agents, as such agreement may be further amended, restated, supplemented, refinanced, increased or reduced from time to time, and any successor credit agreement or similar facility. 4 “Priority Debt” means, as of any date, the sum (without duplication) of (a) outstanding unsecured Indebtedness of Subsidiaries that are not Subsidiary Guarantors, and (b) Indebtedness of the Company and its Subsidiaries secured by Liens not otherwise permitted by Sections 10.4(a) through (k). “Subsidiary Guarantor” means any Domestic Subsidiary of the Company that executes, or becomes a party to, the Subsidiary Guaranty.

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.196.19, 9.56.21(iii6.21(iii) and 9.66.21(iv6.21(iv) of the Material Credit Facility described in clause (a) in of the definition of “Material Credit Facility”) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into Section 10 of this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Non‑recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material Specified Credit Facility shall contain include any financial covenant that relates to one MFL Financial Covenant or more numerical measures of the financial condition or results of operations MFL Cure Right Provision and (consolidated or otherwisei) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant MFL Financial Covenant is not contained in this Agreement or (ii) such MFL Financial Covenant or MFL Cure Right Provision would be more beneficial, directly or indirectly, beneficial to the holders of the Notes than the financial covenants any analogous restriction, Event of Default, cure right or provision and related defined terms contained in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenantrestriction, a Event of Default, cure right or provision, an “Financial Additional Covenant”), then the Company shall promptly provide a Most Favored Lender Notice to the holders of Notes; provided that, for the avoidance of doubt and without limiting the foregoing, the absence of an MFL Cure Right Provision in a Specified Credit Facility that has financial covenants that are the same as the financial covenants set forth in Section 10.7 (but and have the same related definitions) would be more beneficial to the holders of Notes. Thereupon, unless waived in any event writing by the Required Holders within ten 10 Business Days from the occurrence thereof) provide written after receipt of such notice thereof to by the holders of the Notes, which notice shall refer specifically to this Section 9.8 such Additional Covenant (including any associated cure or grace period and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant any related defined terms) shall be deemed automatically incorporated by reference into this Agreement, or in the case of the absence of an MFL Cure Right Provision in a Specified Credit Facility that has financial covenants that are the same as the financial covenants set forth in Section 10.7 (and have the same related definitions), the Cure Right set forth in this Agreement shall be deemed automatically removed from this Agreement, mutatis mutandis, as if set forth fully hereinherein or so removed, without any further action required on the part of any Person, effective as of the date when such Financial Additional Covenant became effective under such Material Specified Credit Facility. Upon Thereafter, upon the request of the Required Holdersany holder of a Note, the Company shall enter into an any additional agreement or an amendment to this Agreement (as the Required Holders may request), reasonably requested by such holder evidencing the incorporation any of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material the Credit Facility Agreement shall contain any financial covenant that relates specifically to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company Guarantor or the Trust Guarantor and its Subsidiaries on a consolidated basis (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement Guaranty or would be more beneficial, directly or indirectly, beneficial to the holders of the Notes Holders than the financial covenants in Sections 10.7 through 10.10 of Leverage Ratio or the Interest Coverage Ratio, as applicable, incorporated into this Agreement Guaranty as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company Guarantor shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the NotesHolders, which notice shall refer specifically to this Section 9.8 12 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this AgreementGuaranty, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit FacilityAgreement. Upon the request of the Required Holders, the Company Guarantor and the Required Holders shall enter into an additional agreement or an amendment to this Agreement Guaranty (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement Guaranty substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse IndebtednessAgreement.

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.199.56.19, 9.56.21(iii6.21(iii) and 9.66.21(iv6.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of incorporated into this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material Specified Credit Facility shall contain include any financial covenant that relates to one MFL Financial Covenant or more numerical measures of the financial condition or results of operations MFL Cure Right Provision and (consolidated or otherwisei) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.19, 9.56.21(iii) and 9.66.21(iv) of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant MFL Financial Covenant is not contained in this Agreement or (ii) such MFL Financial Covenant or MFL Cure Right Provision would be more beneficial, directly or indirectly, beneficial to the holders of the Notes than the financial covenants any analogous restriction, Event North Haven Private Income Fund LLC Note Purchase Agreement of Default, cure right or provision and related defined terms contained in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenantrestriction, a Event of Default, cure right or provision and related defined terms, an “Financial Additional Covenant”), then the Company shall promptly provide a Most Favored Lender Notice to the holders of Notes; provided that, for the avoidance of doubt and without limiting the foregoing, the absence of an MFL Cure Right Provision in a Specified Credit Facility that has financial covenants that are the same as the financial covenants set forth in Section 10.7 (but and have the same related definitions) would be more beneficial to the holders of Notes. Thereupon, unless waived in any event writing by the Required Holders within ten 10 Business Days from the occurrence thereof) provide written after receipt of such notice thereof to by the holders of the Notes, which notice shall refer specifically to this Section 9.8 such Additional Covenant (including any associated cure or grace period and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant any related defined terms) shall be deemed automatically incorporated by reference into this Agreement, or in the case of the absence of an MFL Cure Right Provision in a Specified Credit Facility that has financial covenants that are the same as the financial covenants set forth in Section 10.7 (and have the same related definitions), the Cure Right set forth in this Agreement shall be deemed automatically removed from this Agreement, mutatis mutandis, as if set forth fully hereinherein or so removed, without any further action required on the part of any Person, effective as of the date when such Financial Additional Covenant became effective under such Material Specified Credit Facility. Upon Thereafter, upon the request of the Required Holdersany holder of a Note, the Company shall enter into an any additional agreement or an amendment to this Agreement (as the Required Holders may request), reasonably requested by such holder evidencing the incorporation any of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.199.3, 9.56.21(iii) 9.5 and 9.66.21(iv) 9.6 of the Material Credit Facility described in clause (a) in the definition of Material Credit Facility) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Non‑recourse Indebtedness.

Most Favored Lender. (a) If at any time a Material Credit Facility shall contain any financial covenant that relates to one or more numerical measures of the financial condition or results of operations (consolidated or otherwise) of the Company or the Trust (however expressed and whether stated as a ratio, as a fixed threshold, as an event of default, or otherwise, including, without limitation, financial covenants of the type included in Section 9.36.196.19, 9.56.21(iii6.21(iii) and 9.66.21(iv6.21(iv) of the Material Credit Facility described in clause (a) in of the definition of “Material Credit Facility”) (or any thereof shall be amended, restated or otherwise modified) and such financial covenant is not contained in this Agreement or would be more beneficial, directly or indirectly, to the holders of the Notes than the financial covenants in Sections 10.7 through 10.10 of this Agreement as of the date hereof (any such financial covenant, a “Financial Covenant”), then the Company shall promptly (but in any event within ten Business Days from the occurrence thereof) provide written notice thereof to the holders of the Notes, which notice shall refer specifically to this Section 9.8 and shall describe in reasonable detail the Financial Covenant and the relevant ratios or thresholds contained therein. Thereupon, such Financial Covenant shall be deemed automatically incorporated by reference into Section 10 of this Agreement, mutatis mutandis, as if set forth fully herein, without any further action required on the part of any Person, effective as of the date when such Financial Covenant became effective under such Material Credit Facility. Upon the request of the Required Holders, the Company shall enter into an additional agreement or an amendment to this Agreement (as the Required Holders may request), evidencing the incorporation of such Financial Covenant into this Agreement substantially as provided for in the Material Credit Facility. Notwithstanding the foregoing, this Section shall not apply to covenants contained in any agreements or documents evidencing or securing Non-recourse Indebtedness.