Net Worth / Liquidity Maintenance. At all times during the Loan Term, Guarantor shall maintain and have a minimum net worth of not less than Two Hundred Million Dollars ($200,000,000) (for purposes hereof, (i) such minimum net worth of Guarantor shall exclude any direct or indirect interest in the Security Property, and (ii) not less than Ten Million Dollars ($10,000,000) of such minimum net worth of Guarantor shall consist of cash and cash equivalents, including marketable securities and unfunded capital commitments), as determined in Lender’s reasonable discretion applying Lender’s then current underwriting standards. Without limiting the foregoing, “net worth” shall be determined based on (i) the fair market value of all of the assets of Guarantor (excluding intangible assets (determined in conformity with GAAP, but without straight line adjustments for rent), and excluded intangible assets shall include goodwill, intellectual property, licenses, organizational costs, deferred amounts, covenants not to compete, unearned income, restricted funds, intercompany receivables and accumulated depreciation, but intangible lease rents shall not be excluded), less (ii) all liabilities of Guarantor (as determined in accordance with GAAP, but without straight line adjustments for rent).
