Common use of Unencumbered Leverage Ratio Clause in Contracts

Unencumbered Leverage Ratio. As at the end of each fiscal quarter of the Borrower, the Unencumbered Leverage Ratio to exceed 60%; provided that the Borrower shall be permitted to cure any non-compliance with this Unencumbered Leverage Ratio covenant by designating additional Eligible Unencumbered Assets and delivering a Guaranty executed by the applicable Subsidiary Guarantor within forty-five (45) days after delivery of the financial statements and a Compliance Certificate demonstrating such non-compliance before such non-compliance shall become an Event of Default. Notwithstanding the foregoing, if (x) a Casualty or Condemnation Event occurs at one or more of the Eligible Unencumbered Assets and (y) in the reasonable determination of the Administrative Agent in consultation with the Borrower, such event materially impairs the operations of the portion(s) of such Eligible Unencumbered Asset(s) to which 25% or more of Unencumbered Asset Value is attributable, then, effective as of the date of such Casualty or Condemnation Event, the portion of the Combined Property EBITDA attributable to such impaired portion(s) of such Eligible Unencumbered Asset(s) for the prior 12-month period (the “Impaired Unencumbered Asset Value”) shall be deducted from the calculation of Unencumbered Asset Value. From and after the occurrence of such Casualty or Condemnation Event, any Borrowing of Loans or issuance, renewal or extension of any Letter of Credit (an “Extension of Credit”) shall require the Borrower to demonstrate pro-forma compliance with the financial covenants set forth in this Section 6.11 after giving effect to such Extension of Credit and the deduction of the Impaired Unencumbered Asset Value from Unencumbered Asset Value. If such deduction of Impaired Unencumbered Asset Value results in the non-compliance with any financial covenant set forth in this Section 6.11, the Borrower shall have 90 days from the date of such Casualty or Condemnation Event to cure such non-compliance before such non-compliance shall become an Event of Default.

Unencumbered Leverage Ratio. As at The Parent and the end of each fiscal quarter of the Borrower, Borrower shall not permit the Unencumbered Leverage Ratio to exceed 60%60.0% at any time; provided provided, however, that (I) notwithstanding the foregoing if the Covenant Relief Period ends pursuant to clause (ii) of the definition thereof, during the Ratio Adjustment Period, the Unencumbered Leverage Ratio may exceed 60.0% but shall not exceed 65.0% at any time and (II) after the Ratio Adjustment Period, the Borrower shall have the option, exercisable two times, upon written notice from the Borrower to the Administrative Agent that the Borrower shall be permitted is exercising such option, to cure any non-compliance with this elect that the Unencumbered Leverage Ratio covenant by designating additional Eligible may exceed 60.0% for a period not to exceed two (2) full fiscal quarters, such period to commence on the date set forth in such notice (such period, the “Unencumbered Assets and delivering Leverage Ratio Surge Period”), so long as (i) the Borrower has delivered a Guaranty executed by the applicable Subsidiary Guarantor within forty-five (45) days after delivery of the financial statements and a Compliance Certificate demonstrating such non-compliance before such non-compliance shall become an Event of Default. Notwithstanding the foregoing, if (x) a Casualty or Condemnation Event occurs at one or more of the Eligible Unencumbered Assets and (y) in the reasonable determination of written notice to the Administrative Agent in consultation with the Borrower, such event materially impairs the operations of the portion(s) of such Eligible Unencumbered Asset(s) to which 25% or more of Unencumbered Asset Value is attributable, then, effective as of the date of such Casualty or Condemnation Event, the portion of the Combined Property EBITDA attributable to such impaired portion(s) of such Eligible Unencumbered Asset(s) for the prior 12-month period (the “Impaired Unencumbered Asset Value”) shall be deducted from the calculation of Unencumbered Asset Value. From and after the occurrence of such Casualty or Condemnation Event, any Borrowing of Loans or issuance, renewal or extension of any Letter of Credit (an “Extension of Credit”) shall require that the Borrower to demonstrate pro-forma compliance with is exercising its option under this subsection (a), (ii) the financial covenants set forth Unencumbered Leverage Ratio does not exceed 65.0% at any time during the Unencumbered Leverage Ratio Surge Period, (iii) the Borrower completed a Material Acquisition which resulted in this Section 6.11 such ratio (after giving effect to such Extension of Credit Material Acquisition) exceeding 60% at any time during the fiscal quarter in which such Material Acquisition took place, and (iv) an Unencumbered Leverage Surge Period was not in effect for the deduction of fiscal quarter immediately preceding the Impaired Unencumbered Asset Value from Unencumbered Asset ValueBorrower’s election. If such deduction of Impaired Unencumbered Asset Value results in the non-compliance with any financial covenant set forth in this Section 6.11, the The Borrower shall have 90 days from the date of such Casualty or Condemnation Event option to cure such non-compliance before such non-compliance shall become exercise both an Event of DefaultUnencumbered Leverage Ratio Surge Period and a Leverage Ratio Surge Period in the same notice.

Unencumbered Leverage Ratio. As at The ratio (the end “Unencumbered Leverage Ratio”) of each fiscal quarter (i) Unsecured Indebtedness of the BorrowerTrust and its Subsidiaries on a consolidated basis to (ii) Unencumbered Property Value, to be greater than 0.60 to 1.00 at any time; provided, that the Unencumbered Leverage Ratio may increase to exceed 60%; provided that up to 0.65 to 1.00 in connection with a Material Acquisition so long as (a) the Borrower shall be permitted completed a Material Acquisition during the quarter in which the Unencumbered Leverage Ratio first exceeded 0.60 to cure any non-1.00, (b) the Unencumbered Leverage Ratio does not exceed 0.60 to 1.00 for a period of more than two fiscal quarters immediately following the fiscal quarter in which such Material Acquisition was completed, (c) the Borrower has not maintained compliance with this Section 9.1.(c) in reliance on this proviso more than three times during the term of this Agreement, and (d) the Unencumbered Leverage Ratio covenant is not greater than 0.65 to 1.00 at any time. For purposes of calculating such ratio, (A) Unsecured Indebtedness shall be adjusted by designating additional Eligible Unencumbered Assets and delivering a Guaranty executed deducting an amount equal to the lesser of (1) the amount by the applicable Subsidiary Guarantor within forty-five (45) days after delivery of the financial statements and a Compliance Certificate demonstrating such non-compliance before such non-compliance shall become an Event of Default. Notwithstanding the foregoing, if (x) a Casualty or Condemnation Event occurs at one or more of the Eligible Unencumbered Assets which Unrestricted Cash exceeds $30,000,000 and (y2) in the reasonable determination amount of Unsecured Indebtedness that by its terms is scheduled to mature within 24 months or is prepayable at par at any time and (B) Unencumbered Property Value shall be adjusted by deducting therefrom the Administrative Agent in consultation with amount by which Unsecured Indebtedness is adjusted under the Borrower, such event materially impairs the operations of the portion(spreceding clause (A) of such Eligible Unencumbered Asset(s) to which 25% or more of Unencumbered Asset Value is attributable, then, effective as of the date of such Casualty or Condemnation Event, the portion of the Combined Property EBITDA attributable to such impaired portion(s) of such Eligible Unencumbered Asset(s) for the prior 12-month period (the “Impaired Unencumbered Asset ValueUnsecured Indebtedness Adjustment”). For the purpose of determining the amount in clause (A)(1) of the preceding sentence, Unrestricted Cash used to make the Unsecured Indebtedness Adjustment shall be deducted from the calculation of Unencumbered Asset Value. From and after the occurrence of such Casualty or Condemnation Event, adjusted to deduct therefrom any Borrowing of Loans or issuance, renewal or extension of any Letter of Credit (an “Extension of Credit”) shall require the Borrower Unrestricted Cash used to demonstrate pro-forma compliance with the financial covenants set forth in this Section 6.11 after giving effect to such Extension of Credit and the deduction reduce Secured Indebtedness as part of the Impaired Unencumbered Asset Value from Unencumbered Asset Value. If such deduction of Impaired Unencumbered Asset Value results in the non-compliance with any financial covenant set forth in this Section 6.11, the Borrower shall have 90 days from the date of such Casualty or Condemnation Event to cure such non-compliance before such non-compliance shall become an Event of DefaultSecured Indebtedness Adjustment.

Unencumbered Leverage Ratio. As at the end of each fiscal quarter of the BorrowerBorrower (other than the end of any fiscal quarter ending during the Covenant Waiver Period, which Covenant Waiver Period shall in no event include the fiscal quarter ending September 30, 2021), the Unencumbered Leverage Ratio to exceed 60%; provided that the Borrower shall be permitted to cure any non-compliance with this Unencumbered Leverage Ratio covenant by designating additional Eligible Unencumbered Assets and delivering a Guaranty executed by the applicable Subsidiary Guarantor within forty-five (45) days after delivery of the financial statements and a Compliance Certificate demonstrating such non-compliance before such non-compliance shall become an Event of Default. Notwithstanding the foregoing, if (x) a Casualty or Condemnation Event occurs at one or more of the Eligible Unencumbered Assets and (y) in the reasonable determination of the Administrative Agent in consultation with the Borrower, such event materially impairs the operations of the portion(s) of such Eligible Unencumbered Asset(s) to which 25% or more of Unencumbered Asset Value is attributable, then, effective as of the date of such Casualty or Condemnation Event, the portion of the Combined Property EBITDA attributable to such impaired portion(s) of such Eligible Unencumbered Asset(s) for the prior 12-month period (the “Impaired Unencumbered Asset Value”) shall be deducted from the calculation of Unencumbered Asset Value. From and after the occurrence of such Casualty or Condemnation Event, any Borrowing of Loans or issuance, renewal or extension of any Letter of Credit (an “Extension of Credit”) shall require the Borrower to demonstrate pro-forma compliance with the financial covenants set forth in this Section 6.11 after giving effect to such Extension of Credit and the deduction of the Impaired Unencumbered Asset Value from Unencumbered Asset Value. If such deduction of Impaired Unencumbered Asset Value results in the non-compliance with any financial covenant set forth in this Section 6.11, the Borrower shall have 90 days from the date of such Casualty or Condemnation Event to cure such non-compliance before such non-compliance shall become an Event of Default.

Unencumbered Leverage Ratio. As at the end of each fiscal quarter of the Borrower, the Unencumbered Leverage Ratio to exceed 60%; provided that the Borrower shall be permitted to cure any non-compliance with this Unencumbered Leverage Ratio covenant by designating additional Eligible Unencumbered Assets and delivering a Guaranty executed by the applicable Subsidiary Guarantor within forty-five (45) days after delivery of the financial statements and a Compliance Certificate demonstrating such non-compliance before such non-compliance shall become an Event of Default. Notwithstanding the foregoing, if (x) a Casualty or Condemnation Event occurs at one or more of the Eligible Unencumbered Assets and (y) in the reasonable determination of the Administrative Agent in consultation with the Borrower, such event materially impairs the operations of the portion(s) of such Eligible Unencumbered Asset(s) to which 25% or more of Unencumbered Asset Value is attributable, then, effective as of the date of such Casualty or Condemnation Event, the portion of the Combined Property EBITDA attributable to such impaired portion(s) of such Eligible Unencumbered Asset(s) for the prior 12-month period (the “Impaired Unencumbered Asset Value”) shall be deducted from the calculation of Unencumbered Asset Value. From and after the occurrence of such Casualty or Condemnation Event, any Borrowing of Loans or issuance, renewal or extension of any Letter of Credit (an “Extension of Credit”) shall require the Borrower to demonstrate pro-forma compliance with the financial covenants set forth in this Section 6.11 after giving effect to such Extension of Credit and the deduction of the Impaired Unencumbered Asset Value from Unencumbered Asset Value. If such deduction of Impaired Unencumbered Asset Value results in the non-compliance with any financial covenant set forth in this Section 6.11, the Borrower shall have 90 days from the date of such Casualty or Condemnation Event to cure such non-compliance before such non-compliance shall become an Event of Default.