Common use of Unencumbered Leverage Ratio Clause in Contracts

Unencumbered Leverage Ratio. The ratio of (i) Unsecured Indebtedness of the Parent and its Subsidiaries to (ii) Unencumbered Asset Value, to be greater than 0.60 to 1.00 for the fiscal quarter of the Parent most recently ending, provided, however, that if such ratio is greater than 0.60 to 1.00 but is not greater than 0.65 to 1.00, then the Borrower shall be deemed to be in compliance with this subsection (d) so long as (i) the Borrower completed a Material Acquisition which resulted in such ratio (after giving effect to such Material Acquisition) exceeding 0.60 to 1.00 during the fiscal quarter in which such Material Acquisition took place and for the immediately subsequent fiscal quarter, (ii) the Borrower has not maintained compliance with this subsection (d) in reliance on this proviso for more than two (2) non-consecutive fiscal quarters, and (iii) such ratio (after giving effect to such Material Acquisition) is not greater than 0.65 to 1.00 for such fiscal quarter, provided, further, that the Borrower shall not be in breach of this clause (d) if, on or prior to the date the Borrower delivers the applicable Compliance Certificate as required under Section 8.3., the Borrower makes a principal prepayment of Unsecured Indebtedness in an amount sufficient to cause the Borrower to be in compliance with this clause (d) after giving effect to such prepayment. For purposes of calculating this ratio, (A) Unsecured Indebtedness shall be adjusted by deducting therefrom an amount equal to the lesser of (x) Unsecured Indebtedness that by its terms is scheduled to mature on or before the date that is 24 months from the date of calculation and (y) unrestricted cash and Cash Equivalents and (B) Unencumbered Asset Value shall be adjusted by deducting therefrom the amount by which Unsecured Indebtedness is adjusted under clause (A) unless the lesser amount is unrestricted cash and Cash Equivalents, in which event no deduction will be made to the Unencumbered Asset Value..

Unencumbered Leverage Ratio. The (i) For any fiscal quarter ending before June 30, 2020 and any fiscal quarter ending after the Amendment Period, the Borrower shall not permit the ratio of (ix) Unsecured Indebtedness of the Parent Borrower and its Subsidiaries to (iiy) Unencumbered Asset Value, to be greater than 0.60 to 1.00 for the fiscal quarter of the Parent most recently ending, at any time; provided, however, that if such ratio is greater than 0.60 to 1.00 but is not greater than 0.65 to 1.00, then the Borrower shall be deemed to be in compliance with this subsection (dd)(i) so long as (iA) the Borrower completed a Material Acquisition during the fiscal quarter, or the fiscal quarter immediately preceding the fiscal quarter, in which resulted in such ratio first exceeded 0.60 to 1.00, (after giving effect to B) such Material Acquisition) exceeding ratio does not exceed 0.60 to 1.00 during for a period of more than three consecutive fiscal quarters immediately following the fiscal quarter in which such Material Acquisition took place and for the immediately subsequent fiscal quarterwas completed, (iiC) the Borrower has not maintained compliance with this subsection (dd)(i) in reliance on this proviso for more than two (2) non-consecutive fiscal quarters, times during the term of this Agreement and (iiiD) such ratio (after giving effect to such Material Acquisition) is not greater than 0.65 to 1.00 at any time, and (ii) for such the fiscal quarterquarter ending June 30, provided2020 and any subsequent fiscal quarter ending during the Amendment Period (including, furtherfor the avoidance of doubt, that financial covenant compliance for which the Amendment Period Termination Date is the applicable determination date), the Borrower shall not be in breach permit the ratio of this clause (dx) if, on or prior to the date Unsecured Indebtedness of the Borrower delivers the applicable Compliance Certificate as required under Section 8.3.and its Subsidiaries to (y) Unencumbered Asset Value, to be greater than 0.70 to 1.00 at any time; provided, however, that if such ratio is greater than 0.70 to 1.00 but is not greater than 0.75 to 1.00, then the Borrower makes a principal prepayment of Unsecured Indebtedness in an amount sufficient to cause the Borrower shall be deemed to be in compliance with this clause subsection (dd)(ii) after giving effect to such prepayment. For purposes of calculating this ratio, so long as (A) Unsecured Indebtedness shall be adjusted by deducting therefrom an amount equal to the lesser of Borrower has not previously maintained compliance with this subsection (xd)(ii) Unsecured Indebtedness that by its terms is scheduled to mature in reliance on or before this proviso two times during the date that is 24 months from the date of calculation and (y) unrestricted cash and Cash Equivalents Amendment Period and (B) Unencumbered Asset Value shall be adjusted by deducting therefrom the amount by which Unsecured Indebtedness such ratio is adjusted under clause (A) unless the lesser amount is unrestricted cash and Cash Equivalents, in which event no deduction will be made not greater than 0.75 to the Unencumbered Asset Value..1.00 at any time.

Unencumbered Leverage Ratio. The The(i) For any fiscal quarter ending before June 30, 2020 and any fiscal quarter ending after the Amendment Period, the Borrower shall not permit the ratio of (iix) Unsecured Indebtedness of the Parent Borrower and its Subsidiaries to (iiiiy) Unencumbered Asset Value, to be greater than 0.60 to 1.00 for the fiscal quarter of the Parent most recently ending, at any time; provided, however, that if such ratio is greater than 0.60 to 1.00 but is not greater than 0.65 to 1.00, then the Borrower shall be deemed to be in compliance with this subsection (dad)(i) so long as (iiA) the Borrower completed a Material Acquisition during the fiscal quarter, or the fiscal quarter immediately preceding the fiscal quarter, in which resulted in such ratio first exceeded 0.60 to 1.00, (after giving effect to iiB) such Material Acquisition) exceeding ratio does not exceed 0.60 to 1.00 during for a period of more than three consecutive fiscal quarters immediately following the fiscal quarter in which such Material Acquisition took place and for the immediately subsequent fiscal quarterwas completed, (iiiiiC) the Borrower has not maintained compliance with this subsection (dad)(i) in reliance on this proviso for more than two (2) non-consecutive fiscal quarters, times during the term of this Agreement and (iiiivD) such ratio (after giving effect to such Material Acquisition) is not greater than 0.65 to 1.00 at any time., and (ii) for such the fiscal quarterquarter ending June 30, provided2020 and any subsequent fiscal quarter ending during the Amendment Period (including, furtherfor the avoidance of doubt, that financial covenant compliance for which the Amendment Period Termination Date is the applicable determination date), the Borrower shall not be in breach permit the ratio of this clause (dx) if, on or prior to the date Unsecured Indebtedness of the Borrower delivers the applicable Compliance Certificate as required under Section 8.3.and its Subsidiaries to (y) Unencumbered Asset Value, to be greater than 0.70 to 1.00 at any time; provided, however, that if such ratio is greater than 0.70 to 1.00 but is not greater than 0.75 to 1.00, then the Borrower makes a principal prepayment of Unsecured Indebtedness in an amount sufficient to cause the Borrower shall be deemed to be in compliance with this clause subsection (dd)(ii) after giving effect to such prepayment. For purposes of calculating this ratio, so long as (A) Unsecured Indebtedness shall be adjusted by deducting therefrom an amount equal to the lesser of Borrower has not previously maintained compliance with this subsection (xd)(ii) Unsecured Indebtedness that by its terms is scheduled to mature in reliance on or before this proviso two times during the date that is 24 months from the date of calculation and (y) unrestricted cash and Cash Equivalents Amendment Period and (B) Unencumbered Asset Value shall be adjusted by deducting therefrom the amount by which Unsecured Indebtedness such ratio is adjusted under clause (A) unless the lesser amount is unrestricted cash and Cash Equivalents, in which event no deduction will be made not greater than 0.75 to the Unencumbered Asset Value..1.00 at any time.

Unencumbered Leverage Ratio. The ratio of (i) Unsecured Indebtedness of the Parent and its Subsidiaries to (ii) Unencumbered Asset Value, to be greater than 0.60 to 1.00 for the fiscal quarter of the Parent most recently ending, provided, however, that if such ratio is greater than 0.60 to 1.00 but is not greater than 0.65 to 1.00, then the Borrower shall be deemed to be in compliance with this subsection (d) so long as (i) the Borrower completed a Material Acquisition which resulted in such ratio (after giving effect to such Material Acquisition) exceeding 0.60 to 1.00 during the fiscal quarter in which such Material Acquisition took place and for the immediately subsequent fiscal quarter, (ii) the Borrower has not maintained compliance with this subsection (d) in reliance on this proviso for more than two (2) non-consecutive fiscal quarters, and (iii) such ratio (after giving effect to such Material Acquisition) is not greater than 0.65 to 1.00 for such fiscal quarter, provided, further, that the Borrower shall not be in breach of this clause (d) if, on or prior to the date the Borrower delivers the applicable Compliance Certificate as required under Section 8.3., the Borrower makes a principal prepayment of Unsecured Indebtedness in an amount sufficient to cause the Borrower to be in compliance with this clause (d) after giving effect to such prepayment. For purposes of calculating this ratio, (A) Unsecured Indebtedness shall be adjusted by deducting therefrom an amount equal to the lesser of (x) Unsecured Indebtedness that by its terms is scheduled to mature on or before the date that is 24 months from the date of calculation and (y) unrestricted cash and Cash Equivalents and (B) Unencumbered Asset Value shall be adjusted by deducting therefrom the amount by which Unsecured Indebtedness is adjusted under clause (A) unless the lesser amount is unrestricted cash and Cash Equivalents, in which event no deduction will be made to the Unencumbered Asset Value...

Unencumbered Leverage Ratio. The Borrower shall not permit the ratio of (i) Unsecured Indebtedness of the Parent and its Subsidiaries to (ii) Unencumbered Asset Value, to be greater than 0.60 to 1.00 for the fiscal quarter of the Parent most recently ending, at any time; provided, however, that if such ratio is greater than 0.60 to 1.00 but is not greater than 0.65 to 1.00, then the Borrower shall be deemed to be in compliance with this subsection (d) so long as (i) the Borrower completed a Material Acquisition during the fiscal quarter, or the fiscal quarter immediately preceding the fiscal quarter, in which resulted in such ratio first exceeded 0.60 to 1.00, (after giving effect to ii) such Material Acquisition) exceeding ratio does not exceed 0.60 to 1.00 during for a period of more than three consecutive fiscal quarters immediately following the fiscal quarter in which such Material Acquisition took place and for the immediately subsequent fiscal quarterwas completed, (iiiii) the Borrower has not maintained compliance with this subsection (d) in reliance on this proviso for more than two (2) non-consecutive fiscal quarters, times during the term of this Agreement and (iiiiv) such ratio (after giving effect to such Material Acquisition) is not greater than 0.65 to 1.00 for at any time. (e) The Credit Agreement is hereby further amended by restating Section 9.1.(f)(i) thereof in its entirety as follows: (i) Investments in Unconsolidated Affiliates and other Persons that are not Subsidiaries (other than RMR Managed REITs and RMR Inc.), such fiscal quarter, provided, further, that the Borrower shall not be aggregate value of such Investments (determined in breach a manner consistent with the definition of this clause (d) if, on or prior to the date the Borrower delivers the applicable Compliance Certificate as required under Section 8.3., the Borrower makes a principal prepayment of Unsecured Indebtedness in an amount sufficient to cause the Borrower to be in compliance with this clause (d) after giving effect to such prepayment. For purposes of calculating this ratio, (A) Unsecured Indebtedness shall be adjusted by deducting therefrom an amount equal to the lesser of (x) Unsecured Indebtedness that by its terms is scheduled to mature on or before the date that is 24 months from the date of calculation and (y) unrestricted cash and Cash Equivalents and (B) Unencumbered Total Asset Value shall be adjusted by deducting therefrom or, if not contemplated under the amount by which Unsecured Indebtedness is adjusted under clause (A) unless the lesser amount is unrestricted cash and Cash Equivalents, in which event no deduction will be made to the Unencumbered definition of Total Asset Value.., as determined in accordance with GAAP) exceeds 10.0% of Total Asset Value at any time;