F):
H. If deficit in G, has Parent made dividends or distributions in excess of
minimum required to maintain REIT status? (yes or no):
(If H = "no," then in compliance)
II. Section 8.15(b) - Consolidated Leverage Ratio.
A. Consolidated Funded Indebtedness (other than Excluded Contingent Obligations)
at Statement Date:
$
B. Consolidated EBITDA
$
C. Consolidated Leverage Ratio (Line II.A. ̧
(Line II.B ̧ .085)):
%
Maximum permitted: 75%
III. Section 8.15(c) - Consolidated Fixed Charge Coverage Ratio.
A. Consolidated EBITDA:
1. Consolidated Net Income for Subject Period: $
2. Consolidated Interest Charges for Subject Period: $
3. Provision for income taxes for Subject Period: $
4. Depreciation expenses for Subject Period: $
5. Amortization expenses for intangibles for Subject Period: $
6. FF&E Reserves:
$
7. Consolidated EBITDA (Lines III.A.1 + 2 + 3 + 4 + 5 - 6):
$
B. Fixed Charges:
1. Debt service:
$
2. Restricted Payments:
$
3. Fixed Charges (Line III.D.1 plus Line III.D.2): $
C. Consolidated Fixed Charge Coverage Ratio
[(Line III.A.7. + Line III.B. + Line III.C.) ̧ (Line III.D.3)]:
to 1
Minimum required: 1.40 to 1.0
IV.
Section 8.15(d) - Borrowing Base Debt Service Coverage Ratio.
See Borrowing Base Report for a calculation of the ratio.
EXHIBIT E
ASSIGNMENT AND ASSUMPTION
This Assignment and Assumption (this "Assignment and Assumption") is dated as of
the Effective Date set forth below and is entered into by and between
[the][each]1
Assignor identified in item 1 below ([the][each, an] "Assignor")
and [the][each] Assignee identified in item 2 below ([the][each, an]
"Assignee"). [It is understood and agreed that the rights and obligations of
[the Assignors][the Assignees]2
hereunder are several and not joint.]3
Capitalized terms used but not defined herein shall have the meanings given to
them in the Credit Agreement identified below (the "Credit Agreement"), receipt
of a copy of which is hereby acknowledged by the Assignee. The Standard Terms
and Conditions set forth in Annex 1 attached hereto are hereby agreed to and
incorporated herein by reference and made a part of this Assignment and
Assumption as if set forth herein in full.
For an agreed consideration, [the][each] Assignor hereby irrevocably sells and
assigns to [the Assignee][the respective Assignees], and [the][each] Assignee
hereby irrevocably purchases and assumes from [the Assignor][the respective
Assignors], subject to and in accordance with the Standard Terms and Conditions
and the Credit Agreement, as of the Effective Date inserted by the
Administrative Agent as contemplated below (i) all of [the Assignor's][the
respective Assignors'] rights and obligations in [its capacity as a
Lender][their respective capacities as Lenders] under the Credit Agreement and
any other documents or instruments delivered pursuant thereto to the extent
related to the amount and percentage interest identified below of all of such
outstanding rights and obligations of [the Assignor][the respective Assignors]
under the respective facilities identified below (including, without limitation,
the Letters of Credit included in such facilities) and (ii) to the extent
permitted to be assigned under applicable law, all claims, suits, causes of