Common use of Limitations on Additional Indebtedness Clause in Contracts

Limitations on Additional Indebtedness. (a) neither the Company nor any of its Restricted Subsidiaries may, directly or indirectly, Incur any Indebtedness except (i) Non-Recourse Indebtedness Incurred in the ordinary course of business; (ii) Indebtedness evidenced by Notes issued on the Issue Date; (iii) Indebtedness of the Company solely to any Restricted Subsidiary, or Indebtedness of any Restricted Subsidiary solely to the Company or to any Restricted Subsidiary, PROVIDED that (x) neither the Company nor any Restricted Subsidiary shall become liable to any Person with respect to such Indebtedness other than the Company or a Restricted Subsidiary and (y) any such Indebtedness of the Company (other than to the Company's financial services segment Subsidiaries) is subordinate and junior in right of payment to the Notes; (iv) Refinancing Indebtedness (A) of any Indebtedness permitted to be Incurred pursuant to this clause (iv) or the immediate following paragraph (b) or (B) of any Indebtedness to the extent outstanding on the Issue Date (other than under the Bank Credit Facility); (v) Indebtedness Incurred solely in respect of performance, completion, guaranty and similar bonds and similar purpose undertakings and Indebtedness under any xxxxxxx money notes, tenders, bids, leases, statutory obligations, surety and appeal bonds, progress statements, government contracts, letters of credit, escrow agreements and other obligations of like nature and deposits made to secure performance of any of the foregoing, in each case in the ordinary course of business; (vi) Indebtedness under the Bank Credit Facility in an aggregate principal amount not to exceed $175,000,000 at any time, and guaranties thereof; (vii) (A) Indebtedness which represents the assumption by the Company or a Restricted Subsidiary of Indebtedness of a Restricted Subsidiary, and (B) Indebtedness of a Restricted Subsidiary represented by guaranties in respect of Indebtedness of another Restricted Subsidiary permitted to be Incurred pursuant to this Indenture and Indebtedness of the Company represented by guaranties in respect of Indebtedness of a Restricted Subsidiary permitted to be Incurred pursuant to this Indenture; (viii) Capitalized Lease Obligations; (ix) Indebtedness under warehouse lines of credit, repurchase agreements and Indebtedness secured by mortgage loan servicing of mortgage lending Subsidiaries in the ordinary course of a mortgage lending business; (x) obligations for, pledge of assets in respect of, and guaranties of, bond financings of political subdivisions or enterprises thereof in the ordinary course of business; (xi) Indebtedness secured by mortgages and mortgage-related assets and Indebtedness representing all mortgage-related liabilities in the ordinary course of the mortgage lending and asset management business; and (xii) Disqualified Capital Stock of Restricted Subsidiaries outstanding on the Issue Date and which may from time to time be issued as required by laws governing the Company's consolidated real estate business.

Limitations on Additional Indebtedness. (a) neither Neither the Company nor any of its Restricted Subsidiaries may, directly or indirectly, Incur any Indebtedness except (i) Non-Recourse Indebtedness Incurred in the ordinary course of business; (ii) Indebtedness evidenced by Notes issued on the Issue Date; (iii) Indebtedness of the Company solely to any Restricted Subsidiary, or Indebtedness of any Restricted Subsidiary solely to the Company or to any Restricted Subsidiary, PROVIDED provided that (x) neither the Company nor any Restricted Subsidiary shall become liable to any Person with respect to such Indebtedness other than the Company or a Restricted Subsidiary and (y) any such Indebtedness of the Company (other than to the Company's financial services segment Subsidiaries) is subordinate and junior in right of payment to the Notes; (iv) Refinancing Indebtedness (Ax) of any Indebtedness permitted to be Incurred pursuant to this clause (iv) or the immediate following paragraph (b) or (By) of any Indebtedness to the extent outstanding on the Issue Date (other than under the Bank Credit Facility); (v) Indebtedness Incurred solely in respect of performance, completion, guaranty and similar bonds and similar purpose undertakings and Indebtedness under any xxxxxxx earnest money notes, tenders, bidsbxxx, leasesxxases, statutory obligations, surety and appeal bonds, progress statements, government contracts, letters of credit, escrow agreements and other obligations of like nature and deposits made to secure performance of any of the foregoing, in each case in the ordinary course of business; (vi) Indebtedness under the Bank Credit Facility in an aggregate principal amount not to exceed $175,000,000 at any time, and guaranties thereof; (vii) (A) Indebtedness which represents the assumption by the Company or a Restricted Subsidiary of Indebtedness of a Restricted Subsidiary, and (B) Indebtedness of a Restricted Subsidiary represented by guaranties in respect of Indebtedness of another Restricted Subsidiary permitted to be Incurred pursuant to this Indenture and Indebtedness of the Company represented by guaranties in respect of Indebtedness of a Restricted Subsidiary permitted to be Incurred pursuant to this Indenture; (viii) Capitalized Lease Obligations; (ix) Indebtedness under warehouse lines of credit, repurchase agreements and Indebtedness secured by mortgage loan servicing of mortgage lending Subsidiaries in the ordinary course of a mortgage lending business; (x) obligations for, pledge of assets in respect of, and guaranties of, bond financings of political subdivisions or enterprises thereof in the ordinary course of business; (xi) Indebtedness secured by mortgages and mortgage-related assets and Indebtedness representing all mortgage-related liabilities in the ordinary course of the mortgage lending and asset management business; and (xii) Disqualified Capital Stock of Restricted Subsidiaries outstanding on the Issue Date and which may from time to time be issued as required by laws governing the Company's consolidated real estate business.)

Limitations on Additional Indebtedness. (a) neither After the date hereof: (i) the Company nor will not, and will not permit any of its Restricted Subsidiaries mayto, directly or indirectly, Incur any Indebtedness except (i) Non-Recourse Indebtedness Incurred in create, incur, assume, guarantee, extend the ordinary course maturity of business; (ii) Indebtedness evidenced by Notes issued on the Issue Date; (iii) Indebtedness of the Company solely to any Restricted Subsidiary, or Indebtedness of any Restricted Subsidiary solely to the Company or to any Restricted Subsidiary, PROVIDED that (x) neither the Company nor any Restricted Subsidiary shall otherwise become liable to any Person with respect to such (collectively, "incur"), any Indebtedness (including without limitation Acquired Indebtedness), other than (A) Junior Subordinated Indebtedness incurred by the Company in compliance with the provisions of the immediately following sentence or a (B) Indebtedness between the Company and its Wholly Owned Restricted Subsidiary and Subsidiaries (y) any provided that such Indebtedness of the Company (other than to the Company's financial services segment Subsidiaries) any Wholly Owned Restricted Subsidiary is subordinate and junior expressly subordinated in right of payment to the Notes; ) or among such Wholly Owned Restricted Subsidiaries (iv) Refinancing Indebtedness (A) provided, however, that any subsequent issue or transfer of any Indebtedness permitted Capital Stock that results in any such Wholly Owned Restricted Subsidiary ceasing to be Incurred pursuant to this clause (iv) a Wholly Owned Restricted Subsidiary or the immediate following paragraph (b) or (B) any transfer of any such Indebtedness to the extent outstanding on the Issue Date (other than under the Bank Credit Facility); (vto a Wholly Owned Restricted Subsidiary) Indebtedness Incurred solely in respect of performance, completion, guaranty and similar bonds and similar purpose undertakings and Indebtedness under any xxxxxxx money notes, tenders, bids, leases, statutory obligations, surety and appeal bonds, progress statements, government contracts, letters of credit, escrow agreements and other obligations of like nature and deposits made to secure performance of any of the foregoingshall be deemed, in each case in case, to constitute the ordinary course incurrence of business; such Indebtedness by the Company) and (viii) Indebtedness under the Bank Credit Facility in an aggregate principal amount Company will not permit any of its Restricted Subsidiaries to exceed $175,000,000 at any time, and guaranties thereof; issue (vii) (A) Indebtedness which represents the assumption by except to the Company or a any of its Wholly Owned Restricted Subsidiary of Indebtedness of a Restricted Subsidiary, and (BSubsidiaries) Indebtedness of a Restricted Subsidiary represented by guaranties in respect of Indebtedness of another Restricted Subsidiary permitted to be Incurred pursuant to this Indenture and Indebtedness of the Company represented by guaranties in respect of Indebtedness of a Restricted Subsidiary permitted to be Incurred pursuant to this Indenture; (viii) Capitalized Lease Obligations; (ix) Indebtedness under warehouse lines of credit, repurchase agreements and Indebtedness secured by mortgage loan servicing of mortgage lending Subsidiaries in the ordinary course of a mortgage lending business; (x) obligations for, pledge of assets in respect of, and guaranties of, bond financings of political subdivisions or enterprises thereof in the ordinary course of business; (xi) Indebtedness secured by mortgages and mortgage-related assets and Indebtedness representing all mortgage-related liabilities in the ordinary course of the mortgage lending and asset management business; and (xii) Disqualified any Capital Stock having a preference in liquidation or with respect to the payment of Restricted Subsidiaries outstanding on the Issue Date and which may from time to time be issued as required by laws governing dividends, unless, after giving effect thereto, the Company's consolidated real estate business.Consolidated Fixed Charge Coverage Ratio on the date thereof would be at least:

Limitations on Additional Indebtedness. (a) neither After December 31, 1999: (i) the Company nor will not, and will not permit any of its Restricted Subsidiaries mayto, directly or indirectly, Incur any Indebtedness except (i) Non-Recourse Indebtedness Incurred in create, incur, assume, guarantee, extend the ordinary course maturity of business; (ii) Indebtedness evidenced by Notes issued on the Issue Date; (iii) Indebtedness of the Company solely to any Restricted Subsidiary, or Indebtedness of any Restricted Subsidiary solely to the Company or to any Restricted Subsidiary, PROVIDED that (x) neither the Company nor any Restricted Subsidiary shall otherwise become liable to any Person with respect to such (collectively, "incur"), any Indebtedness (including without limitation Acquired Indebtedness), other than (A) Junior Subordinated Indebtedness incurred by the Company in compliance with the provisions of the immediately following sentence or a (B) Indebtedness between the Company and its Wholly Owned Restricted Subsidiary and Subsidiaries (y) any provided that such Indebtedness of the Company (other than to the Company's financial services segment Subsidiaries) any Wholly Owned Restricted Subsidiary is subordinate and junior expressly subordinated in right of payment to the Notes; ) or among such Wholly Owned Restricted Subsidiaries (iv) Refinancing Indebtedness (A) provided, however, that any subsequent issue or transfer of any Indebtedness permitted Capital Stock that results in any such Wholly Owned Restricted Subsidiary ceasing to be Incurred pursuant to this clause (iv) a Wholly Owned Restricted Subsidiary or the immediate following paragraph (b) or (B) any transfer of any such Indebtedness to the extent outstanding on the Issue Date (other than under the Bank Credit Facility); (vto a Wholly Owned Restricted Subsidiary) Indebtedness Incurred solely in respect of performance, completion, guaranty and similar bonds and similar purpose undertakings and Indebtedness under any xxxxxxx money notes, tenders, bids, leases, statutory obligations, surety and appeal bonds, progress statements, government contracts, letters of credit, escrow agreements and other obligations of like nature and deposits made to secure performance of any of the foregoingshall be deemed, in each case in case, to constitute the ordinary course incurrence of business; such Indebtedness by the Company) and (viii) Indebtedness under the Bank Credit Facility in an aggregate principal amount Company will not permit any of its Restricted Subsidiaries to exceed $175,000,000 at any time, and guaranties thereof; issue (vii) (A) Indebtedness which represents the assumption by except to the Company or a any of its Wholly Owned Restricted Subsidiary of Indebtedness of a Restricted Subsidiary, and (BSubsidiaries) Indebtedness of a Restricted Subsidiary represented by guaranties in respect of Indebtedness of another Restricted Subsidiary permitted to be Incurred pursuant to this Indenture and Indebtedness of the Company represented by guaranties in respect of Indebtedness of a Restricted Subsidiary permitted to be Incurred pursuant to this Indenture; (viii) Capitalized Lease Obligations; (ix) Indebtedness under warehouse lines of credit, repurchase agreements and Indebtedness secured by mortgage loan servicing of mortgage lending Subsidiaries in the ordinary course of a mortgage lending business; (x) obligations for, pledge of assets in respect of, and guaranties of, bond financings of political subdivisions or enterprises thereof in the ordinary course of business; (xi) Indebtedness secured by mortgages and mortgage-related assets and Indebtedness representing all mortgage-related liabilities in the ordinary course of the mortgage lending and asset management business; and (xii) Disqualified any Capital Stock having a preference in liquidation or with respect to the payment of Restricted Subsidiaries outstanding on the Issue Date and which may from time to time be issued as required by laws governing dividends, unless, after giving effect thereto, the Company's consolidated real estate business.Consolidated Fixed Charge Coverage Ratio on the date thereof would be at least 2.50 to 1, determined on a pro forma basis as if the incurrence of such additional Indebtedness or the issuance of such Capital Stock, as the case may be, and the application of the net proceeds therefrom, had occurred at the beginning of the four-quarter period used to calculate the Company's Consolidated Fixed Charge