Assumption of Loans. All obligations and duties of Seller under and pursuant to the Loan Documents as of the Closing Date, including, without limitation, the obligation to fund Unfunded Commitments, pursuant to the Assignment and Assumption Agreement attached hereto as Exhibit 2.02(A);
Assumption of Loans. At the Closing, Purchaser (or the assignee which acquires the Concord Facility) shall assume (i) that certain loan in favor of Berkadia Commercial Mortgage, LLC and guaranteed by HUD (the “HUD Loan”) and secured by a first priority mortgage on the Concord Facility, provided that the outstanding balance of principal and interest on the Closing Date shall not exceed Five Million Five Hundred Twenty-Six Thousand Three Hundred Fifty-Five and 00/100 Dollars ($5,526,355.00) and (ii) that certain loan made by Healthcare Properties, LLC (the “Xxxxx Loan”), provided that the outstanding balance of principal and interest on the Closing Date shall not exceed Three Million One Hundred Seventy-Three Thousand Nine and 00/100 Dollars ($3,173,009.00). To the extent that the outstanding balance of either the HUD Loan or the Xxxxx Loan is less than the amounts set forth in this Section 2.3(e), the principal amount of the Seller Note shall increase on a dollar-for-dollar basis. The membership interest of the owner/operator of the Concord Facility shall be pledged as collateral in connection with Purchaser’s assumption of the Xxxxx Loan.
Assumption of Loans. Crown USA hereby acknowledges and agrees to assume the obligation for the repayment of the principal and interest accrued thereon in respect of certain loans made to Crown Russia on or about May 16, 2007 in the aggregate amount of $2.6 million.
Assumption of Loans. 43 Section 2.6
Assumption of Loans. As consideration for the sale of the Projects, Buyer agrees to assume the outstanding principal balances of Sellers’ loans with respect to the Properties identified on Schedule 5 — Assumable Loans attached hereto (“Assumable Loans”). The outstanding principal balance of the Assumable Loans shall be determined as of the Closing Date and shall not exceed $118,000,000 on the Closing Date. Buyer’s obligation to assume the Assumable Loans is subject to Buyer’s receipt of any required approvals therefor from the respective lenders thereof on terms acceptable to Buyer, acting reasonably. Buyer shall exercise good faith efforts to obtain such approvals as of the Closing Date, and Seller agrees to cooperate with Buyer in such efforts. If Buyer is unable to obtain a required lender approval with respect to any Assumable Loan(s) by the Closing Date despite the exercise of good faith effort therefor, the Closing Date with respect to the Project(s) as to which such Assumable Loan(s) relate shall be extended to the third business day next following receipt of such approval(s) (“Approval Delay”). If, despite Buyer’s continued good faith efforts to obtain the approval(s) of lender(s) with respect to the Assumable Loan(s), Buyer is unable to obtain such approval(s), Buyer shall so notify Sellers in writing, whereupon this Agreement shall terminate with respect to the applicable Project(s) associated with such Assumable Loan(s), and the Acquisition Value and applicable Seller Acquisition Value shall each be reduced by the allocable portion thereof attributable to such Project(s) (any such termination as to a Project and reduction of Acquisition Value being an “Approval Withdrawal”).
Assumption of Loans. At the Closing, subject to Purchaser’s obligations under ARTICLE 5, Purchaser shall receive a credit against the Base Purchase Price of each of the Properties in the amount of the outstanding principal balance and all accrued and unpaid interest (if any) thereon, of the applicable Assumed Loan as of the Closing Date. To the extent permitted by the applicable Assumption Lender, any existing reserves, impounds or other accounts maintained in connection with any Assumed Loan shall remain in place, and Purchaser shall provide the applicable Seller with a credit in the amount thereof at the Closing.
Assumption of Loans. Borrowers acknowledge that each Lender, in agreeing to make its pro-rata portion of the Loans available, has examined and relied on the creditworthiness and experience of each of the Borrowers and the other Loan Parties in owning and operating properties such as the Property, and that each Lender will continue to rely on such Borrower's or such Loan Party's ownership and operation (subject to the Property Management Agreement) of the Property as a means of maintaining the value of the Property as security for repayment of the Debt. Borrowers acknowledge that each Lender has a valid interest in maintaining the value of the Property so as to ensure that, should Borrowers default in the repayment of the Debt, such Lender can recover the Debt by a sale of the Property by Administrative Agent, as agent for Lenders. Accordingly, except as otherwise expressly permitted in Section 6.1(j) of this Agreement, Borrowers shall not and shall not allow any other Loan Party to, without the prior written consent of each Lender, transfer the Property, any Asset or any part thereof, or permit the Property, any Asset or any part thereof to be transferred.
Assumption of Loans. In consideration of Lender's consent to ATS becoming a party to the Loan Agreement, ATS assumes and agrees to be jointly and severally liable with Teltronics for all Revolving Loans and the Term Loan outstanding on the date of this Agreement and hereafter outstanding from time to time under the Loan Agreement, together with all fees, expenses and other charges payable in the collection thereof or otherwise in connection therewith.
Assumption of Loans. In consideration of Lender's consent to Interactive becoming a party to the Loan Agreement, Interactive assumes and agrees to be jointly and severally liable with Teltronics and ATS for all Revolving Loans and the Term Loan outstanding on the date of this Agreement and hereafter outstanding from time to time under the Loan Agreement, together with all fees, expenses and other charges payable in the collection thereof or otherwise in connection therewith.
Assumption of Loans. Promptly following the Effective Date, each Seller which owns a financed Property shall request the applicable Lender's consent to the sale of the applicable Property and the assumption by Purchaser or the Applicable Property Transferee of the applicable Loan, and shall, using its commercially reasonable efforts, diligently and in good faith, cooperate with Purchaser's efforts to obtain such consent. Each Seller shall submit to the applicable Lender or its servicer within the later of (i) ten (10) Business Days after the Effective Date or (ii) five (5) Business Days after written request therefor, in writing, with a copy to Purchaser, all information required of each Seller with respect to the assumption of each Loan. From the Effective Date to the Closing Date, each Seller shall use its commercially reasonable efforts to comply in all material respects with all terms, covenants and conditions of all Loan Documents.
