Development of Bid Clause Samples

Development of Bid. The Parties agree to work together in good faith to determine the amount of, and to submit to the Seller a bid for or offer to purchase any Investment (a “Bid”) for which Värde has submitted an affirmative Transaction Response. The Parties agree to take the following actions in connection with any Bid: ▇. ▇▇▇▇▇, Servicing and FC Diversified, or the Prospective Acquirer if other than FC Diversified, in the event that a FirstCity Affiliate is contemplated to invest in the Investment Opportunity, will endeavor to mutually agree to develop and revise, as needed the Agreed Budget. In addition, Servicing will promptly provide to Värde when available, copies of any sale or other transactional materials related to the Qualified Investment Opportunity, and Servicing will provide and update Värde with estimates of Due Diligence Expenses to be incurred in connection with the subject Investment (the “Agreed Budget”). Any revisions to the Agreed Budget must be approved in writing by Värde. ii. The Parties will obtain from the Seller additional information necessary to make a preliminary pricing decision for the Bid. The Parties shall share with each other all such information obtained from the Seller and will cooperate in good faith to make a preliminary determination of the amount of the Bid and will otherwise cooperate and work in good faith together during the due diligence process. iii. Based upon the preliminary pricing for the Bid, Värde and FC Diversified, or the Prospective Acquirer if other than FC Diversified, will determine if there needs to be any adjustment of the ownership percentages as set forth in the Transaction Notice. iv. Servicing will keep Värde apprised as to the identity and cost of third party service providers proposed to be utilized in connection with the implementation of the Asset Business Plan. v. Upon conclusion of final due diligence, Värde and FC Diversified, or the Prospective Acquirer if other than FC Diversified, will evaluate the results. A conclusion will be reached by the Parties as to which course of action to pursue: (i) submit the Bid based on final due diligence results, or (ii) decline to submit any Bid. At this time, or at any time prior thereto, if Värde or FC Diversified, or the Prospective Acquirer if other than FC Diversified, does not agree with the course of action to pursue, then it may opt by written notice to the other Parties not to participate further, in the Investment Opportunity subject to and in accordance wit...