Common use of Disposition of Properties Clause in Contracts

Disposition of Properties. The Administrative Agent may, and at the direction of the Majority Lenders or pursuant to a Thirty-Three Percent Lender Instruction shall, require the Borrowers by written notice to sell or transfer (i) any Property that does not constitute a Financed Property within ninety (90) days following the acquisition of such Property (or, if later, ninety (90) days following the Closing Date) and (ii) any Disqualified Property or a Disqualified Non-Conforming Property (a) that fails to satisfy items 17, 18, 21 or 22 set forth on Schedule I-A or Schedule I-B, as applicable, or (b) to the extent any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property and, in each case of clauses (a) and (b) above, such failure or such Adverse Claim, litigation or governmental proceeding could reasonably be expected to result in liability for the applicable Borrower in excess of the Allocated Loan Amount in respect of such Property and such liability is not otherwise covered by insurance, title insurance or other indemnity. Upon such written notice, the Borrowers shall sell or transfer such identified properties as soon as reasonably practicable and in any event within one hundred and twenty (120) days after the date of such notice; provided that, if any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property which may result in liability for the applicable Borrower, adequate reserves reasonably satisfactory to the Administrative Agent shall have been, or upon such sale or disposition shall be, deposited in the Special Reserves Account (without duplication in respect of any amounts deposited in the Eligibility Reserves Account with respect to such Adverse Claim, litigation or governmental proceeding).

Disposition of Properties. The Administrative Agent may, and at the direction of the Majority Lenders or pursuant to a Thirty-Three Percent Lender Instruction shall, require the Borrowers by written notice to sell or transfer (i) any Property that does not constitute a Financed Property within ninety (90) days following the acquisition of such Property (orProperty, if later, ninety (90) days following the Closing Date) and (ii) any Disqualified Exception Property or a and (iii) any Disqualified Non-Conforming Property (a) that fails to satisfy items 1715, 1816, 21 19 or 22 20 set forth on Schedule I-A or Schedule I-B, as applicable, or (b) to the extent any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property and, in each case of clauses (a) and (b) above, such failure or such Adverse Claim, litigation or governmental proceeding could reasonably be expected to result in liability for the applicable Borrower in excess of the Allocated Loan Amount in respect of such Property and such liability is not otherwise covered by insurance, title insurance or other indemnity. Upon such written notice, the Borrowers shall sell or transfer such identified properties as soon as reasonably practicable and in any event within one hundred and twenty (120) days after the date of such notice; provided that, if any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property which may result in liability for the applicable Borrower, adequate reserves reasonably satisfactory to the Administrative Agent shall have been, or upon such sale or disposition shall be, deposited in the Special Reserves Account (without duplication in respect of any amounts deposited in the Eligibility Reserves Account with respect to such Adverse Claim, litigation or governmental proceeding).

Disposition of Properties. The Administrative Agent maymay (unless any Fifty Percent Lender shall deliver a Fifty Percent Lender Objection with respect thereto), and at the direction of the Majority Lenders or pursuant to a Thirty-Three Percent Lender Instruction shall, require the Borrowers by written notice to sell or transfer (i) any Property that does not constitute a Financed Property within ninety (90) days following the acquisition of such Property (or, if later, ninety (90) days following the Closing Date) and (ii) any Disqualified Property or a Disqualified Non-Conforming Property (a) that fails to satisfy items 17, 18, 21 or 22 set forth on Schedule I-A or Schedule I-B, as applicable, or (b) to the extent any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property and, in each case of clauses (a) and (b) above, such failure or such Adverse Claim, litigation or governmental proceeding could reasonably be expected to result in liability for the applicable Borrower in excess of the Allocated Loan Amount in respect of such Property and such liability is not otherwise covered by insurance, title insurance or other indemnity. Upon such written notice, the Borrowers shall sell or transfer such identified properties as soon as reasonably practicable and in any event within one hundred and twenty (120) days after the date of such notice; provided that, if any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property which may result in liability for the applicable Borrower, adequate reserves reasonably satisfactory to the Administrative Agent shall have been, or upon such sale or disposition shall be, deposited in the Special Reserves Account (without duplication in respect of any amounts deposited in the Eligibility Reserves Account with respect to such Adverse Claim, litigation or governmental proceeding).

Disposition of Properties. The Administrative Agent may, and at the direction of the Majority Lenders or pursuant to a Thirty-Three Percent Lender Instruction shall, require the Borrowers by written notice to sell or transfer (i) any Property that does not constitute a Financed Property within ninety (90) days following the acquisition of such Property (or, if later, ninety (90) days following the Closing Date) and (ii) any Disqualified Property or a Disqualified Non-Conforming Property (a) that fails to satisfy items 17, 18, 21 or 22 set forth on Schedule I-A or Schedule I-B, as 176 applicable, or (b) to the extent any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property and, in each case of clauses (a) and (b) above, such failure or such Adverse Claim, litigation or governmental proceeding could reasonably be expected to result in liability for the applicable Borrower in excess of the Allocated Loan Amount in respect of such Property and such liability is not otherwise covered by insurance, title insurance or other indemnity. Upon such written notice, the Borrowers shall sell or transfer such identified properties as soon as reasonably practicable and in any event within one hundred and twenty (120) days after the date of such notice; provided that, if any Adverse Claim, litigation or governmental proceeding is existing or pending or, to the actual knowledge of the relevant Property Manager or any Responsible Officer of the Parent, threatened against such Property which may result in liability for the applicable Borrower, adequate reserves reasonably satisfactory to the Administrative Agent shall have been, or upon such sale or disposition shall be, deposited in the Special Reserves Account (without duplication in respect of any amounts deposited in the Eligibility Reserves Account with respect to such Adverse Claim, litigation or governmental proceeding).