Common use of Financing Assumption Condition Clause in Contracts

Financing Assumption Condition. The BRI Partnership and the Transferor Partnership shall use reasonable efforts to obtain the consent of Lender to the contribution of the Transferor Partnership Interests to the BRI Partnership by the Transferor Partners, to the transfer of ownership of the Transferor Partnership to the BRI Partnership and to obtain the Lender Estoppel Letter. The Transferor Partnership, with the BRI Partnership's cooperation, shall immediately commence to obtain the consent of Lender necessary to permit the contribution of the Transferor Partnership Interests to the BRI Partnership and the transfer of ownership of the Transferor Partnership to the BRI Partnership. The BRI Partnership shall supply any and all documentation and additional information required by Lender in order to promptly complete the request for the consent of Lender to the transactions contemplated hereunder. The Transferor Partnership shall request that Lender state in writing any terms and requirements, including the amount of any Loan Assumption Fees, to be imposed by Lender in connection with its consent to the transactions contemplated hereby. It shall be a condition of Closing that prior to October 15, 1997, Lender shall have granted its consent to the transactions contemplated hereunder on terms and requirements reasonably satisfactory to the BRI Partnership, shall have issued the Lender Estoppel Letter and shall have agreed to release the Transferor Partners from all liability under the Loan Documents. In the event that any of the terms or requirements required by Lender for its consent are not approved by the BRI Partnership, the BRI Partnership may terminate this Agreement by written notice given to the Transferor Partners within fifteen (15) business days after the BRI Partnership have received in writing the terms and requirements of Lender for its consent. In the event either (a) the consent of Lender is not obtained prior to the Closing or (b) the BRI Partnership does not approve the terms and conditions of Lender, including the amount of any Loan Assumption Fees in excess of 1% of the unpaid principal balance, and the BRI Partnership gives timely notice of termination hereunder to the Transferor Agent, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement. In the event the Lender shall not have agreed to release the Transferor Partners from all liability under the Loan Documents or the Lender shall have placed terms and conditions on the Transferor Partners that are unacceptable to them, the Transferor Agent may terminate this Agreement by written notice given to the BRI Partnership within fifteen (15) business days after the Transferor Agent has received in writing notice that the Lender has refused to release the Transferor Partners from liability under the Loan Documents or has imposed such unacceptable terms and conditions. If the Transferor Agent gives timely notice of termination to the BRI Partnership, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement.

Financing Assumption Condition. The BRI Partnership and the Transferor Partnership shall use reasonable efforts to obtain the consent of Lender to the contribution of the Transferor Partnership Interests to the BRI Partnership by the Transferor Partners, to the transfer of ownership of the Transferor Partnership to the BRI Partnership, to the assignment by the Borrower Corporate General Partner of all of its interests in the Borrower Partnership to the Borrower LLC General Partner, to the withdrawal from the Borrower Partnership of the Borrower Corporate General Partner, and to the admission to the Borrower Partnership of the Borrower LLC General Partner as a fifty percent (50%) general partner, and to obtain the Lender Estoppel Letter. The Transferor Partnership, with the BRI Partnership's cooperation, shall immediately commence to obtain the consent of Lender necessary to permit the contribution of the Transferor Partnership Interests to the BRI Partnership and Partnership, the transfer of ownership of the Transferor Partnership to the BRI Partnership, to the assignment by the Borrower Corporate General Partner of all of its interests in the Borrower Partnership to the Borrower LLC General Partner, to the withdrawal from the Borrower Partnership of the Borrower Corporate General Partner, and to the admission to the Borrower Partnership of the Borrower LLC General Partner as a fifty percent (50%) general partner. The BRI Partnership shall supply any and all documentation and additional information required by Lender in order to promptly complete the request for the consent of Lender to the transactions contemplated hereunder. The Transferor Partnership shall request that Lender state in writing any terms and requirements, including the amount of any Loan Assumption Fees, to be imposed by Lender in connection with its consent to the transactions contemplated hereby. It shall be a condition of Closing that prior to October 15, 1997, Lender shall have granted its consent to the transactions contemplated hereunder on terms and requirements reasonably satisfactory to the BRI Partnership, shall have issued the Lender Estoppel Letter and shall have agreed to release the Transferor Partners from all liability under the Loan Documents. In the event that any of the terms or requirements required by Lender for its consent are not approved by the BRI Partnership, the BRI Partnership may terminate this Agreement by written notice given to the Transferor Partners within fifteen (15) business days after the BRI Partnership have received in writing the terms and requirements of Lender for its consent. In the event either (a) the consent of Lender is not obtained prior to the Closing or (b) the BRI Partnership does not approve the terms and conditions of Lender, including the amount of any Loan Assumption Fees in excess of 1% of the unpaid principal balance, and the BRI Partnership gives timely notice of termination hereunder to the Transferor Agent, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement. In the event the Lender shall not have agreed to release the Transferor Partners from all liability under the Loan Documents or the Lender shall have placed terms and conditions on the Transferor Partners that are unacceptable to them, the Transferor Agent may terminate this Agreement by written notice given to the BRI Partnership within fifteen (15) business days after the Transferor Agent has received in writing notice that the Lender has refused to release the Transferor Partners from liability under the Loan Documents or has imposed such unacceptable terms and conditions. If the Transferor Agent gives timely notice of termination to the BRI Partnership, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement.

Financing Assumption Condition. The BRI Partnership and the Transferor Partnership shall use reasonable efforts to obtain the consent of Lender to the contribution of the Transferor Partnership Interests to the BRI Partnership by the Transferor Partners, to the transfer of ownership of the Transferor Partnership to the BRI Partnership, to the assignment by the Borrower Corporate General Partner of all of its interests in the Borrower Partnership to the Borrower LLC General Partner, to the withdrawal from the Borrower Partnership of the Borrower Corporate General Partner, and to the admission to the Borrower Partnership of the Borrower LLC General Partner as a fifty percent (50%) general partner, and to obtain the Lender Estoppel Letter. The Transferor Partnership, with the BRI Partnership's cooperation, shall immediately commence to obtain the consent of Lender necessary to permit the contribution of the Transferor Partnership Interests to the BRI Partnership and Partnership, the transfer of ownership of the Transferor Partnership to the BRI Partnership, to the assignment by the Borrower Corporate General Partner of all of its interests in the Borrower Partnership to the Borrower LLC General Partner, to the withdrawal from the Borrower Partnership of the Borrower Corporate General Partner, and to the admission to the Borrower Partnership of the Borrower LLC General Partner as a fifty percent (50%) general partner. The BRI Partnership shall supply any and all documentation and additional information required by Lender in order to promptly complete the request for the consent of Lender to the transactions contemplated hereunder. The Transferor Partnership shall request that Lender state in writing any terms and requirements, including the amount of any Loan Assumption Fees, to be imposed by Lender in connection with its consent to the transactions contemplated hereby. It shall be a condition of Closing that prior to October 15, 1997, Lender shall have granted its consent to the transactions contemplated hereunder on terms and requirements reasonably satisfactory to the BRI Partnership, shall have issued the Lender Estoppel Letter and shall have agreed to release the Transferor Partners from all liability under the Loan Documents. In the event that any of the terms or requirements required by Lender for its consent are not approved by the BRI Partnership, the BRI Partnership may terminate this Agreement by written notice given to the Transferor Partners within fifteen (15) business days after the BRI Partnership have received in writing the terms and requirements of Lender for its consent. In the event either (a) the consent of Lender is not obtained prior to the Closing or (b) the BRI Partnership does not approve the terms and conditions of Lender, including the amount of any Loan Assumption Fees in excess of 1% of the unpaid principal balance, and the BRI Partnership gives timely notice of termination hereunder to the Transferor Agent, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement. In the event the Lender shall not have agreed to release the Transferor Partners from all liability under the Loan Documents or the Lender shall have placed terms and conditions on the Transferor Partners that are unacceptable to them, the Transferor Agent may terminate this Agreement by written notice given to the BRI Partnership within fifteen (15) business days after the Transferor Agent has received in writing notice that the Lender has refused to release the Transferor Partners from liability under the Loan Documents or has imposed such unacceptable terms and conditions. If the Transferor Agent gives timely notice of termination to the BRI Partnership, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement.

Financing Assumption Condition. The BRI Partnership and the Transferor Partnership shall use reasonable efforts to obtain the consent of Lender to the contribution of the Transferor Partnership Interests to the BRI Partnership by the Transferor Partners, to the transfer of ownership of the Transferor Partnership to the BRI Partnership and to obtain the Lender Estoppel Letter. The Transferor Partnership, with the BRI Partnership's cooperation, shall immediately commence to obtain the consent of Lender necessary to permit the contribution of the Transferor Partnership Interests to the BRI Partnership and the transfer of ownership of the Transferor Partnership to the BRI Partnership. The BRI Partnership shall supply any and all documentation and additional information required by Lender in order to promptly complete the request for the consent of Lender to the transactions contemplated hereunder. The Transferor Partnership shall request that Lender state in writing any terms and requirements, including the amount of any Loan Assumption Fees, to be imposed by Lender in connection with its consent to the transactions contemplated hereby. It shall be a condition of Closing that prior to October 15, 1997, Lender shall have granted its consent to the transactions contemplated hereunder on terms and requirements reasonably satisfactory to the BRI Partnership, shall have issued the Lender Estoppel Letter and shall have agreed to release the Transferor Partners from all liability under the Loan Documents. It shall also be a condition of Closing that prior to October 15, 1997 the Subordinated Lender shall have agreed to accept a full pay-off of the Subordinated Note, including without limitation, the Minimum Additional Interest, Shared Income Interest, and Shared Appreciation Features of the Subordinated Note, as such terms are defined in the Subordinated Note, on terms and conditions satisfactory to the Transferor Partnership and the BRI Partnership. In the event that any of the terms or requirements required by Lender or the Subordinated Lender for its consent their respective consents or agreements are not approved by the BRI Partnership, the BRI Partnership may terminate this Agreement by written notice given to the Transferor Partners within fifteen (15) business days after the BRI Partnership have received in writing the terms and requirements of Lender and the Subordinated Lender for its consenttheir respective consents or agreements. In the event either (a) the consent of Lender is and agreement of Subordinated Lender are not obtained prior to the Closing or (b) the BRI Partnership does not approve the terms and conditions of Lender and the Subordinated Lender, including the amount of any Loan Assumption Fees in excess of 1% of the unpaid principal balance, and the BRI Partnership gives timely notice of termination hereunder to the Transferor Agent, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement. In the event the Lender or the Subordinated Lender shall not have agreed to release the Transferor Partners from all liability under the applicable Loan Documents or the Lender or the Subordinated Lender shall have placed terms and conditions on the Transferor Partners that are unacceptable to themthem or the Subordinated Lender shall not have agreed to the pay-off of the Subordinated Note on terms acceptable to the Transferor Partnership, the Transferor Agent may terminate this Agreement by written notice given to the BRI Partnership within fifteen (15) business days after the Transferor Agent has received in writing notice that the Lender or the Subordinated Lender has refused to release the Transferor Partners from liability under the Loan Documents or has imposed such unacceptable terms and conditionsconditions or that the Subordinated Lender has not agreed to the pay-off of the Subordinated Note described above on such acceptable terms. If the Transferor Agent gives timely notice of termination to the BRI Partnership, this Agreement shall terminate without further action by any party, and, thereafter this Agreement shall be void and without recourse to all parties, except for provisions which are expressly stated to survive termination of this Agreement.