Common use of Ineligible Collateral Clause in Contracts

Ineligible Collateral. At the direction of the Facility Agent (in its sole discretion), the Borrower shall divest any asset that does not satisfy the definition of “Eligible Collateral Obligation” or “Permitted Investment” if the Facility Agent determines that the Borrower’s ownership of such asset could (i) have materially adverse regulatory consequences on any Lender (in such Xxxxxx’s sole discretion), (ii) results in any reputational harm to any Lender (in such Xxxxxx’s sole discretion) or (iii) results in unfavorable capital treatment for any Lender (in such Lender’s sole discretion). The Facility Agent agrees to cooperate in good faith with any waivers necessary to permit such divestiture. The Borrower shall not decline to receive or subsequently sell or transfer any non-Loan asset received in connection with any workout or restructuring of any asset owned by the Borrower, unless otherwise consented to by the Facility Agent in its sole discretion.

Ineligible Collateral. At the direction of the Facility Agent (in its sole discretion), the Borrower shall divest any asset that does not satisfy the definition of “Eligible Collateral Obligation” or “Permitted Investment” if the Facility Agent determines that the Borrower’s ownership of such asset could (i) have materially adverse regulatory consequences on any Lender (in such XxxxxxLxxxxx’s sole discretion), (ii) results in any reputational harm to any Lender (in such XxxxxxLxxxxx’s sole discretion) or (iii) results in unfavorable capital treatment for any Lender (in such Lender’s sole discretion). The Facility Agent agrees to cooperate in good faith with any waivers necessary to permit such divestiture. The Borrower shall not decline to receive or subsequently sell or transfer any non-Loan asset received in connection with any workout or restructuring of any asset owned by the Borrower, unless otherwise consented to by the Facility Agent in its sole discretion.

Ineligible Collateral. At the direction of the Facility Agent (in its sole discretion), the Borrower shall divest any asset that does not satisfy the definition of “Eligible Collateral Obligation” or “Permitted Investment” if the Facility Agent determines that the Borrower’s ownership of such asset could (i) have materially adverse regulatory consequences on any Lender (in such XxxxxxLender’s sole discretion), (ii) results in any reputational harm to any Lender (in such XxxxxxLender’s sole discretion) or (iii) results in unfavorable capital treatment for any Lender (in such Lender’s sole discretion). The Facility Agent agrees to cooperate in good faith with any waivers necessary to permit such divestiture. The Borrower shall not decline to receive or subsequently sell or transfer any non-Loan asset received in connection with any workout or restructuring of any asset owned by the Borrower, unless otherwise consented to by the Facility Agent in its sole discretion.

Ineligible Collateral. At the direction of the Facility Agent (in its sole discretion), the Borrower shall promptly divest any asset that does not satisfy the definition of “Eligible Collateral Obligation” or “Permitted Investment” if (a) any Lender determines that such asset is reasonably likely to result in any reputational harm to such Lender (in such Lender’s sole discretion) or (b) the Facility Agent determines that the Borrower’s ownership of such asset could is reasonably likely to (ix) have materially adverse regulatory consequences on for any Lender (in such Xxxxxx’s sole discretion), (ii) results in any reputational harm to any Lender (in such XxxxxxLender’s sole discretion) or (iiiy) results result in unfavorable capital treatment for any Lender (in such Lender’s sole discretion). The Facility Agent agrees to cooperate in good faith with any waivers necessary to permit such divestiture. The Borrower shall divestiture and acknowledges that it does not decline have any discretion with respect to receive or subsequently sell or transfer any non-Loan asset received in connection with any workout or restructuring selecting the purchaser of any asset owned by the Borrower, unless otherwise consented divested pursuant to by the Facility Agent in its sole discretionthis Section 10.28.