Lien Release Dividend Clause Samples
Lien Release Dividend. Notwithstanding any provision contained in this Agreement to the contrary, provided no Event of Default has occurred and no Unmatured Event of Default exists, on a Lien Release Dividend Date, the Borrower may dividend to the Transferor any Loan Assets that were sold by the Transferor to the Borrower, or portions thereof (each, a “Lien Release Dividend”), subject to the following terms and conditions, as certified by the Borrower and the Transferor to the Administrative Agent (with a copy to the Collateral Agent and the Collateral Custodian):
(i) The Borrower and the Transferor shall have given the Administrative Agent, with a copy to the Collateral Agent and the Collateral Custodian, at least five Business Days prior written notice requesting that the Administrative Agent consent to the effectuation of a Lien Release Dividend, in the form of Exhibit I hereto and which shall contain a list specifying all Loan Assets or portions thereof to be transferred (a “Notice and Request for Consent”), which consent shall be given in the sole and absolute discretion of the Administrative Agent; provided that the Administrative Agent will endeavor to promptly respond to the Notice and Request for Consent but if the Administrative Agent shall not have responded to the Notice and Request for Consent by 11:00 a.m. on the day that is one Business Day prior to the proposed Lien Release Dividend Date, the Administrative Agent shall be deemed not to have given its consent;
(ii) On any Lien Release Dividend Date, no more than four Lien Release Dividends shall have been made during the 12-month period immediately preceding the proposed Lien Release Dividend Date;
(iii) After giving effect to the Lien Release Dividend on the Lien Release Dividend Date, (A) no Borrowing Base Deficiency, Event of Default or Unmatured Event of Default shall exist, (B) the representations and warranties contained in Sections 4.01, 4.02 and 4.03 hereof shall continue to be correct in all material respects, except to the extent relating to an earlier date, (C) the eligibility of any Loan Asset remaining as part of the Collateral Portfolio after the Lien Release Dividend will be redetermined as of the Lien Release Dividend Date, (D) no claim shall have been asserted or proceeding commenced challenging the enforceability or validity of any of the Required Loan Documents and (E) there shall have been no Material Adverse Effect with respect to the Servicer or the Borrower;
(iv) Such Lien Release Dividend m...
Lien Release Dividend. In connection with any Loan for which a Lien Release Dividend is effected in accordance with Section 2.07(g), and within two (2) Business Days after written receipt from the Servicer of a request for release of documents and receipt in the form of Exhibit J, (which certification shall include a statement to the effect that a Lien Release Dividend is being effected as to such Loan), the Collateral Custodian shall promptly release the related Required Loan Documents for such Loan to the Borrower.
Lien Release Dividend. In connection with any Collateral Asset for which a Lien Release Dividend is effected in accordance with Section 2.07(g), and within two (2) Business Days after written receipt from the Collateral Manager of a request for release of documents and receipt in the form of Exhibit L, (which certification shall include a statement to the effect that a Lien Release Dividend is being effected as to such Collateral Asset), the Collateral Custodian shall promptly release the related Required Loan Documents for such Collateral Asset to the Borrower.
Lien Release Dividend. Notwithstanding any provision contained in this Agreement to the contrary, provided no Event of Default has occurred and no Unmatured Event of Default exists, on a Lien Release Dividend Date, the Borrower may dividend to the Equityholder and the Equityholder may dividend to the Transferor a portion of those Loan Assets that were sold by the Transferor to the Equityholder and by the Equityholder to the Borrower, or portions thereof (each, a “Lien Release Dividend”), subject to the following terms and aggregate Outstanding Balance of any month during such 12-month period (or such lesser number of months as shall have elapsed as of such date).
Lien Release Dividend. (a) Notwithstanding any provision contained in this Agreement to the contrary, in connection with Lien Release Dividends under the Purchase Agreement and the Loan Funding Agreement, and upon satisfaction of all conditions precedent to and the consummation of the Lien Release Dividends under both Agreements, the Pledged Supplemental Interests relating to any Loans (but not any portions of such Loans) transferred in connection with such Lien Release Dividends (the "RELATED SUPPLEMENTAL INTERESTS") shall be released from the Lien of this Security Agreement (the "RELEASE").
(b) The Seller hereby agrees to pay the reasonable legal fees and expenses of the Buyer, the Escrow Agent, the Deal Agent and the Secured Parties in connection with such Release.
(c) In connection with the Release, on the related Lien Release Dividend Dates (or if such dates are different, on the Lien Release Dividend Date under the Purchase Agreement), the Buyer shall, at the expense of the Seller (i) execute such instruments of release with respect to the Related Supplemental Interests to be transferred to the Seller, in recordable form if necessary, in favor of the Seller as the Seller may reasonably request, (ii) deliver or cause the Escrow Agent to deliver any portion of the Related Supplemental Interests to be transferred to the Seller in their possession to the Seller and (iii) otherwise take such actions, and cause or permit the Escrow Agent to take such actions, as are necessary and appropriate to release the Lien of the Buyer on the Related Supplemental Interests to be transferred to the Seller and release and deliver to the Seller the Related Supplemental Interests to be transferred to the Seller.
Lien Release Dividend. The Borrower may during the Revolving Period dividend to the Transferor one or more Loan Assets or portions thereof (each, a “Lien Release Dividend”) so long as on the Loan Asset Transfer Date each of the conditions set forth in Section 2.07(f) have been satisfied in full and the Borrower shall have delivered a certificate to the Administrative Agent, dated the Loan Asset Transfer Date, stating such conditions have been so satisfied.