Loan Participations. Borrower acknowledges and agrees that Lender may, from time to time, sell or offer to sell interests in the Loan and the Loan Documents to one or more participants. Borrower authorizes Lender to disseminate any information it has pertaining to the Loan, including, without limitation, complete and current credit information on Borrower, any of its principals and any Guarantor, to any such participant or prospective participant.
Loan Participations. The Lender shall have the right in its sole discretion to sell or otherwise transfer or grant participations in its participation in the Loan or any part thereof to any bank or financial institution.
Loan Participations. Borrower acknowledges and agrees that Lender reserves the right to, and shall be permitted to, sell or offer to sell participation interests in the Loan and the Security Documents to one or more participants. Borrower authorizes Lender to disseminate any information that it has pertaining to the Loan, including without limitation financial statements and credit reports and other information relating to Borrower, or otherwise relating to the Project, to any participant or prospective participant in the Loan.
Loan Participations. Borrower will allow Lender to review ------------------- participations from unaffiliated financial institutions, from time to time, and Lender, at its discretion, may limit the Subsidiary Banks' purchase of participations from unaffiliated financial institutions as Lender may deem advisable under sound banking practices.
Loan Participations. Prior to the Effective Time, (a) Seller will transfer out of Seller’s loan portfolio, or otherwise exclude from the Transferred Assets, any Affiliate Participations, and (b) Seller will obtain the return to Seller’s portfolio of the Purchased Loans any participations therein that were previously sold to Seller’s Affiliates by Seller. The sum of the amount of the participations transferred pursuant to clause (a) minus the amount of the participations returned pursuant to clause (b) shall be referred to as the “Participation Adjustment”.
Loan Participations. SL Bank has Previously Disclosed a list and description of all loan participations entered into between, on the one hand, SL Bank and any third party which are reflected on the books and records of SL Bank. A true and complete copy of each document relating to each loan participation has been delivered or made available to the Purchaser Parties.
Loan Participations. Upon reasonable prior notice, Stewardship shall use commercially reasonable efforts to provide Columbia with access to the originating lenders of the Loan Participations for the purpose of enabling Columbia to conduct reasonable due diligence on such Loan Participations; provide that Columbia shall not contract or communicate with the participants of such Loan Participations in any manner relating to Stewardship or Stewardship’s business without Stewardship’s prior approval and Stewardship shall have the right to participate in any such contact or communication.
Loan Participations. 4.1 On and from the Loan Participation Date, we grant to you, and you assume from us, by way of participation on the terms of this Loan Participation Agreement, a Loan Participation Interest equal to your Participation Proportion in Qualitas’ rights, benefits, interests and obligations in respect of a Loan under a Loan Arrangement.
4.2 The purchase price for your Loan Participation Interest will equal your Loan Participation Purchase Price.
4.3 Subject to your compliance with your obligations under this Loan Participation Agreement, if Qualitas receives or recovers any Money Owing (whether by payment, set-off or otherwise) on account of:
(a) principal (whether by way of prepayment or repayment);
(b) interest (including on overdue amounts) which has accrued or been capitalised after the Loan Participation Date; and
(c) any other obligation in connection with that loan but excluding any amount on account of Fees, we will pay to you, subject to clauses 4.4 and 8.1, an amount equal to your Participation Proportion of the Money Owing that has been received (“Participation Proportion Recovered”) within 2 Business Days after its receipt until you have received an aggregate amount equal to:
(d) the Loan Participation Purchase Price; plus
(e) your Participation Proportion of Money Owing on account of interest (including on overdue amounts) which would have accrued or been capitalised after the Loan Participation Date if the applicable interest payable under the Loan Arrangement was the Participation Interest Rate, (“Repayment Amount”).
4.4 Your Participation Interest Rate that is payable pursuant to clause 4.3(e) may be less than the interest rate or return that is paid or payable to Qualitas under the Loan Arrangement. If so, this differential will be applied in payment of the Management Fee under clause 4.5.
4.5 You agree that Qualitas will be entitled to a management fee equal to the amount (if any) by which the Participation Proportion Recovered exceeds your Repayment Amount, payable out of the Participation Proportion Recovered after you have received your Repayment Amount.
4.6 We have no further obligation or liability to you under or in connection with this Loan Participation Agreement on and from the date that all Money Owing recovered by us has been fully and finally distributed in accordance with clause 4.3 and we are satisfied that no additional amounts will be received in respect of the Money Owing (and we may confirm that this agreement has expi...
Loan Participations. PBB has Previously Disclosed a list and description of all loan participations entered into between, on the one hand, PBB and any third party which are reflected on the books and records of PBB. A true and complete copy of each document relating to each loan participation has been delivered to Manhattan.
Loan Participations. Subject to the provisions of this Section 6.23, nothing contained in this Agreement shall be construed as preventing Lender, at any time after the date hereof, from selling, pledging, assigning or transferring the Note so long as the Mortgage Lender has consented thereto, and in connection with any such sale, pledge, assignment or transfer from assigning this Agreement to the purchaser of the Note; provided that as a condition precedent to any such transfer, the assignee shall be required to execute a joinder to the existing Intercreditor Agreement among Borrower’s existing lenders. Notwithstanding the foregoing, the Note is issued as a fully registered instrument and will be registered to the Lender on the books of Borrower (within the meaning of Treasury Regulation Section 1.871-14(c)(1)(i)(A)). The Borrower as registrar of the Note shall treat the Lender as the absolute owner thereof (unless the Borrower has been given notice of the transfer of the Note, in accordance with the provisions of the following sentence) for all purposes, including the right to receive payments of principal of, and interest on, the Note. The right to receive the principal of, and interest on, the Note may be transferred only upon the delivery to the Borrower of written notice of such transfer, duly executed by the registered owner of the Note (or its attorney-in-fact or legal representative) containing information sufficient to enable the Borrower to identify each owner of an interest in the Note, and the surrender of the existing instrument and the reissuance by Borrower to the new holder of such instrument or a replacement instrument. Each successor holder shall acknowledge that in order to obtain the benefit of the “portfolio interest exemption,” such holder shall provide the necessary withholding certificates (i.e., form W-8). Each permitted transfer of ownership of an interest in the Note shall be reflected by an entry on the books of the Borrower after receipt of such notice of transfer. Upon any such sale, pledge, assignment or transfer of the Note and upon assignment of this Agreement to the purchaser of the Note, Lender shall be released and discharged from any liability or responsibility with respect to the Loan Documents and references to “Lender” in this Agreement shall, with respect to any matters thereafter occurring, be deemed to be references to the purchaser of the Note.
