Common use of Material Documents Clause in Contracts

Material Documents. The Borrower will not, nor will it permit any of its Subsidiaries (other than Permitted Other Subsidiaries) to, enter into any termination, modification or amendment of any of the following documents without the prior written consent of the Administrative Agent: (a) Qualified Ground Lease; and (b) Any other material agreement, including without limitation any participating lease or management agreement. provided, however, that so long as no Default or Event of Default has occurred and is continuing, such terminations, modifications or amendments shall be permitted so long as they could not reasonably be expected to (i) cause a Material Adverse Change or (ii) impair or otherwise adversely affect in any material respect the interests or rights of the Administrative Agent or any Bank, in each case after taking into account the effect of any agreements that supplement or serve to replace, in whole or in part, such Qualified Ground Leases or other material agreements. Any termination, modification or amendment prohibited under this Section 6.12 shall, to the extent permitted by applicable law, be void and of no force and effect.

Appears in 11 contracts

Samples: Senior Unsecured Credit Agreement (LaSalle Hotel Properties), Senior Unsecured Term Loan Agreement (LaSalle Hotel Properties), Senior Unsecured Term Loan Agreement (LaSalle Hotel Properties)

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Material Documents. The Borrower will not, nor will it permit any of its Subsidiaries (other than Permitted Other Subsidiaries) to, to enter into any termination, modification or amendment of any of the following documents without the prior written consent of the Administrative Agent: (a) Qualified Ground Lease; (b) the SHLD Master Lease; and (bc) Any any other material agreement, including without limitation any participating lease or management agreement. ; provided, however, that so long as no Default or Event of Default has occurred and is continuing, (x) such terminations, modifications or amendments of a Qualified Ground Lease or any other material agreement shall be permitted so long as they could not reasonably be expected to (i) cause a Material Adverse Change Change, or (ii) impair or otherwise adversely affect in any material respect the interests or rights of the Administrative Agent or any BankLender, in each case after taking into account the effect of any agreements that supplement or serve to replace, in whole or in part, such Qualified Ground Leases or other material agreementsagreements and (y) the consent of the Administrative Agent shall not be required for modifications of the SHLD Master Lease affecting recapture and other rights with respect to individual Properties only. Any termination, modification or amendment prohibited under this Section 6.12 shall, to the extent permitted by applicable law, be void and of no force and effect.

Appears in 3 contracts

Samples: Senior Secured Term Loan Agreement (Seritage Growth Properties), Senior Unsecured Term Loan Agreement (Seritage Growth Properties), Senior Unsecured Term Loan Agreement (Seritage Growth Properties)

Material Documents. The Borrower will not, nor will it permit any of its Subsidiaries (other than Permitted Other Subsidiaries) to, to enter into any termination, modification or amendment of any of the following documents without the prior written consent of the Administrative Agent: : (a) Qualified Ground Lease; and (b) Any the SHLD Master Lease; and (c) any other material agreement, including without limitation any participating lease or management agreement. ; provided, however, that so long as no Default or Event of Default has occurred and is continuing, (x) such terminations, modifications or amendments of a Qualified Ground Lease or any other material agreement shall be permitted so long as they could not reasonably be expected to (i) cause a Material Adverse Change Change, or (ii) impair or otherwise adversely affect in any material respect the interests or rights of the Administrative Agent or any BankLender, in each case after taking into account the effect of any agreements that supplement or serve to replace, in whole or in part, such Qualified Ground Leases or other material agreementsagreements and (y) the consent of the Administrative Agent shall not be required for modifications of the SHLD Master Lease affecting recapture and other rights with respect to individual Properties only. Any termination, modification or amendment prohibited under this Section 6.12 shall, to the extent permitted by applicable law, be void and of no force and effect.

Appears in 1 contract

Samples: Credit Agreement

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Material Documents. The Borrower will not, nor will it permit any of its Subsidiaries (other than Permitted Other Subsidiaries) to, enter into any termination, modification or amendment of any of the following documents without the prior written consent of the Administrative Agent: (a) Qualified Ground Lease; and (b) Any other material agreement, including without limitation any participating lease or management agreement. provided, however, that so long as no Default or Event of Default has occurred and is continuing, such terminations, modifications or amendments shall be permitted so long as they could not reasonably be expected to (i) cause a Material Adverse Change or (ii) impair or otherwise adversely affect in any material respect the interests or rights of the Administrative Agent or any Bank, in each case after taking into account the effect of any agreements that supplement or serve to replace, in whole or in part, such Qualified Ground Leases or other material agreements. Any termination, modification or amendment prohibited under this Section 6.12 shall, to the extent permitted by applicable law, be void and of no force and effect.

Appears in 1 contract

Samples: Senior Unsecured Credit Agreement (LaSalle Hotel Properties)

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