More Restrictive Agreements. Promptly notify the Administrative Agent should Guarantor or any Subsidiary of Borrower and Guarantor enter into or modify any agreements or documents pertaining to any existing or future Indebtedness, Debt Offering or issuance of Preferred Equity, which agreements or documents include covenants, whether affirmative or negative, which are individually or in the aggregate more restrictive as to the matters covered by the definitions of the term “Total Unencumbered Asset Value”, or the provisions of Sections 6.1, 6.3, 6.5 through 6.13, inclusive (or any other provisions which may have the same practical effect as any of the foregoing) against any of Borrower and Guarantor or their respective Subsidiaries than those set forth herein. If requested by the Requisite Lenders, Borrower, Guarantor, the Administrative Agent, and the Requisite Lenders shall promptly amend this Agreement and the other Loan Documents to include some or all of such more restrictive provisions, in each case solely for the duration of such restrictive provisions under such other agreements or documents, as determined by the Requisite Lenders in their sole reasonable discretion. Notwithstanding the foregoing, this Section 5.15 shall not apply to covenants contained in any agreements or documents that (i) relate only to a specific Project that is collateral for any existing or future Indebtedness of any of Borrower or their Subsidiaries that is permitted by the terms of this Agreement or (ii) are between, among or in favor of members of the Consolidated Group only.
Appears in 2 contracts
Samples: Unsecured Term Credit Agreement (BioMed Realty L P), Unsecured Credit Agreement (BioMed Realty L P)
More Restrictive Agreements. Promptly notify the Administrative Agent should Guarantor or any Subsidiary of Borrower and Guarantor enter into or modify any agreements or documents pertaining to any existing or future Indebtedness, Debt Offering or issuance of Preferred Equity, which agreements or documents include covenants, whether affirmative or negative, which are individually or in the aggregate more restrictive as to the matters covered by the definitions of the term “Total Unencumbered Asset Value”, or the provisions of Sections 6.1, 6.3, 6.5 through 6.13, inclusive (or any other provisions which may have the same practical effect as any of the foregoing) against any of Borrower and Guarantor or their respective Subsidiaries than those set forth herein. If requested by the Requisite Lenders, Borrower, Guarantor, the Administrative Agent, and the Requisite Lenders shall promptly amend this Agreement and the other Loan Documents to include some or all of such more restrictive provisions, in each case solely for the duration of such restrictive provisions under such other agreements or documents, as determined by the Requisite Lenders in their sole reasonable discretion. Notwithstanding the foregoing, this Section 5.15 shall not apply to covenants contained in any agreements or documents that (i) relate only to a specific Project that is collateral for any existing or future Indebtedness of any of Borrower or their Subsidiaries that is permitted by the terms of this Agreement or (ii) are between, among or in favor of members of the Consolidated Group onlyAgreement.
Appears in 2 contracts
Samples: Unsecured Term Credit Agreement (BioMed Realty L P), Unsecured Credit Agreement (BioMed Realty L P)
More Restrictive Agreements. Promptly notify the Administrative Agent should Guarantor any Borrower or any Subsidiary of Borrower and Guarantor Borrowers enter into or modify any agreements or documents pertaining to any existing or future Indebtedness, Debt Offering or issuance of Preferred Equity, which agreements or documents include covenants, whether affirmative or negative, which are individually or in the aggregate more restrictive as to the matters covered by the definitions definition of the term “Total Unencumbered Asset Value”Borrowing Base, or the provisions of Sections 5.17, 6.1, 6.3, 6.5 through 6.13, inclusive inclusive, or 6.15 (or any other provisions which may have the same practical effect as any of the foregoing) against any of Borrower and Guarantor or their respective Subsidiaries than those set forth hereinin the definition of the term Borrowing Base, Sections 5.17, 6.1, 6.3, 6.5 through 6.13, inclusive, or 6.15 (or any other provision which may have the same practical effect as any of the foregoing) or which provide for a guaranty of the obligations thereunder by a Person that is not liable for the Obligations. If requested by the Requisite LendersBanks, Borrower, Guarantorthe Borrowers, the Administrative Agent, and the Requisite Lenders Banks shall promptly amend this Agreement and the other Loan Documents to include some or all of such more restrictive provisions, in each case solely provisions or provide for a guaranty of the duration of Obligations by such restrictive provisions under such other agreements or documents, Person as determined by the Requisite Lenders Banks in their sole reasonable discretion. Notwithstanding the foregoing, this Section 5.15 shall not apply to covenants contained in any agreements or documents that (i) relate only to a specific Project Real Property that is collateral for any existing or future Indebtedness of any of Borrower the Borrowers or their Subsidiaries that is permitted by the terms of this Agreement or (ii) are between, among or in favor of members of the Consolidated Group onlyAgreement.
Appears in 1 contract
More Restrictive Agreements. Promptly notify the Administrative Agent should Guarantor any Loan Party or any Subsidiary of Borrower and Guarantor a Loan Party enter into or modify any agreements or documents pertaining to any existing or future Indebtedness, Debt Offering or issuance of Preferred Equity, which agreements or documents include covenants, whether affirmative or negative, which are individually or in the aggregate more restrictive as to the matters covered by the definitions of the term “Total Unencumbered Asset Value”terms "Borrowing Base" or "Facility Availability Amount", or the provisions of Sections 5.17, 6.1, 6.3, 6.5 through 6.13, inclusive inclusive, or 6.15 (or any other provisions which may have the same practical effect as any of the foregoing) against any of Borrower and Guarantor the Loan Parties or their respective Subsidiaries than those set forth herein, or which provide for a guaranty of the obligations thereunder by a Person that is not liable for the Obligations. If requested by the Requisite LendersBanks, Borrower, Guarantorthe Loan Parties, the Administrative Agent, and the Requisite Lenders Banks shall promptly amend this Agreement and the other Loan Documents to include some or all of such more restrictive provisionsprovisions or provide for a guaranty of the Obligations by such Person, in each case solely for the duration of such restrictive provisions or guaranties under such other agreements or documents, as determined by the Requisite Lenders Banks in their sole reasonable discretion. Notwithstanding the foregoing, this Section 5.15 shall not apply to covenants contained in any agreements or documents that (i) relate only to a specific Project that is collateral for any existing or future Indebtedness of any of Borrower or their Subsidiaries that is permitted by the terms of this Agreement or (ii) are between, among or in favor of members of the Consolidated Group onlyAgreement.
Appears in 1 contract
Samples: Unsecured Credit Agreement (BioMed Realty Trust Inc)
More Restrictive Agreements. Promptly notify the Administrative Agent should Guarantor any Loan Party or any Subsidiary of Borrower and Guarantor a Loan Party enter into or modify any agreements or documents pertaining to any existing or future Indebtedness, Debt Offering or issuance of Preferred Equity, which agreements or documents include covenants, whether affirmative or negative, which are individually or in the aggregate more restrictive as to the matters covered by the definitions of the term terms “Total Unencumbered Asset ValueBorrowing Base” or “Facility Availability Amount”, or the provisions of Sections 5.17, 6.1, 6.3, 6.5 through 6.13, inclusive inclusive, and 6.15 (or any other provisions which may have the same practical effect as any of the foregoing) against any of Borrower and Guarantor the Loan Parties or their respective Subsidiaries than those set forth herein, or which provide for a guaranty of the obligations thereunder by a Person that is not liable for the Obligations. If requested by the Requisite LendersBanks, Borrower, Guarantorthe Loan Parties, the Administrative Agent, and the Requisite Lenders Banks shall promptly amend this Agreement and the other Loan Documents to include some or all of such more restrictive provisionsprovisions or provide for a guaranty of the Obligations by such Person, in each case solely for the duration of such restrictive provisions or guaranties under such other agreements or documents, as determined by the Requisite Lenders Banks in their sole reasonable discretion. Notwithstanding the foregoing, this Section 5.15 shall not apply to covenants contained in any agreements or documents that (i) relate only to a specific Project that is collateral for any existing or future Indebtedness of any of Borrower or their Subsidiaries that is permitted by the terms of this Agreement or (ii) are between, among or in favor of members of the Consolidated Group onlyAgreement.
Appears in 1 contract
Samples: Unsecured Credit Agreement (BioMed Realty Trust Inc)