Common use of Name Change or Entity Conversion Clause in Contracts

Name Change or Entity Conversion. Lender shall consent to Borrower changing its name, changing its jurisdiction of organization, or converting from one type of legal entity into another type of legal entity for any lawful purpose, provided that: Lender receives written notice at least thirty (30) days prior to such change or conversion, which notice shall include organizational charts that reflect the structure of Borrower both prior to and subsequent to such name change or entity conversion; such Transfer is not otherwise prohibited under the provisions of Section 11.2(zzzz)(10); Borrower executes an amendment to this Loan Agreement and any other Loan Documents required by Lender documenting the name change or entity conversion; Borrower agrees and acknowledges, at Borrower’s expense, that  Borrower will execute and record in the land records any instrument required by the Property Jurisdiction to be recorded to evidence such name change or entity conversion (or provide Lender with written confirmation from the title company (via electronic mail or letter) that no such instrument is required),  Borrower will execute any additional documents required by Lender, including the amendment to this Loan Agreement, and allow such documents to be recorded or filed in the land records of the Property Jurisdiction,  Lender will obtain a “date down” endorsement to the Lender’s Title Policy (or obtain a new Title Policy if a “date down” endorsement is not available in the Property Jurisdiction), evidencing title to the Mortgaged Property being in the name of the successor entity and the Lien of the Security Instrument against the Mortgaged Property, and  Lender will file any required UCC-3 financing statement and make any other filing deemed necessary to maintain the priority of its Liens on the Mortgaged Property; and no later than ten (10) days subsequent to such name change or entity conversion, Borrower shall provide Lender  the documentation filed with the appropriate office in Borrower’s state of formation evidencing such name change or entity conversion,  copies of the organizational documents of Borrower, including any amendments, filed with the appropriate office in Borrower’s state of formation reflecting the post-conversion Borrower name, form of organization, and structure, and  if available, new certificates of good standing or valid formation for Borrower. No Delaware Statutory Trust or Series LLC Conversion. Notwithstanding any provisions herein to the contrary, no Borrower, Guarantor, or Key Principal shall convert to a Delaware Statutory Trust or a series limited liability company.

Name Change or Entity Conversion. Lender shall consent to Borrower changing its name, changing its jurisdiction of organization, or converting from one type of legal entity into another type of legal entity for any lawful purpose, provided that: Lender receives written notice at least thirty (30) days prior to such change or conversion, which notice shall include organizational charts that reflect the structure of Borrower both prior to and subsequent to such name change or entity conversion; such Transfer is not otherwise prohibited under the provisions of Section 11.2(zzzz)(1011.2(bbbbb)(9); Borrower executes an amendment to this Loan Agreement and any other Loan Documents required by Lender documenting the name change or entity conversion; Borrower agrees and acknowledges, at Borrower’s expense, that  Borrower will execute and record in the land records any instrument required by the Property Jurisdiction to be recorded to evidence such name change or entity conversion (or provide Lender with written confirmation from the title company (via electronic mail or letter) that no such instrument is required),  Borrower will execute any additional documents required by Lender, including the amendment to this Loan Agreement, and allow such documents to be recorded or filed in the land records of the Property Jurisdiction,  Lender will obtain a “date down” endorsement to the Lender’s Title Policy (or obtain a new Title Policy if a “date down” endorsement is not available in the Property Jurisdiction), evidencing title to the Mortgaged Property being in the name of the successor entity and the Lien of the Security Instrument against the Mortgaged Property, and  Lender will file any required UCC-3 financing statement and make any other filing deemed necessary to maintain the priority of its Liens on the Mortgaged Property; and no later than ten (10) days subsequent to such name change or entity conversion, Borrower shall provide Lender  the documentation filed with the appropriate office in Borrower’s state of formation evidencing such name change or entity conversion,  copies of the organizational documents of Borrower, including any amendments, filed with the appropriate office in Borrower’s state of formation reflecting the post-conversion Borrower name, form of organization, and structure, and  if available, new certificates of good standing or valid formation for Borrower. No Delaware Statutory Trust or Series LLC Conversion. Notwithstanding any provisions herein to the contrary, no Borrower, Guarantor, or Key Principal shall convert to a Delaware Statutory Trust or a series limited liability company.

Name Change or Entity Conversion. Lender shall consent to a Borrower changing its name, changing its jurisdiction of organization, or converting from one type of legal entity into another type of legal entity for any lawful purpose, provided that: : (A) Lender receives written notice at least thirty (30) days prior to such change or conversion, which notice shall include organizational charts that reflect the structure of such Borrower both prior to and subsequent to such name change or entity conversion; ; (B) such Transfer is not otherwise prohibited under the provisions of Section 11.2(zzzz)(1011.02(b)(2) (No Transfers of Interests in Borrower, Key Principal, or Guarantor); ; (C) Borrower executes an amendment to this Loan Master Agreement and any other Loan Documents required by Lender documenting the name change or entity conversion; ; (D) Borrower agrees and acknowledges, at Borrower’s expense, that  (i) Borrower will execute and record in the land records any instrument required by the Property Jurisdiction to be recorded to evidence such name change or entity conversion (or provide Lender with written confirmation from the title company (via electronic mail or letter) that no such instrument is required),  (ii) Borrower will execute any additional documents required by Lender, including the amendment to this Loan Master Agreement, and allow such documents to be recorded or filed in the land records of the Property Jurisdiction,  (iii) at Lender’s request, Lender will obtain a “date date-down” endorsement to the Lender’s Title Policy (or obtain a new Title Policy if a “date date-down” endorsement is not available in the Property Jurisdiction), evidencing title to the Mortgaged Property being in the name of the successor entity and the Lien of the Security Instrument against the Mortgaged Property, and  (iv) Lender will file any required UCC-3 financing statement and make any other filing deemed necessary to maintain the priority of its Liens on the Mortgaged Property; and and (E) no later than ten (10) days subsequent to such name change or entity conversion, Borrower shall provide Lender  (i) the documentation filed with the appropriate office in such Borrower’s state of formation evidencing such name change or entity conversion,  (ii) copies of the organizational documents Organizational Documents of such Borrower, including any amendments, filed with the appropriate office in Borrower’s state of formation reflecting the post-conversion Borrower name, form of organization, and structure, and  (iii) if available, new certificates of good standing or valid formation for such Borrower. No Delaware Statutory Trust or Series LLC Conversion. Notwithstanding any provisions herein to the contrary, no Borrower, Guarantor, or Key Principal shall convert to a Delaware Statutory Trust or a series limited liability company.

Name Change or Entity Conversion. Lender shall consent to a Borrower, Borrower Entity, Affiliated Property Operator or an Identified Party changing its name, changing its jurisdiction of organization, or converting from one type of legal entity into another type of legal entity for any lawful purpose, provided that: : (A) Lender receives written notice at least thirty (30) days prior to such change or conversion, which notice shall include organizational charts that reflect the structure of such Borrower both prior to and subsequent to such name change or entity conversion; ; (B) such Transfer is not otherwise prohibited under the provisions of Section 11.2(zzzz)(1011.02(b)(2) (No Transfers of Interests in Borrower, Key Principal, Guarantor, or Affiliated Property Operator); Borrower ; (C) the applicable entity executes an amendment to this Loan Master Agreement and any other Loan Documents required by Lender documenting the name change or entity conversion; ; (D) Borrower agrees and acknowledges, at Borrower’s expense, that  Borrower (i) the applicable entity will execute and record in the land records any instrument required by the Property Jurisdiction to be recorded to evidence such name change or entity conversion (or provide Lender with written confirmation from the title company (via electronic mail or letter) that no such instrument is required),  Borrower (ii) the applicable entity will execute any additional documents required by Lender, including the amendment to this Loan Master Agreement, and and, if applicable, an amendment to the Facility Operating Agreement, and, if applicable, allow such documents to be recorded or filed in the land records of the Property Jurisdiction,  (iii) Lender will obtain a “date down” endorsement to the Lender’s Title Policy (or obtain a new Title Policy if a “date down” endorsement is not available in the Property Jurisdiction), evidencing title to the Mortgaged Property being in the name of the successor entity and the Lien of the Security Instrument against the Mortgaged Property, and  (iv) Lender will file any required UCC-3 financing statement and make any other filing deemed necessary to maintain the priority of its Liens on the Mortgaged Property; and ; (E) no later than ten (10) days subsequent to such name change or entity conversion, Borrower shall provide Lender  (i) the documentation filed with the appropriate office in Borrowerthe applicable entity’s state of formation evidencing such name change or entity conversion,  (ii) copies of the organizational documents of Borrowerthe applicable entity, including any amendments, filed with the appropriate office in Borrowerthe applicable entity’s state of formation reflecting the post-conversion Borrower namename of the applicable entity, form of organization, and structure, and  (iii) if available, new certificates of good standing or valid formation for the applicable entity; and (F) Borrower shall provide Lender with confirmation that any Licenses in Borrower’s or Affiliated Property Operator’s name remain valid and in full force and effect following the name change or entity conversion or have been properly transferred to Borrower or Affiliated Property Operator following such name change or entity conversion. No Delaware Statutory Trust If the conditions set forth in this Section 11.02(b)(3) (Name Change or Series LLC Entity Conversion) are satisfied, the Transfer Fee shall be waived provided Borrower shall pay the Review Fee in the amount of $3,000 (for each request made at the same time) and out-of-pocket costs set forth in Section 11.03(g) (Further Conditions on Transfers Requiring Lender’s Consent). Notwithstanding Borrower shall provide Lender prompt notice of any provisions herein to the contraryname change or entity conversation of any other Borrower Entity, no Borrower, GuarantorAffiliated Property Operator, or Key Principal shall convert to a Delaware Statutory Trust or a series limited liability companyIdentified Party.

Name Change or Entity Conversion. Lender shall consent to Borrower changing its name, changing its jurisdiction of organization, or converting from one type of legal entity into another type of legal entity for any lawful purpose, provided that: Lender receives written notice at least thirty (30) days prior to such change or conversion, which notice shall include organizational charts that reflect the structure of Borrower both prior to and subsequent to such name change or entity conversion; such Transfer is not otherwise prohibited under the provisions of Section 11.2(zzzz)(1011.2(ooooo)(12); Borrower executes an amendment to this Loan Agreement and any other Loan Documents required by Lender documenting the name change or entity conversion; Borrower agrees and acknowledges, at Borrower’s expense, that  Borrower will execute and record in the land records any instrument required by the Property Jurisdiction to be recorded to evidence such name change or entity conversion (or provide Lender with written confirmation from the title company (via electronic mail or letter) that no such instrument is required),  Borrower will execute any additional documents required by Lender, including the amendment to this Loan Agreement, and and, if applicable, an amendment to the Facility Operating Agreement, and, if applicable, allow such documents to be recorded or filed in the land records of the Property Jurisdiction,  Lender will obtain a “date down” endorsement to the Lender’s Title Policy (or obtain a new Title Policy if a “date down” endorsement is not available in the Property Jurisdiction), evidencing title to the Mortgaged Property being in the name of the successor entity and the Lien of the Security Instrument against the Mortgaged Property, and  Lender will file any required UCC-3 financing statement and make any other filing deemed necessary to maintain the priority of its Liens on the Mortgaged Property; and no later than ten (10) days subsequent to such name change or entity conversion, Borrower shall provide Lender  the documentation filed with the appropriate office in Borrower’s state of formation evidencing such name change or entity conversion,  copies of the organizational documents of Borrower, including any amendments, filed with the appropriate office in Borrower’s state of formation reflecting the post-conversion Borrower name, form of organization, and structure, and  if available, new certificates of good standing or valid formation for Borrower; and Borrower shall provide Lender with confirmation that any Licenses in Borrower’s name remain valid and in full force and effect following the name change or entity conversion or have been properly transferred to Borrower following such name change or entity conversion. No Delaware Statutory Trust or Series LLC Conversion. Notwithstanding any provisions herein to the contrary, no Borrower, Guarantor, or Key Principal shall convert to a Delaware Statutory Trust or a series limited liability company.