Common use of No Creation of a Partnership or Exclusive Purchase Right Clause in Contracts

No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among any of the Noteholders as a partnership, association, joint venture or other entity. The Note A-1 Holder and the Note A-2 Holder shall have no obligation whatsoever to offer to the Junior Noteholder the opportunity to purchase a Note interest in any future loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates and if the Note A-1 Holder or Note A-2 Holder chooses to offer to any Junior Noteholder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates, such offer shall be at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder chooses, in its sole and absolute discretion. The Junior Noteholder shall not have any obligation whatsoever to purchase from the Note A-1 Holder or Note A-2 Holder a Note interest in any future loans originated by the Note A-1 Holder or Note A-2 Holder or their Affiliates.

Appears in 4 contracts

Samples: Agreement Between Noteholders (GS Mortgage Securities Trust 2017-Gs5), Agreement Between Noteholders (GS Mortgage Securities Trust 2016-Gs4), Agreement Between Noteholders (GS Mortgage Securities Trust 2016-Gs4)

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No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among between any of the Noteholders as a partnership, association, joint venture or other entity. The None of the Note A-1 Holder and A-1-A Holders or the Note A-2 Holder shall have no any obligation whatsoever to offer to the Junior any Subordinate Fixed Rate Noteholder the opportunity to purchase a Note interest in any future loans originated by the any Note A-1 A-1-A Holder or the Note A-2 Holder or their Affiliates its respective Affiliates, and if the any Note A-1 A-1-A Holder or Note the A-2 Holder chooses to offer to any Junior Subordinate Fixed Rate Noteholder the opportunity to purchase a Note interest in any future mortgage loans originated by the such Note A-1 A-1-A Holder or the Note A-2 Holder or their its respective Affiliates, such offer shall be at such purchase price and interest rate as the such Note A-1 A-1-A Holder or Note A-2 Holder chooses, in its sole and absolute discretion. The Junior No Subordinate Fixed Rate Noteholder shall not have any obligation whatsoever to purchase from the any Note A-1 A-1-A Holder or the Note A-2 Holder a Note interest in any future loans originated by the such Note A-1 A-1-A Holder or Note A-2 Holder or their its respective Affiliates.

Appears in 4 contracts

Samples: Agreement Between Noteholders (Benchmark 2020-B19 Mortgage Trust), Agreement Between Noteholders (DBJPM 2020-C9 Mortgage Trust), Agreement Between Noteholders (Benchmark 2020-B18 Mortgage Trust)

No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among any of the Noteholders as a partnership, association, joint venture or other entity. The Note A-1 Holder and the Note A-2 Holder shall have no obligation whatsoever to offer to the Junior Noteholder Note B Holder the opportunity to purchase a Note interest in any future loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates and if the Note A-1 Holder or Note A-2 Holder chooses to offer to any Junior Noteholder Note B Holder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates, such offer shall be at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder chooses, in its sole and absolute discretion. The Junior Noteholder Note B Holder shall not have any obligation whatsoever to purchase from the Note A-1 Holder or Note A-2 Holder a Note interest in any future loans originated by the Note A-1 Holder or Note A-2 Holder or their Affiliates.

Appears in 2 contracts

Samples: Agreement Between Noteholders (GS Mortgage Securities Trust 2016-Gs3), Agreement Between Noteholders (Gs Mortgage Securities Corp Ii)

No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among any of the Noteholders as a partnership, association, joint venture or other entity. The Note A-1 Holder and the Note A-2 Holder shall have no obligation whatsoever to offer to the Junior Noteholder Note B Holder the opportunity to purchase a Note interest in any future loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates and if the Note A-1 Holder or Note A-2 Holder chooses to offer to any Junior Noteholder Note B Holder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates, such offer shall be at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder chooses, in its sole and absolute discretion. The Junior Noteholder Note B Holder shall not have any obligation whatsoever to purchase from the Note A-1 Holder or Note A-2 Holder a Note interest in any future loans originated by the Note A-1 Holder or Note A-2 Holder or their Affiliates, and if the Note B Holder chooses to offer to Note A-1 Holder or Note A-2 Holder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note B Holder or their Affiliates, such offer shall be at such purchase price and interest rate as the Note B Holder chooses, in its sole and absolute discretion.

Appears in 2 contracts

Samples: Agreement Between Noteholders (Wells Fargo Commercial Mortgage Trust 2018-C45), Agreement Between Noteholders (Citigroup Commercial Mortgage Trust 2018-C5)

No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among between any of the Noteholders as a partnership, association, joint venture or other entity. The Neither the Note A-1 Holder and nor the Note A-2 Holder shall have no any obligation whatsoever to offer to the Junior any Subordinate Noteholder the opportunity to purchase a Note interest in any future loans originated by the Note A-1 Holder or the Note A-2 Holder Holder, as applicable, or their Affiliates its Affiliates, and if the such Note A-1 Holder or Note A-2 Holder chooses to offer to any Junior Subordinate Noteholder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note A-1 Holder or the Note A-2 Holder or their respective Affiliates, such offer shall be at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder Holder, as applicable, chooses, in its sole and absolute discretion. The Junior No Subordinate Noteholder shall not have any obligation whatsoever to purchase from either the Note A-1 Holder or the Note A-2 Holder a Note interest in any future loans originated by the such Note A-1 Holder or Note A-2 Holder or their respective Affiliates.

Appears in 2 contracts

Samples: Agreement Between Noteholders (Citigroup Commercial Mortgage Trust 2018-B2), Agreement Between Noteholders (BENCHMARK 2018-B2 Mortgage Trust)

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No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among any of the Noteholders as a partnership, association, joint venture or other entity. The Note A-1 Holder and the Note A-2 Holder shall have no obligation whatsoever to offer to the Junior Noteholder any Note B Holder the opportunity to purchase a Note interest in any future loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates and if the Note A-1 Holder or Note A-2 Holder chooses to offer to any Junior Noteholder Note B Holder the opportunity to purchase a Note interest in any future mortgage loans originated by the Note A-1 Holder or the Note A-2 Holder or their Affiliates, such offer shall be at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder chooses, in its sole and absolute discretion. The Junior Noteholder Each Note B Holder shall not have any obligation whatsoever to purchase from the Note A-1 Holder or Note A-2 Holder a Note interest in any future loans originated by the Note A-1 Holder or Note A-2 Holder or their Affiliates.

Appears in 2 contracts

Samples: Agreement Between Noteholders (CSAIL 2016-C6 Commercial Mortgage Trust), Agreement Between Noteholders (JPMDB Commercial Mortgage Securities Trust 2016-C2)

No Creation of a Partnership or Exclusive Purchase Right. Nothing contained in this Agreement, and no action taken pursuant hereto shall be deemed to constitute the relationship created hereby among any of the Noteholders as a partnership, association, joint venture or other entity. The similar arrangement between the Note A-1 A Holder and the Note A-2 B Holder, and the Note A Holder (including any Servicer) shall have no fiduciary duties in favor of the Note B Holder or, except as expressly set forth herein, have any obligations to the Note B Holder; provided, however, the Mortgage Loan must be serviced in accordance with the Servicing Agreement and the Servicing Standard. No holder of Note A or Note B shall have any obligation whatsoever to offer to the Junior Noteholder other the opportunity to purchase a Note interest in notes or participation interests relating to any future loans originated by the either Note A-1 A Holder or the its affiliates, or Note A-2 B Holder or their Affiliates its affiliates, and if the a holder of Note A-1 Holder A or Note A-2 Holder B chooses to offer to any Junior Noteholder the other the opportunity to purchase a Note interest notes or any participation interests in any future mortgage loans originated by the Note A-1 Holder such holder or the Note A-2 Holder or their Affiliatesits affiliates, such offer shall be on such terms and at such purchase price and interest rate as the Note A-1 Holder or Note A-2 Holder such holder chooses, in its sole and absolute discretion. The Junior Noteholder Except as otherwise expressly agreed to by the parties hereto, neither the Note B Holder nor the Note A Holder shall not have any obligation whatsoever to purchase from the Note A-1 Holder other any notes or Note A-2 Holder a Note interest participation interests in any future loans originated by the Note A-1 Holder such holder or Note A-2 Holder or their Affiliatesits affiliates.

Appears in 1 contract

Samples: Intercreditor Agreement (KBS Real Estate Investment Trust II, Inc.)

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