Common use of Performance by Administrative Agent Clause in Contracts

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Loan Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such PersonLoan Party. In such event, each Borrower Loan Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties assume Party assumes any liability or responsibility for the performance of any duties of any Borrower Loan Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Loan Party, or any related Person, nor by any such action shall Administrative Agent or any of the Agents or other Secured Parties Party be deemed to create a partnership arrangement with any Borrower Loan Party or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the written request of Administrative Agent promptly pay any reasonable and invoiced out-of-pocket amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure invoicing until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Lenders assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Administrative Agent or other Secured Parties Lenders be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Agent nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Agent or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such PersonBorrower Party. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Lenders assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Administrative Agent or other Secured Parties Lenders be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such PersonBorrower Party. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at 74 Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Lenders assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Administrative Agent or other Secured Parties Lenders be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Fund Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Agent nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Agent or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Fund Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, the Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of the Administrative Agent Agent, promptly pay any reasonable amount expended by the Administrative Agent in such performance or attempted performance to the Administrative Agent at the Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Agent nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Agent or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Loan Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such PersonLoan Party. In such event, each Borrower Loan Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties assume Party assumes any liability or responsibility for the performance of any duties of any Borrower Loan Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Loan Party, or any related Person, nor by any such action shall Administrative Agent or any of the Agents or other Secured Parties Party be deemed to create a partnership arrangement with any Borrower Loan Party or any related Person. Article XII. Administrative Agent 12.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the written request of Administrative Agent promptly pay any reasonable and invoiced out-of-pocket amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure invoicing until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Xxxxxxx assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Administrative Agent or other Secured Parties Lenders be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Loan Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, the Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such PersonLoan Party. In such event, each Borrower Loan Party shall, at the request of the Administrative Agent promptly pay any reasonable amount expended by the Administrative Agent in such performance or attempted performance to the Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Lenders assume any liability or responsibility for the performance of any duties of any Borrower Loan Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Loan Party, or any related Person, nor by any such action shall any of the Agents Administrative Agent or other Secured Parties the Lenders be deemed to create a partnership arrangement with any Borrower Loan Party or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Agent nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents Agent or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.. 109

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party 4879-7367-7649 v.18 117 shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.

Performance by Administrative Agent. Should any Borrower Loan Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03)may, but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. Administrative Agent will use reasonable efforts to notify the Loan Parties in writing before or promptly after taking any such action, but its failure to do so will not affect the validity of such action, or be deemed a material breach hereof. In the event Administrative Agent takes any such eventaction, each Borrower Loan Party shall, at the request of Administrative Agent promptly pay within two (2) Business Days (or shall pay within 15 Business Days of demand to the extent that it is necessary for General Partner to issue Capital Call Notices) any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents Administrative Agent nor any of the other Secured Parties Party assume any liability or responsibility for the performance of any duties of any Borrower Loan Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Loan Party, or any related Person, nor by any such action shall Administrative Agent or any of the Agents or other Secured Parties Party be deemed to create a partnership arrangement with any Borrower Party Loan Party, any Approved Intermediary, or General Partner, or any related Person.

Performance by Administrative Agent. Should any Borrower Party fail to perform any covenant, duty, or agreement contained herein or in any of the other Loan Documents, and such failure continues beyond any applicable cure period, Administrative Agent may (subject to Section 10.03), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, each Borrower Party shall, at the request of Administrative Agent promptly pay any reasonable amount expended by Administrative Agent in such performance or attempted performance to Administrative Agent at Administrative Agent’s 's Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither any of the Agents nor any of the other Secured Parties assume any liability or responsibility for the performance of any duties of any Borrower Party, or any related Person hereunder or under any of the other Loan Documents or other control over the management and affairs of any Borrower Party, or any related Person, nor by any such action shall any of the Agents or other Secured Parties be deemed to create a partnership arrangement with any Borrower Party or any related Person.