Purchase of Defaulting Lender’s Commitment. During any period that a Bank is a Defaulting Lender, Borrower may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other Banks, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.04. No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In addition, any Bank which is not a Defaulting Lender may, but shall not be obligated to, in its sole discretion, acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.04. In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.04, shall pay to the Administrative Agent an assignment fee in the amount of $7,500. The exercise by Borrower of its rights under this Section shall be at Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank or any Bank against any Defaulting Lender.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Urban Edge Properties LP), Revolving Credit Agreement (Urban Edge Properties), Revolving Credit Agreement (Urban Edge Properties)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank is a Defaulting Lender, Borrower may, by Borrower Bxxxxxxx giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other Banks, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee a Qualified Institution subject to and in accordance with the provisions of Section 12.0412.05. No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assigneea Qualified Institution. In addition, any Bank which is not a Defaulting Lender may, but shall not be obligated to, in its sole discretion, acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.04. In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0412.05, shall pay to the Administrative Agent an assignment fee in the amount of $7,5003,500. The exercise by Borrower of its rights under this Section shall be at Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks Agent or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank Agent or any Bank against any Defaulting Lender.
Appears in 2 contracts
Samples: Credit Agreement (JBG SMITH Properties), Credit Agreement (JBG SMITH Properties)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank is a Defaulting Lender, Borrower may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other Banks, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee a Qualified Institution subject to and in accordance with the provisions of Section 12.0412.05. No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assigneea Qualified Institution. In addition, any Bank which is not a Defaulting Lender may, but shall not be obligated to, in its sole discretion, acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.04. In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0412.05, shall pay to the Administrative Agent an assignment fee in the amount of $7,5003,500. The exercise by Borrower of its rights under this Section shall be at Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks Agent or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank Agent or any Bank against any Defaulting Lender.
Appears in 2 contracts
Samples: Credit Agreement (JBG SMITH Properties), Credit Agreement (JBG SMITH Properties)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank Lender is a Defaulting Lender, the Borrower may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other BanksLenders, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.0412.5.(b). No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In addition, any Bank which Lender who is not a Defaulting Lender may, but shall not be obligated toobligated, in its sole discretion, to acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.0412.5.(b). In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0412.5.(b), shall pay to the Administrative Agent an assignment fee in the amount of $7,500. The exercise by the Borrower of its rights under this Section shall be at the Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank Agent or any Bank against any Defaulting Lenderof the Lenders.
Appears in 1 contract
Samples: Credit Agreement (CubeSmart, L.P.)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank Lender is a Defaulting Lender, the Borrower may, by Borrower giving written notice thereof to the Administrative Agent, Agent and such Defaulting Lender and the other BanksLender, demand that such Defaulting Lender assign its Loan Commitment (if any) and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.0412.12 hereof. No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In addition, any Bank which Lender who is not a Defaulting Lender may, but shall not be obligated to, in its sole discretion, acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment (if any) and Loans via an assignment subject to and in accordance with the provisions of Section 12.0412.12 hereof. In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.04, Acceptance and shall pay to the Administrative Agent an assignment fee in the amount of $7,5003,500. The exercise by the Borrower of its rights under this Section 1.14 shall be at the Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank Agent or any Bank against any Defaulting Lenderof the Lenders.
Appears in 1 contract
Samples: Term Loan Agreement (Centerspace)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank is a Defaulting Lender, Borrower may, by Borrower Bxxxxxxx giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other Banks, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee a Qualified Institution subject to and in accordance with the provisions of Section 12.0412.05. No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assigneea Qualified Institution. In addition, any Bank which is not a Defaulting Lender may, but shall not be obligated to, in its sole discretion, acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.04. In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0412.05, shall pay to the Administrative Agent an assignment fee in the amount of $7,5003,500. The exercise by Borrower of its rights under this Section shall be at Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank or any Bank against any Defaulting Lender.
Appears in 1 contract
Purchase of Defaulting Lender’s Commitment. During any period that a Bank Lender is a Defaulting Lender, the Borrower may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other BanksLenders, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.0412.5.(b). No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In addition, any Bank which Lender who is not a Defaulting Lender may, but shall not be obligated toobligated, in its sole discretion, to acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.0412.5.(b). In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0412.5.(b), shall pay to the Administrative Agent an assignment fee in the amount of $7,500. The exercise by the Borrower of its rights under this Section shall be at the Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank Agent or any Bank against any Defaulting Lender.of the Lenders. LEGAL02/42113124v8
Appears in 1 contract
Samples: Credit Agreement (CubeSmart, L.P.)
Purchase of Defaulting Lender’s Commitment. During any period that a Bank Lender is a Defaulting Lender, the Borrower may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender and the other BanksLenders, demand that such Defaulting Lender assign its Loan Commitment and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.0412.6.(b). No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In addition, any Bank which Lender who is not a Non-Defaulting Lender may, but shall not be obligated toobligated, in its sole discretion, to acquire the face amount of all or a portion of such Defaulting Lender’s Loan Commitment and Loans via an assignment subject to and in accordance with the provisions of Section 12.0412.6.(b). In connection with any such assignment, such Defaulting Lender shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement Acceptance and, notwithstanding Section 12.0412.6.(b), shall pay to the Administrative Agent an assignment fee in the amount of $7,500. The exercise by Borrower of its rights under this Section 7,500 shall be at Borrower’s sole cost and expense and at no cost paid by such Defaulting Lender or, if paid by the Borrower or expense to any assignee for the Administrative Agentaccount of such Defaulting Lender, the Fronting Banks Defaulting Lender shall promptly reimburse the Borrower or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank or any Bank against any Defaulting Lendersuch assignee therefor.
Appears in 1 contract
Purchase of Defaulting Lender’s Commitment. During any period that a Bank Lender is a Defaulting Lender or a Potential Defaulting Lender, Borrower the Borrowers may, by Borrower giving written notice thereof to the Administrative Agent, such Defaulting Lender or Potential Defaulting Lender and the other BanksLenders, demand that such Defaulting Lender or Potential Defaulting Lender, as applicable, assign its Loan Commitment and Loans to an Eligible Assignee subject to and in accordance with the provisions of Section 12.0410.06(b). No party hereto shall have any obligation whatsoever to initiate any such replacement or to assist in finding an Eligible Assignee. In additionIf the Borrowers demand that a Defaulting Lender or Potential Defaulting Lender assign its Loan to an Eligible Assignee, any Bank which Lender who is not a Defaulting Lender or Potential Defaulting Lender may, but shall not be obligated toobligated, in its sole discretion, to acquire the face amount of all or a portion of the Loan of such Defaulting Lender’s Loan Commitment and Loans Lender or Potential Defaulting Lender via an assignment subject to and in accordance with the provisions of Section 12.0410.06(b). In connection with any such assignment, such Defaulting Lender or Potential Defaulting Lender, as applicable, shall promptly execute all documents reasonably requested to effect such assignment, including an appropriate Assignment and Assumption Agreement and, notwithstanding Section 12.0410.06(b), shall pay to the Administrative Agent an assignment fee in the amount of $7,500. The exercise by Borrower of its rights under this Section shall be at Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Fronting Banks or the Banks provided that the foregoing shall not constitute a waiver or release of any claim of Borrower, the Administrative Agent, any Fronting Bank or any Bank against any Defaulting Lender10,000.
Appears in 1 contract
Samples: Term Loan Agreement (Highwoods Realty LTD Partnership)