Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(c). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of the date as of which they were made, are also true at and as of the date hereof, and will also be true at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group Realty, L.P. By: Prime Group Realty Trust, Its general partner By: ------------------------------- ------------------------------- Its: ------------------------------- EXHIBIT F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made to the Credit Agreement, dated as of November 17, 1997 (as amended and in effect from time to time, the "Agreement"), among Prime Group Realty, L.P., a Delaware limited partnership (the "Borrower"), BankBoston, N.A., the other Lenders and BankBoston, N.A. as agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. (the "Assignor") and ------------------------------------------------------------ (the "Assignee") agree as follows: ------------------------------------------- 1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).
Appears in 2 contracts
Samples: Credit Agreement (Prime Group Realty Trust), Credit Agreement (Prime Group Realty Trust)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 Section2.9 of the Credit Loan Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 Section9.1 through Section9.10 of the Credit Loan Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount outstanding balance of the Loans is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Loan Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(cSection2.9(c). All terms defined in the Credit Loan Agreement and used herein without definition shall have the meanings set forth in Section 1.1 Section1.1 of the Credit Loan Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 Section11.1 of the Credit Loan Agreement, that the representations and warranties contained in the Credit Loan Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of the date as of which they were made, are also true at and as of the date hereof, and will also be true at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 Section11.1 of the Credit Loan Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group Realty, L.P. Liberty Property Limited Partnership By: Prime Group Realty Liberty Property Trust, Its general partner By: ------------------------------- ------------------------------- --------------------------------------- --------------------------------------- Its: ------------------------------- EXHIBIT F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made to the Credit Agreement, dated as of November 17, 1997 (as amended and in effect from time to time, the "Agreement"), among Prime Group Realty, L.P., a Delaware limited partnership (the "Borrower"), BankBoston, N.A., the other Lenders and BankBoston, N.A. as agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. (the "Assignor") and ------------------------------------------------------------ (the "Assignee") agree as follows: -------------------------------------------
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).---------------------------------------
Appears in 1 contract
Samples: Loan Agreement (Liberty Property Limited Partnership)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 ss.2.9 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 ss.9.1 through ss.9.7 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount outstanding balance of the Loans is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(css.2.9(c). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 ss.1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 ss.11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true in all material respects as of the date as of which they were made, are also true in all material respects at and as of the date hereof, and will also be true in all material respects at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 ss.11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group RealtyKoger Equity, L.P. By: Prime Group Realty TrustInc. Xx:______________________________ SCHEDULE 1 Lenders; Domestic and Eurodollar Lending Offices -------------------------------------- ----------------------------------------- Fleet National Bank 100 Federal Street Boston, Its general partner By: ------------------------------- ------------------------------- Its: ------------------------------- EXHIBIT F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made to the Credit AgreementMA 02110 (Domestic and Eurodollar) -------------------------------------- ----------------------------------------- Wells Fargo Bank, dated as of November 17National Association Suite 100 2120 East Park Xxxxx El Segundo, 1997 CA 90245 (as amended Domestic and in effect from time to timeEurodollxx) -------------------------------------- ----------------------------------------- Compass Bank 15 South 20th Street Birmingham, the "Agreement")AL 35233 (Domestic and Eurodollxx) -------------------------------------- ----------------------------------------- -------------------------------------- -----------------------------------------
SCHEDULE 1.1 Commitments -------------------------------------- ----------------------------------------- Lender Commitment Commitment Percentage -------------------------------------- ----------------------------------------- Fleet National Bank $65,000,000 52% -------------------------------------- ----------------------------------------- Wells Fargo Bank, among Prime Group Realty, L.P., a Delaware limited partnership (the "Borrower"), BankBoston, N.A., the other Lenders and BankBoston, N.A. as agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. (the "Assignor") and ------------------------------------------------------------ (the "Assignee") agree as follows: -------------------------------------------
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a National Association $40,000,000 32% interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).-------------------------------------- ----------------------------------------- Compass Bank $20,000,000 16% -------------------------------------- ----------------------------------------- -------------------------------------- ----------------------------------------- Totals $125,000,000 100% -------------------------------------- -----------------------------------------
Appears in 1 contract
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 ss.2.8 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 ss.9.1 through ss.9.6 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount outstanding balance of the Loans is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(css.2.8(c). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 ss.1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 ss.11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true in all material respects as of the date as of which they were made, are also true in all material respects at and as of the date hereof, and will also be true in all material respects at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 ss.11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group Realty, L.P. AMERIVEST PROPERTIES INC. By: Prime Group Realty Trust, Its general partner By: ------------------------------- ------------------------------- Its: ------------------------------- EXHIBIT :_______________________________ Exhibit F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made to the --------- Chateau Plaza Reserve Account Deposit Certificate under Revolving Credit Agreement, Agreement dated as of November 1712, 1997 (as amended and in effect from time to time, the "Agreement"), among Prime Group Realty, L.P.2002 The undersigned, a Delaware limited partnership Responsible Officer of AMERIVEST PROPERTIES INC. (the "Borrower"), BankBoston, N.A., hereby certifies on behalf of the other Lenders and BankBoston, N.A. as agent (Borrower that on or before _______________ the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms sum of $___________ was deposited in the AgreementChateau Plaza Reserve Account and that such amount was computed based on the following information which the undersigned certifies to be accurate in all material respects: -------------------------------------------------------------------------------------- ------------- Total rental and other revenue of Chateau Plaza for the month preceding the deposit $ -------------------------------------------------------------------------------------- ------------- Total operating expenses of Chateau Plaza for the month preceding the deposit1 $ -------------------------------------------------------------------------------------- ------------- One month's interest on $15,400,000 at the rate of ____% per annum2 $ -------------------------------------------------------------------------------------- ------------- Assumed contribution to Borrower's common stock dividend3 $45,125.00 -------------------------------------------------------------------------------------- ------------- Deposit Amount $ -------------------------------------------------------------------------------------- ------------- Date: AMERIVEST PROPERTIES INC. By:_______________________________ _______________________________ Its:______________________________
_______________________________ 1) Operating expense do not include depreciation and other non-cash expenses. See definition of Net Operating Income in Revolving Credit Agreement 2) Fill in actual average interest rate on the Loans during the month preceding the deposit 3) This amount shall be adjusted if quarterly dividend rate changes from 13 cents per share. SCHEDULE 1 Lenders; Domestic and Eurodollar Lending Offices ------------------------------------------------ ----------------------------------- -------------------------------------- Fleet National Bank 100 Federal Street Boston, MA 02110 (the "Assignor"Domestic and Eurodollar) and ------------------------------------------------------------ (the "Assignee") agree as follows: -------------------------------------------
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).----------------------------------- -------------------------------------- ----------------------------------- -------------------------------------- ----------------------------------- -------------------------------------- ----------------------------------- -------------------------------------- ----------------------------------- -------------------------------------- ----------------------------------- -------------------------------------- ----------------------------------- --------------------------------------
Appears in 1 contract
Samples: Revolving Credit Agreement (Amerivest Properties Inc)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 ss.2.9 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 ss.9.1 through ss.9.8 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount outstanding balance of the Loans is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(css.2.9(c). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 ss.1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 ss.11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of the date as of which they were made, are also true at and as of the date hereof, and will also be true at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 ss.11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group Realty, L.P. Liberty Property Limited Partnership By: Prime Group Realty Liberty Property Trust, Its general partner By:_______________________________ _______________________________ Its:___________________________ Exhibit G --------- LETTER OF CREDIT APPLICATION FORM --------------------------------- Exhibit H --------- Competitive Bid Quote Request ----------------------------- Liberty Property Limited Partnership 00 Xxxxxx Xxxxxx Xxxxxxx Xxxxxxx, XX 00000 [Date] Fleet National Bank, as Agent 000 Xxxxxxx Xxxxxx Xxxxxx, XX 00000 Ladies and Gentlemen: ------------------------------- ------------------------------- ItsRe: ------------------------------- EXHIBIT F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference Competitive Bid Quote Request under Credit Agreement dated as of January 16, 2003 ---------------------------------------------------------------- Pursuant to ss.2.10 of the Credit Agreement dated as of January 16, 2003, among you, Borrower, the Co-Borrowers named therein, Liberty Property Trust, certain other Lenders and us (the "Credit Agreement"), we hereby request that the Agent obtain quotes for Competitive Bid Loans based upon the following:
1. The requested Borrowing Date of the Competitive Bid Loans shall be __________________, 20___.
2. The aggregate amount of the Competitive Bid Loans shall be $_______________.
3. The duration of the Interest Period applicable hereto shall be _______________. This Competitive Bid Quote Request is made submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in ss.2.10 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in ss.9.1 through ss.9.8 of the Credit Agreement, dated and will remain in compliance with such covenants after the making of the requested Competitive Bid Loans, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Competitive Bid Quote Request. The undersigned hereby certifies to you, in accordance with the provisions of ss.11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of November 17the date as of which they were made, 1997 are also true at and as of the date hereof, and will also be true at and as of the proposed Borrowing Date of the Competitive Bid Loans requested hereby, in each case except as otherwise permitted pursuant to the provisions of ss.11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Liberty Property Limited Partnership By: Liberty Property Trust, Its general partner By:_______________________________ _______________________________ Its:___________________________ Exhibit I --------- FORM OF INVITATION FOR COMPETITIVE BID QUOTES _______________, 20___ To: Each Lender that is a party to the Credit Agreement identified below Re: Invitation for Competitive Bid Quotes Reference is hereby made to that certain Credit Agreement (as amended and in effect from time to time, the "Credit Agreement"), ) among Prime Group Realty, L.P.Liberty Property Limited Partnership, a Delaware Pennsylvania limited partnership (the "Borrower"), BankBostonthe Co-Borrowers named therein, N.A.Liberty Property Trust, Fleet National Bank, the other Lenders and BankBoston, N.A. Fleet National Bank as agent (the "Agent") for itself and the other Lenders. Capitalized terms which are used herein without definition and not otherwise which are defined in the Credit Agreement shall have the same meanings assigned to such terms herein as in the Credit Agreement. (the "Assignor") and ------------------------------------------------------------ (the "Assignee") agree as follows: -------------------------------------------
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 of the Credit Agreement. The undersigned hereby further certifies to you Authorized Officer certifies, on behalf of Xxxxxxxxx, that it is the Loan Parties are and will be in compliance with all covenants under the covenants specified in Section 9 Loan Documents after giving effect to the issuance of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Requestrequested hereby and no Default or Event of Default has occurred and is continuing. Attached hereto is a Real Estate Borrowing Base Certificate setting forth a calculation of the Real Estate Borrowing Base Availability after giving effect to the Letter of Credit requested hereby. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(c2.9(e). All capitalized terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 of the Credit Agreement. G-1 US_Active\120558968\V-3 US_ACTIVE\122519032\V-4 The undersigned hereby certifies to youcertifies, represents and agrees, on behalf of Xxxxxxxxx, that each of the representations and warranties made by any Loan Party contained in accordance with the provisions of Section 11.1 of the Credit Agreement, that the representations and warranties contained other Loan Documents or in the Credit Agreement and in each any document and or instrument delivered by or on behalf of any Loan Party to Administrative Agent or the Lenders pursuant to or in connection therewith were with the Credit Agreement shall be true and correct in all material respects both as of the date as of which they were mademade and shall also be true and correct in all material respects as of the time of the proposed issuance of such Letter of Credit, are also true with the same effect as if made at and as of that time, except to the extent of changes in the facts and circumstances after the date hereof, such representation and will also warranty was made that resulted from actions or inactions not prohibited by the Credit Agreement (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true at and correct only as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 of the Credit Agreementsuch specified date), and no Default or Event of Default has shall have occurred and is be continuing.] The undersigned certifies, represents and agrees, on behalf of Xxxxxxxxx, that all conditions to the issuance of the Letter of Credit requested hereby set forth in the Credit Agreement have been satisfied or waived in writing. Very truly yours, Prime Group RealtyTRILOGY RER, L.P. By: Prime Group Realty Trust, Its general partner By: ------------------------------- ------------------------------- Its: ------------------------------- EXHIBIT F FORM OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made to the Credit Agreement, dated as of November 17, 1997 (as amended and in effect from time to time, the "Agreement"), among Prime Group Realty, L.P.LLC, a Delaware limited partnership (the "Borrower")liability company, BankBoston, N.A., the other Lenders and BankBoston, N.A. as agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. (the "Assignor") and ------------------------------------------------------------ (the "Assignee") agree as followson behalf of Borrowers By: -------------------------------------------
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as of the Effective Date (as hereinafter defined).Name: Title: G-2 US_Active\120558968\V-3 US_ACTIVE\122519032\V-4 EXHIBIT H FORM OF LETTER OF CREDIT APPLICATION H-1 US_Active\120558968\V-3 US_ACTIVE\122519032\V-4 H-2 US_Active\120558968\V-3 US_ACTIVE\122519032\V-4 H-3 US_Active\120558968\V-3 US_ACTIVE\122519032\V-4
Appears in 1 contract
Samples: Senior Secured Credit Agreement (American Healthcare REIT, Inc.)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section §2.9 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 §9.1 through §9.7 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount outstanding balance of the Loans is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form . Pursuant to §2.9(a) of Exhibit C to the Credit Agreement Agreement, the undersigned hereby further certifies that after giving effect to all Letters of even date herewith delivered Credit (i) the aggregate Credit Exposure of all the Lenders does not exceed the Maximum Credit Amount; (ii) the Credit Exposure of any Lender (excluding the Competitive Bid Loans owed to you simultaneously with this such Lender) does not exceed such Lender’s Commitment; and (iii) the outstanding amount of the Letter of Credit RequestObligations does not exceed the Letter of Credit Sublimit of $35,000,000. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(c§2.9(h) and §2.9(i). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section §1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section §11.1 of the Credit Agreement, that (i) the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of the date as of which they were made, are also true at and as of the date hereof, and will also be true at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section §11.1 of the Credit Agreement, (ii) the Borrower has performed and complied with all terms and conditions required by §11.1 of the Credit Agreement to be performed by it on or prior to the issuance date of this Letter of Credit, (iii) and no Default or Event of Default has occurred and is continuing, or will occur as a result of the issuance of the Letter of Credit requested herein. Very truly yours, Prime Group Realty, L.P. Liberty Property Limited Partnership By: Prime Group Realty Liberty Property Trust, Its its general partner By: ------------------------------- ------------------------------- ItsName: ------------------------------- EXHIBIT F FORM Title: [ATTACH LETTER OF ASSIGNMENT AND ACCEPTANCE Dated Reference is made CREDIT APPLICATION, IF APPLICABLE] Bank of America, N.A., as Agent Bank of America Plaza 000 Xxxx Xxxxxx XX0-000-00-00 Xxxxxx, Xxxxx 75202-3714 Attention: Xxxxx Xxxxxxx (Fax: (000) 000-0000) Ladies and Gentlemen: Re: Competitive Bid Quote Request under Third Amended and Restated Credit Agreement dated as of October [ ], 2011 Pursuant to §2.10 of the Third Amended and Restated Credit Agreement, dated as of November 17October [ ], 1997 2011 (as amended, supplemented, amended and in effect restated or otherwise modified from time to time, the "“Credit Agreement"”), among Prime Group Realty, L.P.LIBERTY PROPERTY LIMITED PARTNERSHIP, a Delaware Pennsylvania limited partnership (the "“Borrower"”), BankBostonLIBERTY PROPERTY TRUST, a Maryland trust, BANK OF AMERICA, N.A. and the other lending institutions which are or may become parties thereto from time to time (the “Lenders”), and BANK OF AMERICA, N.A., the other Lenders and BankBoston, N.A. as administrative agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. Lenders (the "Assignor") and ------------------------------------------------------------ (“Agent”), we hereby request that the "Assignee") agree as follows: -------------------------------------------Agent obtain quotes for Competitive Bid Loans based upon the following:
1. The Assignor hereby sells requested Borrowing Date(s), amounts and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all the Assignor's rights and obligations under the Agreement as Interest Periods of the Effective Date (Competitive Bid Loans shall be as hereinafter defined).follows:
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Purpose of Letter of Credit. This Letter of Credit Request is submitted pursuant to, and shall be governed by, and subject to satisfaction of, the terms, conditions and provisions set forth in Section 2.9 (S)2.9 of the Credit Agreement. The undersigned hereby further certifies to you that it is in compliance with the covenants specified in Section 9 (S)9 of the Credit Agreement, and will remain in compliance with such covenants after the Outstanding Principal Amount is adjusted to include the face amount of the requested Letter of Credit, as evidenced by a Compliance Certificate in the form of Exhibit C to the Credit Agreement of even date herewith delivered to you simultaneously with this Letter of Credit Request. We also understand that if you grant this request this request obligates us to accept the requested Letter of Credit [or extension or renewal thereof] and pay the issuance fee [or the renewal fee] and Letter of Credit fee as required by Section 2.9(c(S)2.9(c). All terms defined in the Credit Agreement and used herein without definition shall have the meanings set forth in Section 1.1 (S)1.1 of the Credit Agreement. The undersigned hereby certifies to you, in accordance with the provisions of Section 11.1 (S)11.1 of the Credit Agreement, that the representations and warranties contained in the Credit Agreement and in each document and instrument delivered pursuant to or in connection therewith were true as of the date as of which they were made, are also true at and as of the date hereof, and will also be true at and as of the proposed issuance date of the Letter of Credit requested hereby, in each case except as otherwise permitted pursuant to the provisions of Section 11.1 (S)11.1 of the Credit Agreement, and no Default or Event of Default has occurred and is continuing. Very truly yours, Prime Group Realty, L.P. By: Prime Group Realty Trust, Its general partner By: ------------------------------- ------------------------------- _______________________________ _______________________________ Its: ------------------------------- :_____________________________ EXHIBIT F --------- FORM OF ASSIGNMENT AND ACCEPTANCE Dated _____________ Reference is made to the Credit Agreement, dated as of November 17, 1997 (as amended and in effect from time to time, the "Agreement"), among Prime Group Realty, L.P., a Delaware limited partnership (the "Borrower"), Prime Group Realty Trust, a Maryland real estate investment trust (the "Company"), BankBoston, N.A., the other Lenders and BankBoston, N.A. as agent (the "Agent") for itself and the other Lenders. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Agreement. _______________________________________________________________________________ (the "Assignor") and ------------------------------------------------------------ __________________________________________________________ (the "Assignee") agree as follows: -------------------------------------------:
1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, a % interest in and to all portion of the Assignor's rights and obligations under the Agreement which relates to $____________ of its Commitment and a Commitment Percentage of __% of all Loans and Letters of Credit as of the Effective Date (as hereinafter defined).
2. The Assignor (i) represents that as of the date hereof, its Commitment (without giving effect to assignments thereof which have not yet become effective) is $__________ and its Commitment Percentage with respect thereto is ____%, and the outstanding balance of its Loans (unreduced by any assignments thereof which have not yet become effective) is $__________; (ii) makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with the Agreement or the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Agreement, the other Loan Documents or any other instrument or document furnished pursuant thereto on the status or value of any Collateral, other than that it is the legal and beneficial owner of the interest being assigned by it hereunder and that such interest is free and clear of any adverse claim; (iii) makes no representation or warranty and assumes no responsibility with respect to the financial condition of the Borrower, the Company or any of their Subsidiaries or any other person which may be primarily or secondarily liable in respect of any of the Obligations or any of their obligations under the Agreement or the other Loan Documents or any other instrument or document delivered or executed pursuant thereto; and (v) attaches the Note delivered to it under the Agreement and requests that the Borrower exchange such Note for new Notes payable to each of the Assignor and the Assignee as follows: Notes Payable to Amount the Order of: of Note ------------- ------- [Name of Assignor] [($_____)] [Name of Assignee] [($_____)]
3. The Assignee (i) represents and warrants that it is legally authorized to enter into this Assignment and Acceptance; (ii) confirms that it has received a copy of the Agreement, together with copies of the most recent financial statements delivered pursuant to (S)(S)6.4 and 7.4 thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Acceptance; (iii) agrees that it will, independently and without reliance upon the Assignor, any other Lender or the Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and review and analysis of the granting and perfecting of any purported liens and the status and value of any Collateral in taking or not taking action under the Agreement; (iv) confirms that it is an Eligible Assignee; (v) appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers as are reasonably incidental thereto pursuant to the terms of the Agreement and the other Loan Documents; and (vi) agrees that it will perform all the obligations which by the terms of the Agreement are required to be performed by it as a Lender in accordance with the terms of the Agreement.
4. The effective date for this Assignment and Acceptance shall be ____________________________ (the "Effective Date"). Following the execution of this Assignment and Acceptance, it will be delivered to the Agent for acceptance and recording in the Register by the Agent. This Assignment and Acceptance may be executed in several counterparts and by each party on a separate counterpart, each of which when so executed and delivered shall be an original, and all of which together shall constitute one instrument. In proving this Assignment and Acceptance it shall not be necessary to produce or account for more than one such counterpart signed by the party against whom enforcement is sought.
5. Upon such acceptance and recording, from and after the Effective Date, (i) the Assignee shall be a party to the Agreement and, to the extent provided in this Assignment and Acceptance, have the rights and obligations of a Lender thereunder, and
Appears in 1 contract
