Common use of Refinancing Loan Clause in Contracts

Refinancing Loan. If Borrower or any other Person in which Borrower or its members or partners have a direct or indirect beneficial ownership interest proposes to obtain a first mortgage loan to be secured by the Mortgaged Properties from any Person (other than the initial Lender) and to cause the proceeds of such loan to be used to pay or prepay the Loan in whole or in part (including, without limitation, on the Maturity Date or otherwise pursuant to Section 2.6(a) or 2.7(a)) (any such transaction, a “Refinancing Loan”), Borrower shall provide to the initial Lender in writing the Proposed Terms (including by delivering to the initial Lender actual copies of all current term sheets which have been obtained, except Borrower may redact or withhold the name of the proposed lender on such Refinancing Loan to the extent Borrower or such Person is subject to a confidentiality agreement). The initial Lender shall have five (5) Business Days from its receipt in writing of such proposal to offer to Borrower a Refinancing Loan on terms specified by the initial Lender in writing (the “Lender’s Terms”). If prior to the expiration of such five (5) Business Day period, the initial Lender shall offer to Borrower or such Affiliate a transaction with the same material terms as the Proposed Terms provided to the initial Lender and the same material conditions precedent to closing as those set forth in the Commitment, Borrower or such Affiliate shall accept, and enter into, the transaction offered by the initial Lender and shall not accept, or enter into, such Refinancing Loan. If the initial Lender declines to offer a transaction on the same terms as the Proposed Terms and Borrower or such Affiliate subsequently either proposes to obtain a Refinancing Loan with material business terms at closing economically less favorable to Borrower or such Affiliate than those previously disclosed to Lender, then Borrower or such Affiliate shall provide the initial Lender with a further opportunity to make the Refinancing Loan on the modified terms in accordance with the timing provisions set forth above.

Refinancing Loan. If either Borrower or any Affiliate of Borrower or any other Person in which Borrower or its members or partners have a direct or indirect beneficial ownership interest proposes to obtain a first mortgage loan to be secured by the Mortgaged Properties from any Person (other than the initial Lender) to be secured primarily by the Mortgaged Property (or a portion thereof) and/or the direct or indirect equity interests in Borrower or any other Affiliate of Borrower which acquires the Mortgaged Property and to cause the proceeds of such loan to be used to pay or prepay the Loan in whole or in part (including, without limitation, on the Maturity Date or otherwise pursuant to Section 2.6(a) or 2.7(a)) (any such transaction, a “Refinancing Loan”), Borrower shall provide to the initial Lender in writing the Proposed Terms (including by delivering to the initial Lender actual copies of all current term sheets draft proposals which have been obtained, except Borrower may redact or withhold the name of the proposed lender on such Refinancing Loan refinancing loan to the extent Borrower or such Person is subject to a confidentiality agreementagreement or, if Borrower or such Person is prohibited from delivering to Lender copies of such draft proposal(s) pursuant to a confidentiality or other written agreement which Borrower or such Person is subject, Borrower shall deliver to Lender a certified written statement containing the Proposed Terms). The initial Lender shall have five ten (510) Business Days days from its receipt in writing of such proposal to offer to Borrower a Refinancing Loan on terms specified by the initial Lender in writing (the “Lender’s Terms”). If prior to the expiration of such five ten (510) Business Day day period, the initial Lender shall offer to Borrower or such Affiliate a transaction with the same material terms as the Proposed Terms provided to the initial Lender and the same material conditions precedent to closing as those set forth in the CommitmentLender, Borrower or such Affiliate shall accept, and enter into, the transaction offered by the initial Lender and shall not accept, or enter into, such Refinancing Loan. If the initial Lender declines to offer a transaction on the same terms as the Proposed Terms and Borrower or such Affiliate subsequently either proposes to obtain a Refinancing Loan with material business financial terms at closing economically materially less favorable advantageous to Borrower or such Affiliate than those previously disclosed to Lenderthe Lender or does not consummate a Refinancing Loan on the terms provided within sixty (60) days of the Lender declining to offer a transaction on the same terms as the Proposed Terms, then Borrower or such Affiliate shall provide the initial Lender with a further opportunity to make the Refinancing Loan on the modified terms in accordance with the timing provisions set forth above.

Refinancing Loan. If during the term of the Loan or upon maturity, either Borrower or any Affiliate of Borrower or any other Person in which Borrower or its members or partners have a direct or indirect beneficial ownership interest proposes to obtain a first mortgage loan to be secured by the Mortgaged Properties from any Person (other than the initial Lender) and to cause the proceeds of such loan to be used to pay or prepay the Loan in whole or in part (including, without limitation, on the Maturity Date or otherwise pursuant to Section 2.6(a) or 2.7(a)) (any such transaction, a “"Refinancing Loan”"), Borrower shall provide to the initial Lender in writing the Proposed Terms (including by delivering to the initial Lender actual copies of all current term sheets which have been obtained, except Borrower may redact or withhold the name of the proposed lender on such Refinancing Loan to the extent Borrower or such Person is subject to a confidentiality agreement)Terms. The initial Lender Agent shall have five ten (510) Business Days days from its receipt in writing of such proposal to offer to Borrower a Refinancing Loan Transaction on terms specified by the initial Lender Agent in writing (the “"Lender’s 's Terms”"). If prior to the expiration of such five ten (510) Business Day day period, the initial Lender shall offer to Borrower or such Affiliate a transaction with the same material terms as the Proposed Terms provided to the initial Lender and the same material conditions precedent to closing as those set forth in the CommitmentLender, Borrower or such Affiliate shall accept, and enter into, the transaction offered by the initial Lender and shall not accept, or enter into, such Refinancing LoanTransaction. If the initial Lender declines to offer a transaction on the same terms as the Proposed Terms and Borrower or such Affiliate subsequently either proposes to obtain a Refinancing Loan Transaction with material business financial terms at closing economically less favorable advantageous to Borrower or such Affiliate than those previously disclosed to Lenderthe initial Lender or does not consummate a Refinancing Transaction on the terms provided within one hundred twenty (120) days of the initial Lender declining to offer a transaction on the same terms as the Proposed Terms, then Borrower or such Affiliate shall provide the initial Lender with a further opportunity to make the Refinancing Loan on the modified terms Transaction in accordance with the timing provisions set forth above.

Refinancing Loan. If Borrower or any other Person in which Borrower or its members or partners have a direct or indirect beneficial ownership interest proposes to obtain a first mortgage loan to be secured by the Mortgaged Properties from any Person (other than the initial Lender) and to cause the proceeds of such loan to be used to pay or prepay the Loan in whole or in part (including, without limitation, on the Maturity Date or otherwise pursuant to Section 2.6(a) or 2.7(a)) (any such transaction, a “"Refinancing Loan”"), Borrower shall provide to the initial Lender in writing the Proposed Terms (including by delivering to the initial Lender actual copies of all current term sheets which have been obtained, except Borrower may redact or withhold the name of the proposed lender on such Refinancing Loan to the extent Borrower or such Person is subject to a confidentiality agreement). The initial Lender shall have five (5) Business Days from its receipt in writing of such proposal to offer to Borrower a Refinancing Loan on terms specified by the initial Lender in writing (the “"Lender’s 's Terms”"). If prior to the expiration of such five (5) Business Day period, the initial Lender shall offer to Borrower or such Affiliate a transaction with the same material terms as the Proposed Terms provided to the initial Lender and the same material conditions precedent to closing as those set forth in the Commitment, Borrower or such Affiliate shall accept, and enter into, the transaction offered by the initial Lender and shall not accept, or enter into, such Refinancing Loan. If the initial Lender declines to offer a transaction on the same terms as the Proposed Terms and Borrower or such Affiliate subsequently either proposes to obtain a Refinancing Loan with material business terms at closing economically less favorable to Borrower or such Affiliate than those previously disclosed to Lender, then Borrower or such Affiliate shall provide the initial Lender with a further opportunity to make the Refinancing Loan on the modified terms in accordance with the timing provisions set forth above.

Refinancing Loan. If during the term of the Loan or upon maturity, the Borrower or any other Person in which Affiliate of the Borrower or its members or partners have a direct or indirect beneficial ownership interest proposes to obtain a first mortgage loan to be secured by the Mortgaged Properties from any Person (other than the initial Lender) and to cause the proceeds of such loan to be used to pay or prepay the Loan in whole or in part (including, without limitation, on the Maturity Date or otherwise pursuant to Section 2.6(a) or 2.7(a)) (any such transactionloan, a “"Refinancing Loan”"), the Borrower shall provide to the initial Lender in writing the Proposed Terms (including by delivering to the initial Lender actual copies material terms of all current term sheets which have been obtained, except Borrower may redact or withhold the name of the proposed lender on such Refinancing Loan to the extent Borrower or such Person is subject to a confidentiality agreement)Loan. The initial Lender shall have five ten (510) Business Days calendar days from its the receipt in writing of such proposal terms to offer to the Borrower a Refinancing Loan loan on the same material terms specified as the terms provided by the initial Lender in writing (the “Lender’s Terms”)other lender. If prior to the expiration of such five (5) Business Day period, the initial Lender shall offer to the Borrower or such Affiliate a transaction loan with the same material terms as the Proposed Terms terms provided by the Borrower to the initial Lender and Lender, the same material conditions precedent to closing as those set forth in the Commitment, Borrower or such Affiliate shall accept, and enter into, the transaction loan offered by the initial Lender and shall not accept, or enter into, such Refinancing Loan. If the initial Lender declines to offer a transaction loan on the same material terms as and the Proposed Terms and Borrower or such Affiliate subsequently either proposes to obtain a Refinancing Loan with material business financial terms at closing economically less favorable advantageous to the Borrower or such Affiliate than those previously disclosed to Lenderthe Lender or does not consummate a Refinancing Loan on the terms provided within forty-five (45) days of the Lender declining to offer a loan on the same material terms, then the Borrower or such Affiliate shall provide the initial Lender with a further opportunity to make the Refinancing Loan on the modified terms in accordance with the timing provisions set forth above.