Common use of Refusal to Give Consents; Failure to Fund Clause in Contracts

Refusal to Give Consents; Failure to Fund. If any Participant declines to consent to any amendment, modification, waiver, release or consent for which the Participant’s consent is requested or required by reason of this Agreement, or if any Participant fails to pay any amount owed by it hereunder, BNPPLC will have the right, but not the obligation and without limiting any other remedy of BNPPLC, to reduce such Participant’s Percentage to zero and to terminate such Participant’s rights to receive any further payments under Article 2 of this Agreement by paying to such Participant a termination fee equal to the sum of (but without duplication of any amount): (1) the total amount such Participant would be entitled to receive from BNPPLC hereunder if the date of such payment were the Designated Sale Date and on such date LRC had itself purchased BNPPLC’s interest in the Property pursuant to and in accordance with the Purchase Agreement, and (2) the amounts, if any, needed to repay to such Participant any payments previously made by it in connection with Protective Advances pursuant to subparagraph 3(C) and not otherwise previously repaid to such Participant hereunder.

Refusal to Give Consents; Failure to Fund. If any Participant declines to consent to any amendment, modification, waiver, release or consent for which the Participant’s consent is requested or required by reason of this Agreement, or if any Participant fails to pay any amount owed by it hereunder, BNPPLC will have the right, but not the obligation and without limiting any other remedy of BNPPLC, to reduce such Participant’s Percentage to zero and to terminate such Participant’s rights to receive any further payments under Article 2 of this Agreement by paying to such Participant a termination fee equal to the sum of (but without duplication of any amount): (1) the total amount such Participant would be entitled to receive from BNPPLC hereunder if the date of such payment were the Designated Sale Date and on such date LRC had itself purchased BNPPLC’s interest in the Property pursuant to and in accordance with the Purchase Agreement, and (2) the amounts, if any, needed to repay to such Participant any payments previously made by it in connection with Protective Advances pursuant to subparagraph 3(C3(B) and not otherwise previously repaid to such Participant hereunder.