Release from Guaranties. As a condition to the buyout of a Member pursuant to the foregoing Sections 12.1 and 12.2, such Member and all of its Affiliates shall be released from the obligation to guarantee any of the obligations of the Company or any of its Subsidiaries or Affiliates under any financing. If either Member is the purchasing party, the purchasing Member shall, at its expense, secure the release from all lenders (without releasing any claim the Company may have against the applicable guarantor) of outstanding Affiliate Guaranties executed by the applicable Montecito Guarantor or CHP Guarantor or their respective Affiliates (other than obligations accrued prior to the transfer under any customary recourse carve-out guarantees) and, to the extent required, obtain the consent of all lenders to the buy-out of such Member (or cause the applicable loans to be repaid at closing).
Appears in 2 contracts
Samples: Limited Liability Company Agreement (CNL Healthcare Properties, Inc.), Limited Liability Company Agreement (CNL Healthcare Properties, Inc.)
Release from Guaranties. As a condition to the buyout of a Member pursuant to the foregoing Sections 12.1 and 12.2through 12.3, such Member and all of its Affiliates shall be released from the obligation to guarantee any of the obligations of the Company or any of its Subsidiaries or Affiliates under any financing. If either Member is the purchasing selling party, the purchasing other Member shall, at its expense, secure the release from all lenders (without releasing any claim the Company may have against the applicable guarantor) of outstanding Affiliate Guaranties executed by the applicable Montecito Sunrise Guarantor or CHP CHT Guarantor or their respective Affiliates (other than obligations accrued prior to the transfer under any customary recourse carve-out guarantees) and, to the extent required, obtain the consent of all lenders to the buy-out of such Member (or cause the applicable loans to be repaid at closing).
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Healthcare Trust, Inc.)
Release from Guaranties. As a condition to the buyout of a Member pursuant to the foregoing Sections 12.1 and 12.2, such Member and all of its Affiliates shall be released from the obligation to guarantee any of the obligations of the Company or any of its Subsidiaries or Affiliates under any financing. If either Member is the purchasing party, the purchasing Member shall, at its expense, secure the release from all lenders (without releasing any claim the Company may have against the applicable guarantor) of outstanding Affiliate Guaranties executed by the applicable Montecito GCI Guarantor or CHP Guarantor or their respective Affiliates (other than obligations accrued prior to the transfer under any customary recourse carve-out guarantees) and, to the extent required, obtain the consent of all lenders to the buy-out of such Member (or cause the applicable loans to be repaid at closing).
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Healthcare Properties, Inc.)
Release from Guaranties. As a condition to the buyout of a Member pursuant to the foregoing Sections 12.1 and 12.2through 12.3, such Member and all of its Affiliates shall be released from the obligation to guarantee any of the obligations of the Company or any of its Subsidiaries or Affiliates under any financing. If either Member is the purchasing selling party, the purchasing other Member shall, at its expense, secure the release from all lenders (without releasing any claim the Company may have against the applicable guarantor) of outstanding Affiliate Guaranties executed by the applicable Montecito Sunrise Guarantor or CHP CNL Guarantor or their respective Affiliates (other than obligations accrued prior to the transfer under any customary recourse carve-out guarantees) and, to the extent required, obtain the consent of all lenders to the buy-out of such Member (or cause the applicable loans to be repaid at closing).
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Lifestyle Properties Inc)
Release from Guaranties. As a condition to the buyout of a Member pursuant to the foregoing Sections 12.1 and 12.2, such Member and all of its Affiliates shall be released from the obligation to guarantee any of the obligations of the Company or any of its Subsidiaries or Affiliates under any financing. If either Member is the purchasing party, the purchasing Member shall, at its expense, secure the release from all lenders (without releasing any claim the Company may have against the applicable guarantor) of outstanding Affiliate Guaranties executed by the applicable Montecito GCI Guarantor or CHP CHT Guarantor or their respective Affiliates (other than obligations accrued prior to the transfer under any customary recourse carve-out guarantees) and, to the extent required, obtain the consent of all lenders to the buy-out of such Member (or cause the applicable loans to be repaid at closing).
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Healthcare Trust, Inc.)