Repayments and Transfers. The Borrower may transfer or cause the transfer of any New York Property to any Person in compliance with Section 6.05. In such event and upon the request of the Borrower, the Administrative Agent shall cooperate in all reasonable respects with the Borrower to assign the related New York Term Note and the related New York Mortgage without representation, recourse or warranty (other than (A) that the Administrative Agent is the holder of the Indebtedness evidenced and secured thereby and (B) the then outstanding principal amount thereof) to any lender to the transferee of such Hotel Property as requested by the Borrower, at the Borrower’s sole cost and expense. Such assignment shall not require the approval of any Bank or be subject to the satisfaction of any conditions precedent other than the preparation (at the Borrower’s sole cost and expense) of appropriate assignment documentation in customary form and otherwise satisfactory to the Administrative Agent. Further, if requested at any time by the Borrower, a Subsidiary that owns a New York Property, the Administrative Agent or the Required Lenders, the Administrative Agent shall cause a New York Mortgage to be released. Such release of such New York Mortgage shall not require the consent of any Bank or be subject to the satisfaction of any conditions precedent other than the preparation (at the Borrower’s sole cost and expense) of appropriate release documentation in customary form and otherwise satisfactory to the Administrative Agent. Notwithstanding anything to the contrary contained in this Section 9.01, (1) any sale or other disposition of any New York Property occurring in connection with any such assignment or release of a New York Mortgage must comply with the provisions of Section 6.05 hereof and (2) from and after the time of any release or assignment of any New York Mortgage, any Indebtedness of the Borrower or any of its Subsidiaries secured by the related New York Property must not result in any Default or Event of Default under Section 6.02.
Repayments and Transfers. In the event of a release or Property Substitution of an entire Mortgage Assignment Property in compliance with Section 2.6(1) or Section 2.6(4) or the repayment in full of the Debt in compliance with Section 2.6(3), then upon the request of Borrowers, Administrative Agent shall cooperate in all reasonable respects with Borrowers to assign the Parallel Note (or the outstanding principal amount thereof secured by the applicable Parallel Note Mortgage (which may be evidenced by a split note)) and the applicable Parallel Note Mortgage, without representation, recourse or warranty (other than a statement addressed to Borrowers as to the principal amount of the Parallel Note then outstanding) to any refinancing lender to be secured by the applicable Mortgage Assignment Property, as requested by Borrowers, at Borrowers’ sole cost and expense. Such assignment shall not require the approval of any Lender or be subject to the satisfaction of any conditions precedent other than the preparation (at Borrowers’ sole cost and expense) of appropriate assignment documentation in customary form and otherwise reasonably satisfactory to Administrative Agent. Notwithstanding anything to the contrary contained in this Section 2.13, any release or substitution of any Mortgage Assignment Property occurring in connection with any such assignment of the Parallel Note Mortgage must comply with the provisions of Section 2.6(1), 2.6(3) or 2.6(4).
Repayments and Transfers. In the event of a release or Property Substitution of an entire Mortgage Assignment Property or the Maryland Property in compliance with Section 2.6(1) or Section 2.6(4) or the repayment in full of the Debt in compliance with Section 2.6(3), then upon the request of Borrower, Administrative Agent shall cooperate in all reasonable respects with Borrower to assign the applicable Parallel Note (or the outstanding principal amount thereof secured by the applicable Parallel Note Mortgage (which may be evidenced by a split note)) and the applicable Parallel Note Mortgage, without representation, recourse or warranty (other than a statement addressed to Borrower as to the principal amount of the applicable Parallel Note then outstanding) to any refinancing lender to be secured by the applicable Mortgage Assignment Property or the Maryland Property, as the case may be, as requested by Borrower, at Borrower’s sole cost and expense. Such assignment shall not require the approval of any Lender or be subject to the satisfaction of any conditions precedent other than the preparation (at Borrower’s sole cost and expense) of appropriate assignment documentation in customary form and otherwise reasonably satisfactory to Administrative Agent. Notwithstanding anything to the contrary contained in this Section 2.13, any release or substitution of any Mortgage Assignment Property or the Maryland Property occurring in connection with any such assignment of an Assigned Mortgage or the Maryland Mortgage must comply with the provisions of Section 2.6(1), Section 2.6(3) or Section 2.6(4).
