Common use of Resizing Clause in Contracts

Resizing. In connection with the Mortgage Loan, each Note B Holder agrees that if, in connection with the Securitization, the Note A-1 Holder, the Note A-2 Holder or the Note A-3 Holder determines that it is advantageous to resize Note X-0, Xxxx X-0 or Note A-3 by causing the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note to such New Notes, the Note B Holders shall cooperate with the Note A-1 Holder, the Note A-2 Holder and the Note A-3 Holder, as applicable, to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B Holders, or priority of such payments, or (b) increase the Note B Holders’ obligations or decrease the Note B Holders’ rights, remedies or protections. In connection with the resizing of Note X-0, Xxxx X-0 or Note A-3, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s obligation to pay the Note B Holders’ expenses pursuant to Section 41 of this Agreement shall not apply to the Note B Holders’ expenses in connection with a resizing pursuant to this Section 39 or any Securitization of a resized Note X-0, Xxxx X-0 or Note A-3.

Resizing. In connection with the Mortgage Loan, each the Note B Holder agrees that if, in connection with the Securitization, the Note A-1 Holder, the Note A-2 Holder, the Note A-3 Holder, the Note A-4 Holder or the Note A-3 A-5 Holder determines that it is advantageous to resize Note X-0, Xxxx X-0 X-0, Note A-3, Note A-4 or Note A-3 A-5 by causing the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note to such New Notes, the Note B Holders Holder shall cooperate with the Note A-1 Holder, the Note A-2 Holder, the Note A-3 Holder, the Note A-4 Holder and the Note A-3 A-5 Holder, as applicable, to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s, Note A-3 Holder’s, Note A-4 Holder’s or Note A-3 A-5 Holder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B HoldersHolder, or priority of such payments, or (b) increase the Note B Holders’ Holder’s obligations or decrease the Note B Holders’ Holder’s rights, remedies or protections. In connection with the resizing of Note X-0, Xxxx X-0 X-0, Note A-3, Note A-4 or Note A-3A-5, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s, Note A-3 Holder’s, Note A-4 Holder’s or Note A-3 A-5 Holder’s obligation to pay the Note B Holders’ Holder’s expenses pursuant to Section 41 40 of this Agreement shall not apply to the Note B Holders’ Holder’s expenses in connection with a resizing pursuant to this Section 39 38 or any Securitization of a resized Note X-0, Xxxx X-0 X-0, Note A-3, Note A-4 or Note A-3A-5.

Resizing. In connection with the Mortgage Loan, each the Note B C Holder agrees that if, in connection with the Securitization, the Note A-1 Holder, the Note A-2 Holder or the Note A-3 B Holder determines that it is advantageous to resize Note X-0, Xxxx X-0 or Note A-3 B by causing the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note to such New Notes, the Note B Holders C Holder shall cooperate with the Note A-1 Holder, the Note A-2 Holder and the or Note A-3 B Holder, as applicable, to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 B Holder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B HoldersC Holder, or priority of such payments, or (b) increase the Note B Holders’ C Holder’s obligations or decrease the Note B Holders’ C Holder’s rights, remedies or protections. In connection with the resizing of Note X-0, Xxxx X-0 or Note A-3B, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 B Holder’s obligation to pay the Note B Holders’ C Holder’s expenses pursuant to Section 41 40 of this Agreement shall not apply to the Note B Holders’ C Holder’s expenses in connection with a resizing pursuant to this Section 39 38 or any Securitization of a resized Note X-0, Xxxx X-0 or Note A-3.B.

Resizing. In connection with the Mortgage Loan, each Note B Holder agrees that if, in connection with the SecuritizationNotwithstanding any other provision of this Agreement, the Note A-1 Holder, the Note A-2 Holder or the Note A-3 Holder determines that it is advantageous to resize holder of Note X-0, Xxxx X-0 X-0, Note A-3, Note A-4 or Note A-3 by causing A-5 shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note X-0, Xxxx X-0, Note A-3, Note A-4 or Note A-5 to such New Notes, Notes and the Note B Holders Holder shall (at the applicable Noteholder’s sole cost and expense) cooperate with the Note A-1 Holder, the Note A-2 Holder, Note A-3 Holder, Note A-4 Holder and the Note A-3 A-5 Holder, as applicable, to effect any such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s expense, as applicableresizing; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B HoldersHolder, or priority of such payments, or (b) materially increase the Note B Holders’ Holder’s obligations or materially decrease the Note B Holders’ Holder’s rights, remedies or protections, (iv) all New Notes shall pay on a Pro Rata and Pari Passu Basis among such New Notes, and all New Notes shall be automatically subject to the terms of this Agreement and shall be a “Note” hereunder, and (v) the Person holding the New Notes shall notify the Note B Holder in writing of the allocations and principal amounts of the New Notes. In connection with the resizing of Note X-0, Xxxx X-0 X-0, Note A-3, Note A-4 or Note A-3A-5, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s obligation to pay the Note B Holders’ expenses pursuant to Section 41 of this Agreement shall not apply to the Note B Holders’ expenses in connection with a resizing pursuant to this Section 39 or any Securitization of a resized Note X-0, Xxxx X-0 or Note A-3.

Resizing. In connection with the Mortgage Loan, each The Note B Holder agrees that if, in connection with the a Securitization, the Note A-1 Holder, the Holder or Note A-2 Holder or the Note A-3 Holder determines that it is advantageous to resize Note X-0, Xxxx X-0 A-1 or Note A-3 A-2 by causing the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note A-1 or Note A-2 to such New Notes, the Note B Holders Holder shall cooperate with the Note A-1 Holder, the Holder and Note A-2 Holder and the Note A-3 Holder, as applicable, to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 A-2 Holder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) such New Notes are pari passu with each other, (iii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iiiiv) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B HoldersHolder, or priority of such payments, or (b) increase the Note B Holders’ Holder’s obligations or decrease the Note B Holders’ Holder’s rights, remedies or protections. In connection with the resizing of Note X-0, Xxxx X-0 A-1 or Note A-3A-2, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 A-2 Holder’s obligation to pay the Note B Holders’ Holder’s expenses pursuant to Section 41 40 of this Agreement shall not apply to the Note B Holders’ Holder’s expenses in connection with a resizing pursuant to this Section 39 38 or any Securitization of a resized Note X-0, Xxxx X-0 A-1 or Note A-3A-2.

Resizing. In connection with the Mortgage Loan, each the Note B B-1 Holder agrees that if, in connection with the Securitization, the Note A-1 Holder, the Note A-2 Holder or the Note A-3 Holder determines that it is advantageous to resize Note X-0, Xxxx X-0 or Note A-3 A-1 by causing the Mortgage Loan Borrower to execute amended and restated notes or additional notes (in either case, “New Notes”) reallocating the principal of such Note to such New Notes, the Note B Holders B-1 Holder shall cooperate with the Note A-1 Holder, the Note A-2 Holder and the Note A-3 Holder, as applicable, to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (a) change the interest allocable to, or the amount of any payments due to, the Note B HoldersB-1 Holder, or priority of such payments, or (b) increase the Note B Holders’ B-1 Holder’s obligations or decrease the Note B Holders’ B-1 Holder’s rights, remedies or protections. In connection with the resizing of Note X-0, Xxxx X-0 or Note A-3A-1, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s obligation to pay the Note B Holders’ B-1 Holder’s expenses pursuant to Section 41 40 of this Agreement shall not apply to the Note B Holders’ B-1 Holder’s expenses in connection with a resizing pursuant to this Section 39 38 or any Securitization of a resized Note X-0, Xxxx X-0 or Note A-3A-1.

Resizing. In connection with the Mortgage Loan, each Note B Holder agrees Noteholder agrees, subject to clause (iii)(y) below, that if, in connection with the Securitization, if the Note A-1 Holder, the Note A-2 Holder, the Note A-3 Holder, the Note A-4 Holder, the Note A-5 Holder, the Note A-6 Holder or the Note A-3 A-7 Holder determines that it is advantageous to resize its Note X-0, Xxxx X-0 or Note A-3 by causing the Mortgage Loan Borrower to execute amended and restated notes or additional pari passu notes (in either case, “New Notes”) reallocating the principal of such Note to such New Notes, each Noteholder other than the Note B Holders resizing Noteholder shall cooperate with the Note A-1 Holder, the Note A-2 Holder and the Note A-3 Holder, as applicable, resizing Noteholder to effect such resizing at such Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holderresizing Noteholder’s expense, as applicable; provided that (i) the aggregate principal balance of all outstanding New Notes following the creation thereof is no greater than the principal balance of such Note or Notes immediately prior to the creation of the New Notes, (ii) the weighted average interest rate of all outstanding New Notes following the creation thereof is the same as the interest rate of the related Note or Notes immediately prior to the creation of the New Notes, and (iii) no such resizing shall (ax) change the interest allocable to, or the amount of any payments due to, the Note B Holdersany other Noteholder, or priority of such payments, or (by) increase the Note B Holders’ any other Noteholder’s obligations or decrease the Note B Holders’ any other Noteholder’s rights, remedies or protections. In connection with the any resizing of Note X-0, Xxxx X-0 X-0, Xxxx X-0, Xxxx X-0, Note A-5, Note A-6 or Note A-3A-7, the related Noteholder may allocate its rights hereunder among the New Notes in any manner in its sole discretion. Any cap on the Note A-1 Holder’s, Note A-2 Holder’s or Note A-3 Holder’s obligation to pay the Note B Holders’ expenses pursuant to Section 41 of this Agreement shall not apply to the Note B Holders’ expenses in connection with a resizing pursuant to this Section 39 or any Securitization of a resized Note X-0, Xxxx X-0 or Note A-3.