Rights of Administrative Agent. Subject to receiving any required consents of the Required Lenders or all of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (i) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrower; and (xvi) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 3 contracts
Samples: Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.)
Rights of Administrative Agent. Subject Guarantor authorizes Administrative Agent, without giving notice to receiving Guarantor or obtaining Guarantor’s consent and without affecting the liability of Guarantor, from time to time to: (a) renew or extend all or any required consents portion of Borrowers’ obligations under the Note or any of the Required Lenders other Loan Documents; (b) declare all sums owing to any Lender under the Note and the other Loan Documents due and payable upon the occurrence of a Default (as defined in the Loan Agreement) under the Loan Documents; (c) make non-material changes in the dates specified for payments of any sums payable in periodic installments under the Note or all any of the Lendersother Loan Documents; (d) otherwise modify the terms of any of the Loan Documents, except for (i) increases in the principal amount of the Note or changes in the manner by which interest rates, fees or charges are calculated under the Note and the other Loan Documents (Guarantor acknowledges that if the Note or other Loan Documents so provide, said interest rates, fees and charges may vary from time to time) or (ii) advancement of the Maturity Date of the Note where no Default has occurred under the Loan Documents; (e) take and hold security for the performance of Borrowers’ obligations under the Note or the other Loan Documents and exchange, enforce, waive and release any such security; (f) apply such security and direct the order or manner of sale thereof as Administrative Agent in its discretion may be required pursuant determine; (g) release, substitute or add any one or more endorsers of the Note or guarantors of Borrowers’ obligations under the Note or the other Loan Documents; (h) apply payments received by Administrative Agent from Borrowers to applicable provisions any obligations of Borrowers to Administrative Agent, in such order as Administrative Agent shall determine in its sole discretion, whether or not any such obligations are covered by this Agreement Guaranty; (i) assign this Guaranty in whole or in part; and (j) assign, transfer or negotiate all or any part of the indebtedness evidenced by the Note and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (i) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrower; and (xvi) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 3 contracts
Samples: Limited Guaranty (KBS Real Estate Investment Trust III, Inc.), Limited Guaranty (KBS Real Estate Investment Trust II, Inc.), Limited Guaranty (KBS Real Estate Investment Trust II, Inc.)
Rights of Administrative Agent. Subject Guarantor authorizes Administrative Agent, without giving notice to receiving Guarantor or obtaining Guarantor’s consent and without affecting the liability of Guarantor, from time to time to: (a) renew or extend all or any required consents portion of Borrower’s obligations under the Note or any of the Required Lenders other Loan Documents; (b) declare all sums owing to any Lender under the Note and the other Loan Documents due and payable upon the occurrence of a Default (as defined in the Loan Agreement) under the Loan Documents; (c) make non‑material changes in the dates specified for payments of any sums payable in periodic installments under the Note or all any of the Lendersother Loan Documents; (d) otherwise modify the terms of any of the Loan Documents, except for (i) increases in the principal amount of the Note or changes in the manner by which interest rates, fees or charges are calculated under the Note and the other Loan Documents (Guarantor acknowledges that if the Note or other Loan Documents so provide, said interest rates, fees and charges may vary from time to time) or (ii) advancement of the Maturity Date of the Note where no Default has occurred under the Loan Documents; (e) take and hold security for the performance of Borrower’s obligations under the Note or the other Loan Documents and exchange, enforce, waive and release any such security; (f) apply such security and direct the order or manner of sale thereof as Administrative Agent in its discretion may be required pursuant determine; (g) release, substitute or add any one or more endorsers of the Note or guarantors of Borrower’s obligations under the Note or the other Loan Documents; (h) apply payments received by Administrative Agent from Borrower to applicable provisions any obligations of Borrower to Administrative Agent, in such order as Administrative Agent shall determine in its sole discretion, whether or not any such obligations are covered by this Agreement Guaranty; (i) assign this Guaranty in whole or in part; and (j) assign, transfer or negotiate all or any part of the indebtedness evidenced by the Note and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (i) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrower; and (xvi) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 1 contract
Samples: Limited Guaranty (KBS Real Estate Investment Trust III, Inc.)
Rights of Administrative Agent. Subject to receiving any required consents of the Required Lenders or all of the LendersAdministrative Agent, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Co-Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (ia) the Administrative Agent may obtain collateral or additional collateral; (iib) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iiic) the Administrative Agent may release any or all collateral; (ivd) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (ve) the Administrative Agent may sell or otherwise Dispose dispose of any collateral in such manner or order as the Administrative Agent determines determine in accordance with the Loan Documents; (vif) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (viig) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viiih) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ixi) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (xj) the Administrative Agent may release any Co-Borrower; (xik) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any 101 102 obligations of any Co-Borrower with the agreement of that Co-Borrower; (xiil) the Administrative Agent may make advances, or grant other financial accommodations to any Co-Borrower; (xiiim) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xivn) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Co-Borrower with the agreement of that Co-Borrower; (xvo) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any BorrowerCo-Borrowers; and (xvip) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Co-Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 1 contract
Rights of Administrative Agent. Subject to receiving any required consents of the Required Lenders or all of the LendersAdministrative Agent, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Co-Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (ia) the Administrative Agent may obtain collateral or additional collateral; (iib) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iiic) the Administrative Agent may release any or all collateral; (ivd) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (ve) the Administrative Agent may sell or otherwise Dispose dispose of any collateral in such manner or order as the Administrative Agent determines determine in accordance with the Loan Documents; (vif) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (viig) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viiih) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ixi) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (xj) the Administrative Agent may release any Co-Borrower; (xik) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any 106 obligations of any Co-Borrower with the agreement of that Co-Borrower; (xiil) the Administrative Agent may make advances, or grant other financial accommodations to any Co-Borrower; (xiiim) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xivn) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Co-Borrower with the agreement of that Co-Borrower; (xvo) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any BorrowerCo-Borrowers; and (xvip) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Co-Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 1 contract
Rights of Administrative Agent. Subject Administrative Agent is hereby authorized, without notice to receiving or demand of Guarantor and without affecting the liability of Guarantor hereunder, to take any required consents of the Required Lenders or all of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions actions from time to time without notice on behalf of Lenders, and neither Administrative Agent nor any Lender shall incur any liability to Guarantor as a result thereof, and no such action shall impair or consent release the Guaranteed Obligations of Guarantor or any of them under this Guaranty:
(a) increase or decrease the amount of, or renew, extend, accelerate or otherwise change the time, place or terms for payment of, or other terms relating to, the Obligations, or otherwise modify, amend or change the terms of any Borrower and without receiving payment promissory note or other valueagreement evidencing, nor shall the following acts securing or omissions affect, delay or impair otherwise relating to any of the obligations pursuant Obligations, including, without limitation, the making of additional advances thereunder;
(b) accept and apply any payments on or recoveries against the Obligations from any source, and any proceeds of any security therefor, to the Loan Documents Obligations in such manner, order and priority as Administrative Agent may elect in Administrative Agent’s sole discretion;
(c) take, hold, sell, exchange, release or otherwise dispose of all or any property pledged, mortgaged or all liens and encumbrances: conveyed, or in which Administrative Agent has been granted a lien (for the benefit of Lenders), as security for the Obligations or the payment of this Guaranty;
(d) settle, release, compromise, collect or otherwise liquidate the Obligations or any portion thereof;
(e) accept, hold, substitute, add or release any other guaranty or endorsements of the Obligations;
(f) take any action under or in respect of the Credit Documents in the exercise of any remedy, power or privilege contained therein or available to Administrative Agent at law, equity or otherwise, or waive or refrain from exercising any such remedies, powers or privileges;
(g) amend or modify, in any manner whatsoever, the Credit Documents;
(h) extend or waive the time for any Person's performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Credit Documents, or waive such performance or compliance or consent to a failure of, or departure from, such performance or compliance;
(i) release anyone who may be liable in any manner for the payment of any amounts owed by Borrower, Guarantor or any other Borrower Party to Administrative Agent may obtain collateral or additional collateralLenders;
(j) modify or terminate the terms of any intercreditor or subordination agreement pursuant to which claims of other creditors of Guarantor, Borrower or any Borrower Party are subordinated to the claims of Administrative Agent and Lenders; and
(k) at any time after maturity of the Obligations, apply toward payment of the Guaranteed Obligations (i) any indebtedness due or to become due from Administrative Agent or any Lender to Guarantor, and (ii) any moneys, credits, or other property belonging to Guarantor at any time held by or coming into the possession of Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document Lender or any Borrower; and (xvi) the Administrative Agent may do any other acts affiliates thereof, whether for deposit or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documentsotherwise.
Appears in 1 contract
Samples: Guaranty of Recourse Obligations (Ares Commercial Real Estate Corp)
Rights of Administrative Agent. Subject Guarantor authorizes Administrative Agent, without giving notice to receiving Guarantor or obtaining Guarantor’s consent and without affecting the liability of Guarantor, from time to time to: (a) renew or extend all or any required consents portion of Borrowers’ obligations under the Note or any of the Required Lenders other Loan Documents; (b) declare all sums owing to any Lender under the Note and the other Loan Documents due and payable upon the occurrence of a Default (as defined in the Loan Agreement) under the Loan Documents; (c) make non‑material changes in the dates specified for payments of any sums payable in periodic installments under the Note or all any of the Lendersother Loan Documents; (d) otherwise modify the terms of any of the Loan Documents, except for (i) increases in the principal amount of the Note or changes in the manner by which interest rates, fees or charges are calculated under the Note and the other Loan Documents (Guarantor acknowledges that if the Note or other Loan Documents so provide, said interest rates, fees and charges may vary from time to time) or (ii) advancement of the Maturity Date of the Note where no Default has occurred under the Loan Documents; (e) take and hold security for the performance of Borrowers’ obligations under the Note or the other Loan Documents and exchange, enforce, waive and release any such security; (f) apply such security and direct the order or manner of sale thereof as Administrative Agent in its discretion may be required pursuant determine; (g) release, substitute or add any one or more endorsers of the Note or guarantors of Borrowers’ obligations under the Note or the other Loan Documents; (h) apply payments received by Administrative Agent from Borrowers to applicable provisions any obligations of Borrowers to Administrative Agent, in such order as Administrative Agent shall determine in its sole discretion, whether or not any such obligations are covered by this Agreement Guaranty; (i) assign this Guaranty in whole or in part; and (j) assign, transfer or negotiate all or any part of the indebtedness evidenced by the Note and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (i) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrower; and (xvi) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.
Appears in 1 contract
Samples: Limited Guaranty (KBS Real Estate Investment Trust II, Inc.)
Rights of Administrative Agent. Subject Administrative Agent is hereby authorized, without notice to receiving or demand of Guarantor and without affecting the liability of Guarantor hereunder, to take any required consents of the Required Lenders or all of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions actions from time to time without notice on behalf of Lenders as and to the extent it may be permitted to do so under the Loan Documents, and neither Administrative Agent nor any Lender shall incur any liability to Guarantor as a result thereof, and no such action shall impair or consent release the Guaranteed Obligations of Guarantor or any of them under this Guaranty:
(a) increase or decrease the amount of, or renew, extend, accelerate or otherwise change the time, place or terms for payment of, or other terms relating to, the Obligations, or otherwise modify, amend or change the terms of any Borrower and without receiving payment promissory note or other valueagreement evidencing, nor shall the following acts securing or omissions affect, delay or impair otherwise relating to any of the obligations pursuant Obligations, including, without limitation, the making of additional advances thereunder;
(b) accept and apply any payments on or recoveries against the Obligations from any source, and any proceeds of any security therefor, to the Obligations in such manner, order and priority as Administrative Agent may elect in Administrative Agent’s sole discretion;
(c) take, hold, sell, exchange, dispose of, release or otherwise dispose of all or any property pledged, mortgaged or conveyed, or in which Administrative Agent has been granted a lien (for the benefit of Lenders), as security for the Obligations or the payment of this Guaranty;
(d) settle, release, compromise, collect or otherwise liquidate the Obligations or any portion thereof;
(e) accept, hold, substitute, add or release any other guaranty or endorsements of the Obligations;
(f) take any action under or in respect of the Loan Documents in the exercise of any remedy, power or privilege contained therein or available to Administrative Agent at law, equity or otherwise, or waive or refrain from exercising any such remedies, powers or all liens and encumbrances: privileges;
(g) amend or modify, in any manner whatsoever, the Loan Documents;
(h) extend or waive the time for any Person’s performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents, or waive such performance or compliance or consent to a failure of, or departure from, such performance or compliance;
(i) release anyone who may be liable in any manner for the payment of any amounts owed by Borrower, Guarantor or any Borrower Party to Administrative Agent may obtain collateral or additional collateral; Lenders under the Loan Documents;
(iij) modify or terminate the terms of any intercreditor or subordination agreement pursuant to which claims of other creditors of Guarantor, Borrower or any Borrower Party are subordinated to the claims of Administrative Agent may substitute for or any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with Lender under the Loan Documents; and
(vik) at any time after maturity of the Obligations, appropriate and apply toward payment of the Guaranteed Obligations any moneys, credits, or other property belonging to Guarantor in accounts opened or used in connection with the Collateral at any time held by or coming into the possession of Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document Lender or any Borrower; and (xvi) the Administrative Agent may do any other acts affiliates thereof, whether for deposit or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documentsotherwise.
Appears in 1 contract
Samples: Guaranty of Recourse Obligations (Healthcare Trust, Inc.)
Rights of Administrative Agent. Subject Guarantor authorizes Administrative Agent, without giving notice to receiving Guarantor or obtaining Guarantor’s consent and without affecting the liability of Guarantor, from time to time to: (a) renew or extend all or any required consents portion of the Required Lenders Borrower’s obligations under the Notes or all any of the Lenders, as may be required pursuant other Loan Documents; (b) declare all sums owing to applicable provisions of this Agreement Administrative Agent and the Lenders under the Notes and the other Loan Documents, Documents due and payable upon the Administrative Agent on behalf occurrence of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to a Default (as defined in the Loan Documents or any or all liens and encumbrances: (iAgreement) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with under the Loan Documents; (vic) make non‑material changes in the Administrative Agent may fail to perfect, fail to protect dates specified for payments of any sums payable in periodic installments under the priority of, and fail to ensure Notes or any or all liens or encumbrancesof the other Loan Documents; (viid) otherwise modify the Administrative Agent terms of any of the Loan Documents, including increases in the principal amount of the Notes in accordance with the provisions of the Loan Agreement, but excluding (i) changes in the manner by which interest rates, fees or charges are calculated under the Notes and the other Loan Documents (Guarantor acknowledges that if the Notes or other Loan Documents so provide, said interest rates, fees and charges may fail vary from time to inspect, insure, maintain, preserve time) or protect any or all collateral; (viiiii) advancement of the Administrative Agent may obtain additional obligors for any or all obligations pursuant to Maturity Date of the Notes where no Default has occurred under the Loan Documents; (ixe) take and hold security for the performance of the Borrower’s obligations under the Notes or the other Loan Documents and exchange, enforce, waive and release any such security; (f) apply such security and direct the order or manner of sale thereof as Administrative Agent in its discretion may increase determine; (g) release, substitute or decrease add any one or all more endorsers of the Notes or guarantors of the Borrower’s obligations under the Notes or otherwise change terms of any or all obligations in accordance with the other Loan Documents; (xh) the apply payments received by Administrative Agent may release from the Borrower, Guarantor or any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail other guarantor to enforce, release, settle or waive any obligations of the Borrower to the Lenders, in such order as Administrative Agent shall determine in its sole discretion, whether or not any Borrower with the agreement of that Borrowersuch obligations are covered by this Guaranty; (xiii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate assign this Guaranty in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrowerpart; and (xvij) the Administrative Agent may do assign, transfer or negotiate all or any other acts or make any other omissions that result in the extinguishment part of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of indebtedness guaranteed by this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan DocumentsGuaranty.
Appears in 1 contract
Samples: Guaranty of Payment and Performance (Phillips Edison - ARC Shopping Center REIT Inc.)
Rights of Administrative Agent. Subject Administrative Agent is hereby authorized, without notice to receiving or demand of Guarantor and without affecting the liability of Guarantor hereunder, to take any required consents of the Required Lenders or all of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions actions from time to time without notice on behalf of Lenders and neither Administrative Agent nor any Lender shall incur any liability to Guarantor as a result thereof, and no such action shall impair or consent release the Guaranteed Obligations of Guarantor or any of them under this Guaranty:
(a) increase or decrease the amount of, or renew, extend, accelerate or otherwise change the time, place or terms for payment of, or other terms relating to, the Guaranteed Obligations, or otherwise modify, amend or change the terms of any Borrower and without receiving payment promissory note or other valueagreement evidencing, nor shall the following acts securing or omissions affect, delay or impair otherwise relating to any of the obligations pursuant Guaranteed Obligations, including, without limitation, the making of additional advances thereunder;
(b) accept and apply any payments on or recoveries against the Guaranteed Obligations from any source, and any proceeds of any security therefor, to the Guaranteed Obligations in such manner, order and priority as set forth in the Loan Agreement;
(c) take, hold, sell, exchange, dispose of, release or otherwise dispose of all or any property pledged, mortgaged or conveyed, or in which Administrative Agent has been granted a lien (for the benefit of Lenders), as security for the Guaranteed Obligations or the payment of this Guaranty;
(d) settle, release, compromise, collect or otherwise liquidate the Guaranteed Obligations or any portion thereof;
(e) accept, hold, substitute, add or release any other guaranty or endorsements of the Guaranteed Obligations;
(f) take any action under or in respect of the Loan Documents in the exercise of any remedy, power or privilege contained therein or available to Administrative Agent at law, equity or otherwise, or waive or refrain from exercising any such remedies, powers or all liens and encumbrances: privileges;
(g) amend or modify, in any manner whatsoever, the Loan Documents;
(h) extend or waive the time for any Person’s performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents, or waive such performance or compliance or consent to a failure of, or departure from, such performance or compliance;
(i) release anyone who may be liable in any manner for the payment of any amounts owed by Borrowers, Guarantor or any other Borrower Party to Administrative Agent may obtain collateral and/or Lenders;
(j) modify or additional collateralterminate the terms of any intercreditor or subordination agreement pursuant to which claims of other creditors of Guarantor, the Borrowers or any other Borrower Party are subordinated to the claims of Administrative Agent and Lenders; and
(k) at any time after maturity of the Guaranteed Obligations, appropriate and apply toward payment of the Guaranteed Obligations (i) any indebtedness due or to become due from Lenders to Guarantor, and (ii) any moneys, credits, or other property belonging to Guarantor at any time held by or coming into the possession of Administrative Agent may substitute for any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vi) the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document Lender or any Borrower; and (xvi) the Administrative Agent may do any other acts affiliates thereof, whether for deposit or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.otherwise;
Appears in 1 contract
Samples: Guaranty of Payment and Performance (Care Capital Properties, Inc.)
Rights of Administrative Agent. Subject (a) The Administrative Agent is authorized at any time to receiving any required consents of date and to deliver to the Required Lenders or all Collection Banks the Collection Notices. Borrower hereby transfers, to the fullest extent permitted by applicable law, to the Administrative Agent for the benefit of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, effective when the Administrative Agent delivers such notice, the exclusive ownership and control of each Lockbox and the Collection Accounts. In case any authorized signatory of Borrower whose signature appears on a Collection Account Agreement shall cease to have such authority before the delivery of such notice, such Collection Notice shall nevertheless be valid as if such authority had remained in force. Borrower hereby irrevocably constitutes and appoints the Administrative Agent with full power of substitution, as Borrower's true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of Borrower and in the name of Borrower or in its own name and without limiting the generality of the foregoing, grants to Administrative Agent the power and right, on behalf of the LendersBorrower, may do the following acts or omissions from time to time without notice or assent by Borrower to (i) at any time after delivery of the Collection Notices, endorse Borrower's name on checks and other instruments representing Collections, (ii) at any time after the occurrence and continuation of an Amortization Event, enforce the Receivables, the related Contracts and the Related Security, and (iii) at any time after the occurrence and continuation of an Amortization Event, take such action as shall be necessary or consent desirable to cause all cash, checks and other instruments constituting Collections of Receivables to come into the possession of the Administrative Agent rather than Borrower.
(b) At any Borrower and without receiving payment time following the designation of a Servicer other than BSX or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations its Affiliates pursuant to the Loan Documents or any or all liens and encumbrances: Section 8.1:
(i) the Administrative Agent may obtain collateral direct the Obligors of Receivables, or additional collateral; any of them, to pay all amounts payable under any Receivable directly to the Administrative Agent (or other Person designated by the Administrative Agent).
(ii) Borrower shall, at the Administrative Agent may substitute for any or all collateral regardless Agent's request and at Borrower's expense, give notice of whether the same type or greater or lesser value; Administrative Agent's security interest in the Receivables to each said Obligor and direct that payments be made directly to the Administrative Agent.
(iii) Borrower shall, (A) at the Administrative Agent's request, assemble all of the Records and (B) at the request of any Agent may release or its designee exercise or enforce any of their respective rights hereunder, under any other Transaction Document, under any Receivable or all collateral; (iv) under any Related Security. Without limiting the Administrative Agent may compromisegenerality of the foregoing, delay enforcement, fail to enforce, release, settle or waive any rights or remedies Borrower shall upon the request of the Administrative Agent or its designee:
(A) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as to any may be necessary or all collateralappropriate; and
(vB) mark its master data processing records evidencing such Xxceivables with such legend.
(c) Borrower hereby authorizes the Administrative Agent may sell or otherwise Dispose its designee to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables and the Related Security now existing or hereafter arising in the name of Borrower without any collateral in such manner signature of Borrower. If Borrower fails to perform any of its agreements or order as obligations under this Agreement or any other Transaction Document, the Administrative Agent determines in accordance with or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the Loan Documents; (vi) expenses of the Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations its designee incurred in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any connection therewith shall be payable by Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document or any Borrower; and (xvi) the Administrative Agent may do any other acts or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documentsprovided herein.
Appears in 1 contract
Samples: Credit and Security Agreement (Boston Scientific Corp)
Rights of Administrative Agent. Subject Guarantor authorizes Administrative Agent, without giving notice to receiving Guarantor or obtaining Guarantor’s consent and without releasing, diminishing, impairing, reducing or otherwise adversely affecting the liability of Guarantor hereunder, from time to time to: (a) amend, renew, extend, increase, modify, alter, restate or rearrange all or any required consents portion of the Required Obligations, or otherwise amend, renew, extend, increase, modify, alter, restate or rearrange the terms of the Warehousing Notes or any of the other Loan Documents or any other document, instrument, contract or understanding among Borrower, Administrative Agent and/or Lenders or any other parties pertaining to the Obligations; (b) declare all of sums owing to Lenders under the Lenders, as may be required pursuant to applicable provisions of this Agreement Warehousing Notes and the other Loan Documents, Documents due and payable upon the occurrence of an Event of Default which has not been waived in writing by Administrative Agent on behalf of the Lenders, may do the following acts or omissions from time to time without notice to or consent of any Borrower and without receiving payment or other value, nor shall the following acts or omissions affect, delay or impair any of the obligations pursuant to the Loan Documents or any or all liens and encumbrances: (i) the Administrative Agent may obtain collateral or additional collateral; (ii) the Administrative Agent may substitute for any or all collateral regardless terms of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with the Loan Documents; (vic) take and hold security for Borrower’s performance of the Obligations and exchange, enforce, waive, release and surrender any such security; (d) apply such security and direct the order or manner of sale thereof as Administrative Agent in its discretion may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrancesdetermine; (viie) release (in full or in part), substitute or add any one or more endorsers of the Warehousing Notes or guarantors of the Obligations; (f) apply payments received by Administrative Agent may fail from Borrower to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of Borrower to Administrative Agent and Lenders, in such order as Administrative Agent shall determine in its sole discretion, whether or not any Borrower with the agreement of that Borrowersuch obligations are covered by this Guaranty; (xiig) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate assign this Guaranty in whole or in part; and (h) assign, transfer or negotiate all or any part of the obligation of any Borrower with the agreement of that Borrowerindebtedness guaranteed by this Guaranty; (xvi) the Administrative Agent may grant any adjustment, indulgence, forbearance or compromise to Borrower or Guarantor; and (j) take or fail omit to take any other action with respect to any the Loan Document Documents or any Borrower; and (xvi) the Administrative Agent may do any other acts Obligations, whether or make any other omissions not such action or omission prejudices Guarantor or increases the likelihood that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would Guarantor will be required to pay the Obligations pursuant to the applicable provisions terms hereof, it being the unambiguous and unequivocal intention of this Agreement Guarantor that Guarantor shall be obligated to pay the Obligations when due, notwithstanding any occurrence, circumstance, event, action, or omission whatsoever, whether contemplated or not contemplated, and whether or not otherwise or particularly described herein, which obligation shall be deemed satisfied only upon the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder full and under final and indefeasible payment and satisfaction of the other Loan DocumentsObligations.
Appears in 1 contract
Rights of Administrative Agent. Subject Administrative Agent is hereby authorized, without notice to receiving or demand of Guarantor and without affecting the liability of Guarantor hereunder, to take any required consents of the Required Lenders or all of the Lenders, as may be required pursuant following actions from time to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent time on behalf of the LendersSecured Parties as and to the extent it may be permitted to do so under the Loan Documents, may do and neither Administrative Agent nor any Secured Party shall incur any liability to Guarantor as a result thereof, and no such action shall impair or release the following acts Guaranteed Obligations of Guarantor or omissions from time to time without notice to any of them under this Guaranty:
(a) increase or consent decrease the amount of, or renew, extend, accelerate or otherwise change the time, place or terms for payment of, or other terms relating to, the Obligations, or otherwise modify, amend or change the terms of any Borrower and without receiving payment promissory note or other valueagreement evidencing, nor shall the following acts securing or omissions affect, delay or impair otherwise relating to any of the obligations pursuant Obligations, including, without limitation, the making of additional advances thereunder; GUARANTY OF RECOURSE OBLIGATIONS HTI Bridge Portfolio
(b) accept and apply any payments on or recoveries against the Obligations from any source, and any proceeds of any security therefor, to the Obligations in such manner, order and priority as Administrative Agent may elect in Administrative Agent’s sole discretion;
(c) take, hold, sell, exchange, dispose of, release or otherwise dispose of all or any property pledged, mortgaged or conveyed, or in which Administrative Agent has been granted a lien, as security for the Obligations or the payment of this Guaranty;
(d) settle, release, compromise, collect or otherwise liquidate the Obligations or any portion thereof;
(e) accept, hold, substitute, add or release any other guaranty or endorsements of the Obligations;
(f) take any action under or in respect of the Loan Documents in the exercise of any remedy, power or privilege contained therein or available to Administrative Agent at law, equity or otherwise, or waive or refrain from exercising any such remedies, powers or all liens and encumbrances: privileges;
(g) amend or modify, in any manner whatsoever, the Loan Documents;
(h) extend or waive the time for any Person’s performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents, or waive such performance or compliance or consent to a failure of, or departure from, such performance or compliance;
(i) release anyone who may be liable in any manner for the payment of any amounts owed by Borrowers, Guarantor or any Borrower Party to Administrative Agent may obtain collateral or additional collateral; Lenders under the Loan Documents;
(iij) modify or terminate the terms of any intercreditor or subordination agreement pursuant to which claims of other creditors of Guarantor, Borrowers or any Borrower Party are subordinated to the claims of Administrative Agent may substitute for or any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with Lender under the Loan Documents; and
(vik) at any time after maturity of the Obligations, appropriate and apply toward payment of the Guaranteed Obligations any moneys, credits, or other property belonging to Guarantor in accounts opened or used in connection with the Collateral at any time held by or coming into the possession of Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document Lender or any Borrower; and (xvi) the Administrative Agent may do any other acts affiliates thereof, whether for deposit or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documents.otherwise. GUARANTY OF RECOURSE OBLIGATIONS HTI Bridge Portfolio
Appears in 1 contract
Samples: Guaranty of Recourse Obligations (Healthcare Trust, Inc.)
Rights of Administrative Agent. Subject Administrative Agent is hereby authorized, without notice to receiving or demand of Guarantor and without affecting the liability of Guarantor hereunder, to take any required consents of the Required Lenders or all of the Lenders, as may be required pursuant to applicable provisions of this Agreement and the other Loan Documents, the Administrative Agent on behalf of the Lenders, may do the following acts or omissions actions from time to time without notice on behalf of Lenders as and to the extent it may be permitted to do so under the Loan Documents, and neither Administrative Agent nor any Lender shall incur any liability to Guarantor as a result thereof, and no such action shall impair or consent release the Guaranteed Obligations of Guarantor or any of them under this Guaranty:
(a) increase or decrease the amount of, or renew, extend, accelerate or otherwise change the time, place or terms for payment of, or other terms relating to, the Obligations, or otherwise modify, amend or change the terms of any Borrower and without receiving payment promissory note or other valueagreement evidencing, nor shall the following acts securing or omissions affect, delay or impair otherwise relating to any of the obligations pursuant Obligations, including, without limitation, the making of additional advances thereunder;
(b) accept and apply any payments on or recoveries against the Obligations from any source, and any proceeds of any security therefor, to the Obligations in such manner, order and priority as Administrative Agent may elect in Administrative Agent’s sole discretion;
(c) take, hold, sell, exchange, dispose of, release or otherwise dispose of all or any property pledged, mortgaged or conveyed, or in which Administrative Agent has been granted a lien (for the benefit of Lenders), as security for the Obligations or the payment of this Guaranty;
(d) settle, release, compromise, collect or otherwise liquidate the Obligations or any portion thereof;
(e) accept, hold, substitute, add or release any other guaranty or endorsements of the Obligations;
(f) take any action under or in respect of the Loan Documents in the exercise of any remedy, power or privilege contained therein or available to Administrative Agent at law, equity or otherwise, or waive or refrain from exercising any such remedies, powers or all liens and encumbrances: privileges;
(g) amend or modify, in any manner whatsoever, the Loan Documents;
(h) extend or waive the time for any Person’s performance of, or compliance with, any term, covenant or agreement on its part to be performed or observed under the Loan Documents, or waive such performance or compliance or consent to a failure of, or departure from, such performance or compliance;
(i) release anyone who may be liable in any manner for the payment of any amounts owed by Borrower, Guarantor or any Borrower Party to Administrative Agent may obtain collateral or additional collateral; Lenders under the Loan Documents;
(iij) modify or terminate the terms of any intercreditor or subordination agreement pursuant to which claims of other creditors of Guarantor, Borrower or any Borrower Party are subordinated to the claims of Administrative Agent may substitute for or any or all collateral regardless of whether the same type or greater or lesser value; (iii) the Administrative Agent may release any or all collateral; (iv) the Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any rights or remedies of the Administrative Agent as to any or all collateral; (v) the Administrative Agent may sell or otherwise Dispose of any collateral in such manner or order as the Administrative Agent determines in accordance with Lender under the Loan Documents; and HTI MOB Portfolio (viUpsizing)
(k) at any time after maturity of the Obligations, appropriate and apply toward payment of the Guaranteed Obligations any moneys, credits, or other property belonging to Guarantor in accounts opened or used in connection with the Collateral at any time held by or coming into the possession of Administrative Agent may fail to perfect, fail to protect the priority of, and fail to ensure any or all liens or encumbrances; (vii) the Administrative Agent may fail to inspect, insure, maintain, preserve or protect any or all collateral; (viii) the Administrative Agent may obtain additional obligors for any or all obligations pursuant to the Loan Documents; (ix) the Administrative Agent may increase or decrease any or all obligations or otherwise change terms of any or all obligations in accordance with the Loan Documents; (x) the Administrative Agent may release any Borrower; (xi) Administrative Agent may compromise, delay enforcement, fail to enforce, release, settle or waive any obligations of any Borrower with the agreement of that Borrower; (xii) the Administrative Agent may make advances, or grant other financial accommodations to any Borrower; (xiii) the Administrative Agent may fail to file or pursue a claim in any bankruptcy, insolvency, reorganization or other proceeding as to any or all liens and encumbrances or any or all obligations; (xiv) the Administrative Agent may amend, modify, extend, renew, restate, supplement or terminate in whole or in part the obligation of any Borrower with the agreement of that Borrower; (xv) the Administrative Agent may take or fail to take any other action with respect to any Loan Document Lender or any Borrower; and (xvi) the Administrative Agent may do any other acts affiliates thereof, whether for deposit or make any other omissions that result in the extinguishment of the obligation of any Borrower, subject, in the case of clauses (ix) and (xiv) of this Section 10.18(b), to the consent of the Borrower(s) to the extent such Borrower’s consent would be required pursuant to the applicable provisions of this Agreement and the other Loan Documents in such Borrower’s capacity not as a surety but in its capacity as a primary obligor hereunder and under the other Loan Documentsotherwise.
Appears in 1 contract
Samples: Guaranty of Recourse Obligations (Healthcare Trust, Inc.)