Common use of Sale of Loan or Participations Clause in Contracts

Sale of Loan or Participations. Lender may at any time sell, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or other financial institutions (hereinafter called “Transferees”), pursuant to such transfer agreements, co-lender agreements, participations agreements and/or agency agreements into which Lender and its Transferees may enter and by which Borrower shall agree in writing to recognize. In addition, Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan to an Affiliate of Lender or to a successor entity by reason of any merger affecting Lender, or (ii) pledge or assign the same to any Federal Reserve Bank in accordance with applicable law. At the request of Lender, in the event of any such sale, assignment, transfer or syndication, Borrower shall execute separate new Notes to the Assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes shall be entitled to all the rights and benefits accorded to the Note under the terms of the Loan Documents. No such assignment shall be binding upon Borrower until Lender gives written notice thereof to Borrower. Lender may divulge all information relating to Borrower or the Property which Lender has to any actual or potential Transferee, and Borrower shall cooperate with Lender in connection with the transfer. Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to Borrower. If Lender makes any assignment to a Transferee, then upon notice to Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), shall become a lender hereunder and shall have all the rights and obligations of Lender hereunder, and Lender shall be released from its duties and obligations under this agreement to the extent of such assignment. So long as (and only so long as) no event of default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is required to disclose such information by reason of any applicable law or regulation.

Sale of Loan or Participations. The Lender may at any time sell, assign, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan Revolving Line of Credit (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or other financial institutions (hereinafter called “Transferees”), pursuant to such assignment agreements, transfer agreements, co-lender agreements, participations participation agreements and/or agency agreements into which the Lender and its Transferees may enter and by which the Borrower shall agree in writing to recognize. In addition, the Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan Revolving Line of Credit to an Affiliate affiliate of the Lender or to a any successor entity by reason of any merger affecting the Lender, ; or (ii) pledge or assign the same to any Federal Reserve Bank in accordance with applicable law. At the request of the Lender, in the event of any such sale, assignment, transfer or syndication, the Borrower shall execute separate new Notes promissory notes to the Assignor assignor and its assignee, in the amounts of their respective interests in the Loan Revolving Line of Credit after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes promissory notes shall be entitled to all the rights and benefits accorded to the Note under the terms of the Loan Documents. No such assignment shall be binding upon the Borrower until the Lender gives written notice thereof to the Borrower. The Lender may divulge all information relating to Borrower the Borrower, the Guarantors, or the Property Collateral which the Lender has to any actual or potential Transferee, and the Borrower shall cooperate with the Lender in connection with the transfer. The Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to the Borrower. If the Lender makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), ) shall become a lender hereunder and shall have all the rights and obligations of the Lender hereunder, and the Lender shall be released from its duties and obligations under this agreement Agreement to the extent of such assignment. So long as (and only so long as) no event of default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is required to disclose such information by reason of any applicable law or regulation.

Sale of Loan or Participations. Lender may at any time sell, assign, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or companies, other financial institutions or other Persons acceptable to Lender (hereinafter called “Transferees”), pursuant to such transfer agreements, co-co- lender agreements, participations participation agreements and/or agency agreements into which Lender and its Transferees may enter and by which which, if requested by Lender, Borrower shall agree in writing to recognize. In addition, Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan to an Affiliate affiliate of Lender or to a any successor entity by reason of any merger affecting Lender, ; or (ii) pledge or assign the same to any Federal Reserve Bank in accordance with applicable law. At the written request of Lender, in the event of any such sale, assignment, transfer or syndication, Borrower shall execute separate new Notes promissory notes to the Assignor assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Notepromissory note. All such separate new Notes promissory notes shall be entitled to all the rights and benefits accorded to the Note under the terms of the Loan Documents. No such assignment shall be binding upon Borrower until Lender gives written notice thereof to Borrower. Lender may divulge all information relating to Borrower or the Property Project which Lender has to any actual or potential Transferee, and Borrower shall cooperate with Lender in connection with the transfer. Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to Borrower. If Lender makes any assignment to a Transferee, then upon notice to Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), shall become a lender hereunder and shall have all of the rights and obligations of Lender hereunder, and Lender shall be released from its duties and obligations under this agreement Agreement to the extent of such assignment. So long as Borrower hereby acknowledges and agrees that (a) any assignment or participation of the Loan by Lender is not subject to Borrower’s consent; (b) there are no restrictions on the type of assignee, participant or Transferee to whom Lender may transfer its interest; and only so long as(c) no event of default then exists at the time Lender’s ability to provide information to prospective Transferees in advance of a disposition transfer is not subject to Borrower’s consent or other material restriction. Lender’s election to do any of a Transferred Interest, confidential information regarding Borrower given to such Transferees the items in this Section VIII.8 shall be kept confidential except at no cost to the extent such Transferee is required to disclose such information by reason of any applicable law or regulationBorrower.

Sale of Loan or Participations. The Lender may at any time sell, assign, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or other financial institutions (hereinafter called “Transferees”), pursuant to such assignment agreements, transfer agreements, co-lender agreements, participations participation agreements and/or agency agreements into which the Lender and its Transferees may enter and by which the Borrower shall agree in writing to recognize. In addition, the Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan to an Affiliate affiliate of the Lender or to a any successor entity by reason of any merger affecting the Lender, ; or (ii) pledge or assign the same to any Federal Reserve Bank in accordance with applicable law. At the request of the Lender, in the event of any such sale, assignment, transfer or syndication, the Borrower shall execute separate new Notes promissory notes to the Assignor assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes promissory notes shall be entitled to all the rights and benefits accorded to the Note under the terms of the Loan Documents. No such assignment shall be binding upon the Borrower until the Lender gives written notice thereof to the Borrower. The Lender may divulge all information relating to Borrower the Borrower, the Third Party Pledgor, or the Property Collateral which the Lender has to any actual or potential Transferee, and the Borrower shall cooperate with the Lender in connection with the transfer. The Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to the Borrower. If the Lender makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), ) shall become a lender hereunder and shall have all the rights and obligations of the Lender hereunder, and the Lender shall be released from its duties and obligations under this agreement Agreement to the extent of such assignment. So long as (and only so long as) no event of default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is required to disclose such information by reason of any applicable law or regulation.

Sale of Loan or Participations. The Lender may at any time sell, assign, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or other financial institutions (hereinafter called “Transferees”), pursuant to such assignment agreements, transfer agreements, co-lender agreements, participations participation agreements and/or agency agreements into which the Lender and its Transferees may enter and by which the Borrower shall agree in writing to recognize. In addition, the Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan to an Affiliate affiliate of the Lender or to a any successor entity by reason of any merger affecting the Lender, ; or (ii) pledge or assign the same to any Federal Reserve Bank Lender in accordance with applicable law. At the request of Lender, It shall be a condition to any increase in the event of any such sale, assignment, transfer or syndication, Borrower shall execute separate new Notes to the Assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes shall be entitled to all the rights and benefits accorded to the Note under the terms amount of the Loan DocumentsCommitment that each Transferee has fully committed to Lender to fund the increase. No such assignment shall be binding upon Borrower until Lender gives written notice thereof to Borrower. The Lender may divulge all information relating to the Borrower or the Property Properties which the Lender has to any actual or potential Transferee, and the Borrower shall cooperate with the Lender in connection with the transfer. The Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to the Borrower. If the Lender makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), ) shall become a lender hereunder and shall have all the rights and obligations of the Lender hereunder. Notwithstanding the foregoing, and the Lender shall be released from its duties and obligations under this agreement will at all times during the term of the Revolving Credit Facility, retain an interest in the Loan equal to at least the extent of such assignment. So long as (and only so long as) no event of default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is minimum depository account amount required to disclose such information by reason of any applicable law or regulationSection 5.01(f).

Sale of Loan or Participations. The Lender may at any time sell, assign, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan Revolving Credit Facility (each such interest so disposed of being herein called a “"Transferred Interest”") to banks, insurance companies or other financial institutions (hereinafter called “"Transferees”"), pursuant to such assignment agreements, transfer agreements, co-lender agreements, participations participation agreements and/or agency agreements into which the Lender and its Transferees may enter and by which the Borrower shall agree in writing to recognize. In addition, the Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (ia) assign an undivided interest in the Loan Revolving Credit Facility to an Affiliate of the Lender or to a any successor entity by reason of any merger affecting the Lender, ; or (iib) pledge or assign the same to any Federal Reserve Bank Lender in accordance with applicable law. At the request of Lender, It shall be a condition to any increase in the event of any such sale, assignment, transfer or syndication, Borrower shall execute separate new Notes to the Assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes shall be entitled to all the rights and benefits accorded to the Note under the terms amount of the Loan DocumentsCommitment that each Transferee has fully committed to Lender to fund the increase. No such assignment shall be binding upon Borrower until Lender gives written notice thereof to Borrower. The Lender may divulge all information relating to Borrower the Credit Parties or the Property Properties which the Lender has to any actual or potential Transferee, and the Borrower shall cooperate with the Lender in connection with the transfer. The Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s 's lien, setoff and counterclaim as if such Transferee were a direct lender to the Borrower. If the Lender makes any assignment to a Transferee, then upon notice to the Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), ) shall become a lender hereunder and shall have all the rights and obligations of the Lender hereunder. Notwithstanding the foregoing, and the Lender shall be released from its duties and obligations under this agreement will at all times during the term of the Revolving Credit Facility, retain an interest in the Loan equal to at least the extent of such assignment. So long as (and only so long as) no event of default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is minimum depository account amount required to disclose such information by reason of any applicable law or regulationSection 5.01(g).

Sale of Loan or Participations. Lender may at any time sell, transfer, syndicate, grant participations in or otherwise dispose of any portion of the Loan (each such interest so disposed of being herein called a “Transferred Interest”) to banks, insurance companies or other financial institutions or other Persons acceptable to Lender (hereinafter called “Transferees”), pursuant to such transfer agreements, co-co lender agreements, participations agreements and/or agency agreements into which Lender and its Transferees may enter and by which which, if requested by Lender, Borrower shall agree in writing to recognize, at no expense to Borrower. In addition, Lender may, at any time and from time to time, in its ordinary course of business and in accordance with applicable law, (i) assign an undivided interest in the Loan to an Affiliate of Lender or to a successor entity by reason of any merger affecting Lender, or (ii) pledge or assign the same to any Federal Reserve Bank in accordance with applicable law. At the request of Lender, in the event of any such sale, assignment, transfer or syndication, Borrower Borrower, at no expense to Borrower, shall execute separate new Notes to the Assignor and its assignee, in the amounts of their respective interests in the Loan after said assignment, and shall deliver the same to the assignor and the assignee, in exchange for the assignor’s existing Note. All such separate new Notes shall be entitled to all the rights and benefits accorded to the Note under the terms of the Loan Documents. No such assignment shall be binding upon Borrower until Lender gives written notice thereof to Borrower. Lender may divulge all information relating to Borrower or the Property Project which Lender has to any actual or potential Transferee, and Borrower shall cooperate with Lender in connection with the transfertransfer at no expense to Borrower. Borrower agrees that each Transferee shall be entitled to the benefits hereof with respect to its Transferred Interest and that each Transferee may exercise any and all rights of banker’s lien, setoff and counterclaim as if such Transferee were a direct lender to Borrower. If Lender makes any assignment to a Transferee, then upon notice to Borrower such Transferee, to the extent of such assignment (unless otherwise provided therein), shall become a lender hereunder and shall have all the rights and obligations of Lender hereunder, and Lender shall be released from its duties and obligations under this agreement to the extent of such assignment. So long as (and only so long as) no event Event of default Default then exists at the time of a disposition of a Transferred Interest, confidential information regarding Borrower given to such Transferees shall be kept confidential except to the extent such Transferee is required to disclose such information by reason of any applicable law or regulation. For purposes of clarification, in no event shall Borrower’s consent be required in connection with any sale, transfer, assignment or syndication of any portion of the Loan or any Lender’s interest therein.