Common use of Senior Loan Estoppels Clause in Contracts

Senior Loan Estoppels. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner to), from time to time, use commercially reasonable efforts to obtain from Senior Lender such certificates of estoppel with respect to compliance by Owner with the terms of the Senior Loan Documents as may be reasonably requested by Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner expressly representing to Lender the information requested by Lender regarding compliance by Owner with the terms of the Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of Lender.

Senior Loan Estoppels. After written request by Lender made no more than one time in any calendar year, Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner to), ) from time to time, use commercially reasonable efforts to obtain from Senior Lender such estoppel certificates of estoppel with respect to the status of the Senior Loan and compliance by Owner Senior Borrower with the terms of the Senior Loan Documents as may reasonably be reasonably requested by Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such estoppel certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such estoppel certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as as, in addition to using reasonable efforts to obtain such estoppel from Senior Lender, Borrower furnishes to Lender an estoppel estoppels executed by Borrower and Owner Senior Borrower, each expressly representing to Lender the information requested by Lender regarding the status of the Senior Loan and the compliance by Owner Senior Borrower with the terms of the Senior Loan Documents. Subject to Section 11.22 hereof, Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought and settlement costs) and reasonable disbursements of any kind or nature whatsoever which may be imposed on, actually incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in any material respect by Borrower in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of LenderSenior Borrower.

Senior Loan Estoppels. Borrower After request by Mezzanine Lender, Borrowers shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner Owners to), ) from time to time, use commercially reasonable efforts to obtain from Senior Lender such estoppel certificates of estoppel with respect to the status of the Senior Loan and compliance by Owner Owners with the terms of the Senior Loan Documents as may reasonably be reasonably requested by Mezzanine Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such estoppel certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such estoppel certificates of estoppel but breaches such obligation, then Borrower Borrowers shall not be in breach of this provision so long as Borrower furnishes Borrowers furnish to Mezzanine Lender an estoppel executed by Borrower Borrowers and Owner Owners expressly representing to Mezzanine Lender 405 the information requested by Mezzanine Lender regarding the status of the Senior Loan and the compliance by Owner Owners with the terms of the Senior Loan Documents. Borrower Borrowers hereby indemnifies indemnify Mezzanine Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ ' and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Mezzanine Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower Borrowers and Owner, other than those caused directly by the gross negligence or willful malfeasance of LenderOwners.

Senior Loan Estoppels. Borrower shall (or shall cause Senior First Mezzanine Loan Borrower, or shall cause First Mezzanine Borrower to cause Owner Mortgage Borrower, to), from time to time, use commercially reasonable efforts to obtain from the applicable Senior Lender such certificates of estoppel with respect to compliance by Owner such Senior Borrower with the terms of the applicable Senior Loan Documents as may be reasonably requested by Lender. In the event or to the extent that such Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner the applicable Senior Borrower expressly representing to Lender the information requested by Lender regarding compliance by Owner such Senior Borrower with the terms of the applicable Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the any Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of Lenderapplicable Senior Borrower.

Senior Loan Estoppels. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner to), from time to time, use commercially reasonable efforts to obtain from Senior Lender such certificates of estoppel with respect to compliance by Owner with the terms of the Senior Loan Documents as may be reasonably requested by Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner expressly representing to Lender the information requested by Lender regarding compliance by Owner with the terms of the Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought brought, and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of Lender.

Senior Loan Estoppels. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner to), from time to time, use commercially reasonable efforts to obtain from Senior Lender such certificates of estoppel with respect to compliance by Owner Senior Borrower with the terms of the Senior Loan Documents as may be reasonably requested by Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner Senior Borrower expressly representing to Lender the information requested by Lender regarding compliance by Owner Senior Borrower with the terms of the Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of LenderSenior Borrower.

Senior Loan Estoppels. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner Borrowers to), from time to time, upon request by Lender, use commercially reasonable efforts to obtain from Senior Lender such certificates of estoppel with respect to compliance by Owner Senior Borrowers with the terms of the Senior Loan Documents as may be reasonably requested by Lender; provided that Lender will have no right to request an estoppel before the occurrence of a BBD1 Termination Event. In the event or to the extent that Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner Senior Borrowers expressly representing to Lender the information requested by Lender regarding compliance by Owner Senior Borrowers with the terms of the Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ ' and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of LenderSenior Borrowers.

Senior Loan Estoppels. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to cause Owner to), from time to timetime (but in no event to exceed once in any six (6) month period), use commercially reasonable efforts to obtain from Senior Lender such certificates of estoppel with respect to compliance by Owner Senior Borrower with the terms of the Senior Loan Documents as may be reasonably requested by Lender. In the event or to the extent that Senior Lender is not legally obligated to deliver such certificates of estoppel and is unwilling to deliver the same, or is legally obligated to deliver such certificates of estoppel but breaches such obligation, then Borrower shall not be in breach of this provision so long as Borrower furnishes to Lender an estoppel executed by Borrower and Owner Senior Borrower expressly representing to Lender the information requested by Lender regarding compliance by Owner Senior Borrower with the terms of the Senior Loan Documents. Borrower hereby indemnifies Lender from and against all liabilities, obligations, losses, damages, penalties, assessments, actions, or causes of action, judgments, suits, claims, demands, costs, expenses (including reasonable attorneys’ and other professional fees, whether or not suit is brought and settlement costs) and disbursements of any kind or nature whatsoever which may be imposed on, incurred by, or asserted against Lender based in whole or in part upon any fact, event, condition, or circumstances relating to the Senior Loan which was misrepresented in, or which warrants disclosure and was omitted from such estoppel executed by Borrower and Owner, other than those caused directly by the gross negligence or willful malfeasance of LenderSenior Borrower.