Common use of Single Purpose Entity Provisions Clause in Contracts

Single Purpose Entity Provisions. Each Borrower's sole business purpose shall be to own, finance and operate a Property and to take such other actions as are ancillary thereto. Each Borrower (i) shall conduct business only in its own name and under any trade name for the Improvements, (ii) shall not engage in any business or have any assets unrelated to its Property, (iii) shall not have any indebtedness other than as permitted by this Agreement or except as permitted in writing by Agent, (iv) shall have its own separate books, records, and accounts (with no commingling of assets), (v) shall hold itself out as being an entity separate and apart from any other person or entity, (vi) shall observe limited liability company formalities independent of any other entity, and (vii) shall not change its name, identity, or organizational structure, unless Borrower shall have obtained the prior written consent of Agent to such change, and shall have taken all actions necessary or requested by Agent to file or amend any financing statement or continuation statement to assure perfection and continuation of perfection of security interests under the Loan Documents.

Appears in 3 contracts

Samples: Loan Agreement (KBS Real Estate Investment Trust, Inc.), Loan Agreement (KBS Real Estate Investment Trust II, Inc.), Loan Agreement (KBS Real Estate Investment Trust III, Inc.)

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Single Purpose Entity Provisions. Each Borrower's sole business purpose shall be to own, finance and operate a the Property and to take such other actions as are ancillary thereto. Each Borrower (i) shall conduct business only in its own name and under any trade name for the Improvements, (ii) shall not engage in any business or have any assets unrelated to its the Property, (iii) shall not have any indebtedness other than as permitted by this Agreement or except as permitted in writing by Agent, (iv) shall have its own separate books, records, and accounts (with no commingling of assets), (v) shall hold itself out as being an entity separate and apart from any other person or entity, (vi) shall observe limited liability company formalities independent of any other entity, and (vii) shall not change its name, identity, or organizational structure, unless Borrower shall have obtained the prior written consent of Agent to such change, and shall have taken all actions necessary or requested by Agent to file or amend any financing statement or continuation statement to assure perfection and continuation of perfection of security interests under the Loan Documents.

Appears in 1 contract

Samples: Loan Agreement (KBS Strategic Opportunity REIT II, Inc.)

Single Purpose Entity Provisions. Each Borrower's ’s sole business purpose shall be to own, finance and operate a Property and to take such other actions as are ancillary thereto. Each Borrower (i) shall conduct business only in its own name and under any trade name for the Improvements, (ii) shall not engage in any business or have any assets unrelated to its Property, (iii) shall not have any indebtedness other than as permitted by this Agreement or except as permitted in writing by Agent, (iv) shall have its own separate books, records, and accounts (with no commingling of assets), (v) shall hold itself out as being an entity separate and apart from any other person or entity, (vi) shall observe limited liability company formalities independent of any other entity, and (vii) shall not change its name, identity, or organizational structure, unless Borrower shall have obtained the prior written consent of Agent to such change, and shall have taken all actions necessary or requested by Agent to file or amend any financing statement or continuation statement to assure perfection and continuation of perfection of security interests under the Loan Documents.

Appears in 1 contract

Samples: Loan Agreement (KBS Real Estate Investment Trust III, Inc.)

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Single Purpose Entity Provisions. Each Borrower's ’s sole business purpose shall be to ownacquire and hold its CDE Interest, finance to exercise its rights and operate a Property powers and perform its duties and obligations under the CDE Agreement, and to take such other actions as are ancillary enter into and perform its duties and obligations under the Loan Documents and undertake activities incidental thereto. Each Borrower (i) shall conduct business only in its own name and under any trade name for the Improvementsname, (ii) shall not engage in any business or have any assets unrelated to its Propertythe foregoing purpose, (iii) shall not have any indebtedness other than as permitted by this Agreement or except as permitted in writing by AgentAgreement, (iv) shall have its own separate books, records, and accounts (with no commingling of assets), (v) shall hold itself out as being an entity separate and apart from any other person or entity, (vi) shall observe limited liability company formalities independent of any other entity, and (vii) shall not change its name, identity, or organizational structureform of entity, unless Borrower shall have obtained the prior written consent of Agent Lender to such change, and shall have taken all actions necessary or requested by Agent Lender to file or amend any financing statement or continuation statement to assure perfection and continuation of perfection of security interests under the Loan Documents.

Appears in 1 contract

Samples: Fund Loan Agreement

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