Common use of Successor Borrower Option Clause in Contracts

Successor Borrower Option. Borrower, at Borrower’s expense, has the right to designate an accommodation borrower (“Successor Borrower”) which satisfies Lender’s then current requirements for a “single purpose entity” to assume at the time of Defeasance ownership of the Defeasance Collateral and liability for all of Borrower’s obligations under this Loan Agreement, the Defeasance Pledge Agreement and the other Loan Documents (to the extent that liability thereunder survives repayment of the Loan and release of the Property. Such transfer and assumption shall be evidenced by a duly executed, written agreement reasonably satisfactory to Lender, whereupon Borrower and Guarantor (subject to satisfaction of all requirements of this Section 2.05(b)(ii)) shall be relieved from liability in connection with the Loan (except for those obligations which, by the express terms of the Loan Documents, survive payment of the Loan which shall be assumed by Successor Borrower). Notwithstanding any contrary provision in this Loan Agreement, no assumption fee is required upon a transfer of the Loan in accordance with this Section. If a Successor Borrower assumes Borrower’s obligations, Lender may require as a condition to Defeasance, such additional legal opinions as Lender reasonably deems necessary to confirm the valid creation and authority of the Successor Borrower (including a nonconsolidation opinion), the assignment and assumption of the Loan and Defeasance Collateral between Borrower and Successor Borrower, and the enforceability of the assignment documents and of the Loan Documents as the obligation of Successor Borrower, to be issued by counsel to Borrower and/or any Successor Borrower reasonably acceptable to Lender or other counsel reasonably acceptable to Lender.

Successor Borrower Option. Borrower, at Borrower’s 's expense, has the right right, or, in the case of partial Defeasance, an obligation to designate an accommodation borrower (“"Successor Borrower”") which satisfies Lender’s 's then current requirements for a “"single purpose entity” " to assume at the time of Defeasance ownership of the Defeasance Collateral and liability for all or, in the case of partial Defeasance, a portion of, related to the Partial Release Price of Borrower’s 's obligations under this Loan Agreement, the Defeasance Pledge Agreement and the other Loan Documents (to the extent that liability thereunder survives repayment of the Loan and release of the Property or, in the case of partial Defeasance, the Release Property). Such transfer and assumption shall be evidenced by a duly executed, written agreement reasonably satisfactory to Lender, whereupon Borrower and Guarantor (subject to satisfaction of all requirements of this Section 2.05(b)(ii)) shall be relieved, or, in the case of partial Defeasance, partially relieved from liability in connection with the Loan (except for those obligations which, by the express terms of the Loan Documents, survive payment of the Loan which shall be assumed by Successor Borrower). Notwithstanding any contrary provision in this Loan Agreement, no assumption fee is required upon a transfer of the Loan in accordance with this Section. If a Successor Borrower assumes Borrower’s 's obligations, Lender may require as a condition to Defeasance, such additional legal opinions from Borrower's counsel as Lender reasonably deems necessary to confirm the valid creation and authority of the Successor Borrower (including a nonconsolidation opinion), the assignment and assumption of the Loan and Defeasance Collateral between Borrower and Successor Borrower, and the enforceability of the assignment documents and of the Loan Documents as the obligation of Successor Borrower, to be issued by counsel to Borrower and/or any Successor Borrower reasonably acceptable to Lender or other counsel reasonably acceptable to Lender.

Successor Borrower Option. Borrower, at Borrower’s 's expense, has the right right, or in the case of partial Defeasance, an obligation to designate an accommodation borrower (“Successor Borrower”"SUCCESSOR BORROWER") which satisfies Lender’s 's then current requirements for a “"single purpose entity” " to assume at the time of Defeasance ownership of the Defeasance Collateral and liability for all or, in the case of partial Defeasance, a portion of, related to the Partial Release Price of Borrower’s 's obligations under this Loan Agreement, the Defeasance Pledge Agreement and the other Loan Documents (to the extent that liability thereunder survives repayment of the Loan and release of the Property or, in the case of partial Defeasance, the Release Property). Such transfer and assumption shall be evidenced by a duly executed, written Written agreement reasonably satisfactory to Lender, whereupon Borrower and Guarantor (subject to satisfaction of all requirements of this Section 2.05(b)(ii)) shall be relieved, or, in the case of partial Defeasance, Partially relieved from liability in connection with the Loan (except for those obligations which, by the express terms of the Loan Documents, survive payment of the Loan which shall be assumed by Successor Borrower). Notwithstanding any contrary provision in this Loan Agreement, no assumption fee is required upon a transfer of the Loan in accordance with this Section. If a Successor Borrower assumes Borrower’s 's obligations, Lender may require as a condition to Defeasance, such additional legal opinions from Borrower's counsel as Lender reasonably deems necessary to confirm the valid creation and authority of the Successor Borrower (including a nonconsolidation opinion), the assignment and assumption of the Loan and Defeasance Collateral between Borrower and Successor Borrower, and the enforceability of the assignment documents and of the Loan Documents as the obligation of Successor Borrower, to be issued by counsel to Borrower and/or any Successor Borrower reasonably acceptable to Lender or other counsel reasonably acceptable to Lender.

Successor Borrower Option. Borrower, at Borrower’s expense, has the right right, or, in the case of partial Defeasance, an obligation to designate an accommodation borrower (“Successor Borrower”) which satisfies Lender’s then current requirements for a “single purpose entity” to assume at the time of Defeasance ownership of the Defeasance Collateral and liability for all or, in the case of partial Defeasance, a portion of, related to the Partial Release Price of Borrower’s obligations under this Loan Agreement, the Defeasance Pledge Agreement and the other Loan Documents (to the extent that liability thereunder survives repayment of the Loan and release of the Property or, in the case of partial Defeasance, the Release Property). Such transfer and assumption shall be evidenced by a duly executed, written agreement reasonably satisfactory to Lender, whereupon Borrower and Guarantor Guarantors (subject to satisfaction of all requirements of this Section 2.05(b)(ii)) shall be relieved, or, in the case of partial Defeasance, partially relieved from liability in connection with the Loan (except for those obligations which, by the express terms of the Loan Documents, survive payment of the Loan which shall be assumed by Successor Borrower). Notwithstanding any contrary provision in this Loan Agreement, no assumption fee is required upon a transfer of the Loan in accordance with this Section. If a Successor Borrower assumes Borrower’s obligations, Lender may require as a condition to Defeasance, such additional legal opinions from Borrower’s, Lender’s or Successor Borrower’s counsel as Lender reasonably deems necessary to confirm the valid creation and authority of the Successor Borrower (including a nonconsolidation opinion), the assignment and assumption of the Loan and Defeasance Collateral between Borrower and Successor Borrower, and the enforceability of the assignment documents and of the Loan Documents as the obligation of Successor Borrower, to be issued by counsel to Borrower and/or any Successor Borrower reasonably acceptable to Lender or other counsel reasonably acceptable to Lender.

Successor Borrower Option. Borrower, at Borrower’s 's expense, has the right right, or, in the case of partial Defeasance, an obligation to designate an accommodation borrower (“"Successor Borrower”") which satisfies Lender’s 's then current requirements for a “"single purpose entity” " to assume at the time of Defeasance ownership of the Defeasance Collateral and liability for all or, in the case of partial Defeasance, a portion of, related to the Partial Release Price of Borrower’s 's obligations under this Loan Agreement, the Defeasance Pledge Agreement and the other Loan Documents (to the extent that liability thereunder survives repayment of the Loan and release of the Property or, in the case of partial Defeasance, the Release Property). Such transfer and assumption shall be evidenced by a duly executed, written agreement reasonably satisfactory to Lender, whereupon Borrower and Guarantor (subject to satisfaction of all requirements of this Section 2.05(b)(ii)) shall be relieved ,or, in the case of partial Defeasance, partially relieved from liability in connection with the Loan (except for those obligations which, by the express terms of the Loan Documents, survive payment of the Loan which shall be assumed by Successor Borrower). Notwithstanding any contrary provision in this Loan Agreement, no assumption assumption. fee is required upon a transfer of the Loan in accordance with this Section. If a Successor Borrower assumes Borrower’s 's obligations, Lender may require as a condition to Defeasance, such additional legal opinions from Borrower's counsel as Lender reasonably deems necessary to confirm the valid creation and authority of the Successor Borrower (including a nonconsolidation opinion), the assignment and assumption of the Loan and Defeasance Collateral between Borrower and Successor Borrower, and the enforceability of the assignment documents and of the Loan Documents as the obligation of Successor Borrower, to be issued by counsel to Borrower and/or any Successor Borrower reasonably acceptable to Lender or other counsel reasonably acceptable to Lender.