Power of Attorney to Seller definition

Power of Attorney to Seller means (i) that certain Power of Attorney to Seller dated as of the date hereof executed by Buyer in favor of Seller and (ii) such other power of attorney executed pursuant to this Agreement substantially in the form of Exhibit II-2.

Power of Attorney to Seller means (i) that certain Power of Attorney to Xxxxxx dated as of the date hereof executed by Xxxxx in favor of Xxxxxx and (ii) such other power of attorney executed pursuant to this Agreement substantially in the form of Exhibit II-2. “Preliminary Approval” shall have the meaning specified in Section 3(b) of this Agreement. “Preliminary Due Diligence Package” shall mean, with respect to any New Asset, the following due diligence information, to the extent applicable, relating to such New Asset to be provided by Seller to Buyer pursuant to this Agreement: (a) Seller’s internal credit committee or investment committee memorandum, among other things, outlining the proposed transaction, including potential transaction benefits and all material underwriting risks and Underwriting Issues, anticipated exit strategies, underwriting models and all other characteristics of the proposed transaction that a prudent buyer would consider material; (b) current rent roll and rollover schedule, if applicable; (c) cash flow pro forma, plus historical information, if available; (d) flood certification (of the equivalent in the applicable jurisdiction); (e) maps and photos, if available; (f) interest coverage ratios; (g) description of the Mortgaged Property, along with a description of the Mortgagor and sponsor (including their experience with other projects, ownership structure and financial statements); (h) loan-to-value ratio and Debt Yield Ratio; (i) Seller’s or any Affiliate’s relationship with the Mortgagor or any affiliate; (j) material third party reports, to the extent available and applicable, including: (i) engineering and structural reports, each in form and prepared by consultants acceptable to Buyer; (ii) current Appraisal; (iii) Phase I environmental report (including asbestos and lead paint report) and, if applicable, Phase II or other follow-up environmental report if recommended in Phase I, each in form and prepared by consultants acceptable to Buyer; (iv) seismic reports, each in form and prepared by

Examples of Power of Attorney to Seller in a sentence

• Buyer will provide Seller with a Power of Attorney to Seller, allowing Seller to administer, operate and service such Purchased Assets.

• Provided that no Event of Default shall have occurred and be continuing, such Power of Attorney to Seller shall be binding upon Buyer and Buyer’s successors and assigns.

• Administrative Agent, on behalf of Buyers, will provide Seller with a Power of Attorney to Seller, allowing Seller to administer, operate and service such Purchased Assets.

• Provided that no Event of Default shall have occurred and be continuing, such Power of Attorney to Seller shall be binding upon Administrative Agent, Buyer and their respective successors and assigns.

• Administrative Agent, on behalf of Buyer, will provide Seller with a Power of Attorney to Seller, allowing Seller to administer, operate and service such Purchased Assets.

• So long as no Event of Default shall have occurred and be continuing, such Power of Attorney to Seller shall be binding upon Administrative Agent, on behalf of Buyers, and Administrative Agent’s successors and assigns.

• Provided that no Event of Default shall have occurred and be continuing, such Power of Attorney to Seller shall be binding upon Xxxxx and Xxxxx’s successors and assigns.

• Provided that no Event of Default shall have occurred and be continuing, such Power of Attorney to Seller shall be binding upon Administrative Agent, on behalf of Xxxxxx, and Administrative Agent’s successors and assigns.

• The Repurchase Agreement, the Custodial Agreement, the Blocked Account Agreement, the Servicing Agreement and Servicer Acknowledgment, the Fee Letter, the Pledge Agreement, the Power of Attorney to Administrative Agent, on behalf of Buyers, the Power of Attorney to Seller, all Transfer Documents, all Confirmations executed pursuant to the Repurchase Agreement and all other documents executed in connection herewith and therewith, and this Guaranty shall be referred to herein as the “Transaction Documents”.