Common use of Assumability Clause in Contracts

Assumability. In the event that the Borrowers desire to transfer all of the Properties (it being understood and agreed that no transfer of any Individual Property less than all of the Properties shall be permitted pursuant to this Section 11.3) to another party (the “Transferee Borrower”) and have the Transferee Borrower assume all Borrowers’ obligations under the Loan Documents, and have replacement guarantors and indemnitors assume all of the obligations of Guarantor under the Loan Documents from and after such transfer (collectively, a “Transfer and Assumption”), Borrowers may make a written application to Lender for Lender’s consent to the Transfer and Assumption, subject to the conditions set forth in this Section; provided that no more than one Transfer and Assumption shall be permitted during the term of the Loan. Together with such written application, Borrowers shall pay to Lender the reasonable review fee then required by Lender. Borrowers also shall pay on demand all of the out-of- pocket costs and expenses incurred by Lender, including reasonable attorneys’ fees and expenses, and including the fees and expenses of Rating Agencies and other outside entities, in connection with considering any proposed Transfer and Assumption, whether or not the same is permitted or occurs. Lender may grant or withhold its consent to a Transfer and Assumption in its sole and absolute discretion. Completion of any Transfer and Assumption shall be subject to such conditions as Lender may determine to impose, and shall in any event be subject to satisfaction of the following conditions:

Assumability. In the event that the Borrowers desire Borrower desires to transfer all of the Properties (it being understood and agreed that no transfer of any Individual Property less than all of the Properties shall be permitted pursuant to this Section 11.3) to another party (the “Transferee Borrower”) and have the Transferee Borrower assume all Borrowers’ of the Borrower’s obligations under the Loan Documents, and have replacement guarantors and indemnitors assume all of the obligations of Guarantor under the Loan Documents from and after such transfer (collectively, a “Transfer and Assumption”), Borrowers the Borrower may make a written application to Lender for Lender’s consent to the Transfer and Assumption, subject to the conditions set forth in this Section; provided that no more than one Transfer and Assumption shall be permitted during the term of the Loan. Together with such written application, Borrowers Borrower shall pay to Lender the reasonable review fee then required by Lender. Borrowers Borrower also shall pay on demand all of the out-of- pocket costs and expenses incurred by Lender, including reasonable attorneys’ fees and expenses, and including the fees and expenses of Rating Agencies and other outside entities, in connection with considering any proposed Transfer and Assumption, whether or not the same is permitted or occurs. Lender may grant or withhold its consent to a Transfer and Assumption in its sole and absolute discretion. Completion of any Transfer and Assumption shall be subject to such conditions as Lender may determine to impose, and shall in any event be subject to satisfaction of the following conditions:

Assumability. (A) In the event that the Borrowers desire to transfer all of the Properties (it being understood and agreed that no transfer of any Individual Property less than all of the Properties shall be permitted pursuant to this Section 11.3) to another party (the “"Transferee Borrower”") and have the Transferee Borrower assume all Borrowers’ ' obligations under the Loan Documents, and have replacement guarantors and indemnitors assume all of the obligations of Guarantor under the Loan Documents from and after such transfer (collectively, a “"Transfer and Assumption”"), Borrowers such Borrower may make a written application to Lender for Lender’s 's consent to the Transfer and Assumption, subject to the conditions set forth in this Section; provided that no more than one Transfer and Assumption shall be permitted during the term of the Loan. Together with such written application, Borrowers shall pay to Lender the reasonable review fee fee, not to exceed $5,000.00, then required by Lender. Borrowers also shall pay on demand all of the out-of- pocket reasonable costs and expenses incurred by Lender, including reasonable attorneys’ ' fees and expenses, and including the reasonable fees and expenses of Rating Agencies and other outside entities, in connection with considering any proposed Transfer and Assumption, whether or not the same is permitted or occurs. Lender may grant or withhold its consent to a Transfer and Assumption in its sole and absolute discretion. Completion of any Transfer and Assumption shall be subject to such conditions as Lender may determine to impose, and shall in any event be subject to satisfaction of the following conditions: