Mezzanine Option. Lender shall have the option (the “Mezzanine Option”) at any time to divide the Loan into two parts, a mortgage loan and a mezzanine loan, provided, that (i) the total loan amounts for such mortgage loan and such mezzanine loan shall equal the then outstanding amount of the Loan immediately prior to Lender’s exercise of the Mezzanine Option, and (ii) the weighted average interest rate of such mortgage loan and mezzanine loan shall initially equal the Interest Rate. Borrower shall, at Borrower’s sole cost and expense, cooperate with Lender in Lender’s exercise of the Mezzanine Option in good faith and in a timely manner, which such cooperation shall include, but not be limited to, (i) executing such amendments to the Loan Documents and Borrower or any SPE Component Entity’s organizational documents as may be reasonably requested by Lender or requested by the Rating Agencies, (ii) creating one or more Single Purpose Entities (the “Mezzanine Borrower”), which such Mezzanine Borrower shall (A) own, directly or indirectly, 100% of the equity ownership interests in Borrower (the “Equity Collateral”), and (B) together with such constituent equity owners of such Mezzanine Borrower as may be designated by Lender, execute such agreements, instruments and other documents as may be required by Lender in connection with the mezzanine loan (including, without limitation, a promissory note evidencing the mezzanine loan and a pledge and security agreement pledging the Equity Collateral to Lender as security for the mezzanine loan); and (iii) delivering such opinions, title endorsements, UCC title insurance policies and other materials as may be required by Lender or the Rating Agencies.
Mezzanine Option. Borrower acknowledges and agrees that Mortgage Lender shall have the options set forth in Section 11.6 of the Mortgage Loan Agreement. Borrower shall cooperate with Mortgage Lender and Lender in Mortgage Lender’s exercise, from time to time, of any and all such options in good faith and in a timely manner, which cooperation shall include, but not be limited to, cooperating with respect to all of the actions and items specified and/or referenced in Section 11.6 of the Mortgage Loan Agreement (subject to the limitations set forth therein, mutatis mutandis. Lender shall have the option (the “Mezzanine Option”) at any time to divide the Loan into two mezzanine loans, provided, that (i) the total loan amounts for such mezzanine loans shall equal the then outstanding amount of the Loan immediately prior to Lender’s exercise of the Mezzanine Option, (ii) the weighted average interest rate of such mezzanine loans shall equal the Interest Rate (except following an Event of Default) and (iii) the Allocated Loan Amounts shall be allocated between such mezzanine loans on a pro rata basis. Borrower shall cooperate with Lender in Lender’s exercise of the Mezzanine Option in good faith and in a timely manner, which such cooperation shall include, but not be limited to, (i) executing such amendments to the Loan Documents and organizational documents as may be reasonably requested by Lender or requested by the Rating Agencies (provided, that any such amendment shall not change any economic or non-economic term, including the interest rate or the stated maturity, or otherwise have an adverse effect on Borrower, Guarantor and/or any of their Affiliates or increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (in each case other than to a de minimus extent), except as provided in clause (ii) of the immediately preceding sentence), (ii) creating one or more Single Purpose Entities (the “New Mezzanine Borrower”), which such New Mezzanine Borrower shall (A) own, directly or indirectly, 100% of the equity ownership interests in Borrower (the “Equity Collateral”), and (B) together with such constituent equity owners of such New Mezzanine Borrower as may be designated by Lender, execute such customary agreements, instruments and other documents as may be required by Lender in connection with the mezzanine loan (including, without limitation, a promissory note evidencing the mezzanine loan and a pledge and security agreement pledging the Equity C...
Mezzanine Option. Borrower acknowledges and agrees that Mortgage Lender shall have the options set forth in Section 11.6 of the Mortgage Loan Agreement. Borrower shall cooperate with Mortgage Lender and Lender in Mortgage Lender’s exercise, from time to time, of any and all such options in good faith and in a timely manner, which cooperate shall include, but not be limited to, cooperating with respect to all of the actions and items specified and/or referenced in Section 11.6 of the Mortgage Loan Agreement. Lender shall pay the reasonable and out-of-pocket fees and expenses of Borrower with respect to Borrower’s compliance with this Section 11.6; provided, that, Borrower shall be responsible for the payment of Borrower’s legal fees with respect to compliance with the terms of this Section 11.6.
Mezzanine Option. Notwithstanding the foregoing provisions of this Article 7, at any time during the term of the Loan, a constituent party or parties (direct or indirect) of Borrower that is not an SPE Component Entity (any such party or parties, collectively, the “Mezzanine Borrower”) shall be permitted to incur mezzanine financing (the “Permitted Mezzanine Financing”) secured by a pledge of Mezzanine Borrower’s direct or indirect equity interests in Borrower (other than the direct equity interests in Borrower owned by any SPE Component Entity), provided, that, the following terms and conditions are each satisfied:
Mezzanine Option. 124 Section 9.6 REMIC Savings Clause .......................................................................... 124 Section 9.7 Syndication; Registered Form................................................................. 124 ARTICLE 10
Mezzanine Option. (a) Lender shall have the option (the “Mezzanine Option”) at any time to divide the Loan into two parts, a mortgage loan and a mezzanine loan, provided, that (i) the total loan amounts for such mortgage loan and such mezzanine loan shall equal the then outstanding amount of the Loan immediately prior to Xxxxxx’s exercise of the Mezzanine Option, and (ii) the weighted average interest rate of such mortgage loan and mezzanine loan shall initially equal the Interest Rate. Borrower shall, at Xxxxxxxx’s sole cost and expense, cooperate with Lender in Lender’s exercise of the Mezzanine Option in good faith and in a timely manner, which such cooperation shall include, but not be limited to, (i) executing such amendments to the Loan Documents and Borrower or any
