Common use of Pool Properties Clause in Contracts

Pool Properties. (a) Subject to clause (b) of this §7.26, the Eligible Real Estate included in the calculation of the Pool Availability and included as Pool Properties shall at all times satisfy all of the following conditions: (i) the Eligible Real Estate shall be free and clear of all Liens other than the Liens permitted in §8.2(i)A and §8.2(iv) and such Eligible Real Estate shall not have applicable to it any restriction on the sale, pledge, transfer, mortgage or assignment of such property except those restrictions which are approved in writing by Agent (including any restrictions contained in any applicable organizational documents); (ii) none of the Eligible Real Estate shall have any material title, survey, environmental, structural or other defects that would give rise to a materially adverse effect as to the value, use of, operation of or ability to sell or finance such property; (iii) the only asset of the Subsidiary Guarantor shall be the Eligible Real Estate included in the calculation of the Pool Availability and inclusion as Pool Properties and related fixtures and personal property; (iv) no Person other than the Borrower or a Subsidiary Guarantor has any direct or indirect ownership of any legal, equitable or beneficial interest in such Subsidiary Guarantor if such Pool Property is owned or leased under a Ground Lease by a Subsidiary Guarantor, and no direct or indirect ownership or other interests or rights in any such Subsidiary Guarantor shall be subject to any Lien; (v) such Pool Property is self-managed by the Borrower, the Subsidiary Guarantor or is managed by the Property Manager pursuant to a Management Agreement; and (vi) such Eligible Real Estate has not been removed from the calculation of the Pool Availability pursuant to §7.26(c), §7.26(d) or §7.26(e). (b) Notwithstanding the foregoing, in the event any Real Estate does not qualify as Eligible Real Estate or satisfy the requirements of §7.26(a), then such Real Estate shall be included in the calculation of the Pool Availability so long as the Agent shall have received the prior written consent of Agent and the Required Lenders to the inclusion of such Real Estate in the calculation of the Pool Availability. (c) In the event that all or any material portion of any Eligible Real Estate included in the calculation of the Pool Availability shall be materially damaged or taken by condemnation, then such property shall no longer be included in the calculation of the Pool Availability unless and until (i) any damage to such real estate is repaired or restored, such real estate becomes fully operational and the Agent shall receive evidence satisfactory to the Agent of the value of such real estate following such repair or restoration (both at such time and prospectively) or (ii) Agent shall receive evidence satisfactory to the Agent that the value of such real estate (both at such time and prospectively) shall not be materially adversely affected by such damage or condemnation. (d) Upon any asset ceasing to qualify to be included in the calculation of Pool Availability, such asset shall no longer be included in the calculation of the Pool Availability. Within five (5) Business Days after any such disqualification, the Borrower shall deliver to the Agent a certificate reflecting such disqualification, together with the identity of the disqualified asset, a statement as to whether any Default or Event of Default arises as a result of such disqualification, and a calculation of the Pool Availability attributable to such asset. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9. (e) The Borrower may voluntarily remove any Real Estate from the calculation of the Pool Availability in its sole discretion, by delivering to the Agent, no later than five (5) Business Days prior to date on which such removal is to be effected, notice of such removal, together with a statement that no Default or Event of Default then exists or would, upon the occurrence of such event or with passage of time, result from such removal, the identity of the Pool Property being removed, and a calculation of the value attributable to such Pool Property. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9.

Pool Properties. (a) Subject to clause (b) of this §7.26, the Eligible Real Estate included in the calculation of the Pool Availability and included as Pool Properties shall at all times satisfy all of the following conditions: (i) the Eligible Real Estate shall be free and clear of all Liens other than the Liens permitted in §8.2(i)A and 8.2(i)A, §8.2(iv) and, prior to the Release of Security Date, §8.2(viii), and such Eligible Real Estate shall not have applicable to it any restriction on the sale, pledge, transfer, mortgage or assignment of such property except those restrictions which are approved in writing by Agent (including any restrictions contained in any applicable organizational documents); (ii) none of the Eligible Real Estate shall have any material title, survey, environmental, structural or other defects that would give rise to a materially adverse effect as to the value, use of, operation of or ability to sell or finance such property; (iii) the only asset of the Subsidiary Guarantor shall be the Eligible Real Estate included in the calculation of the Pool Availability and inclusion as Pool Properties and related fixtures and personal property; (iv) no Person other than the Borrower or a Subsidiary Guarantor has any direct or indirect ownership of any legal, equitable or beneficial interest in such Subsidiary Guarantor if such Pool Property is owned or leased under a Ground Lease by a Subsidiary Guarantor, and no direct or indirect ownership or other interests or rights in any such Subsidiary Guarantor shall be subject to any Lien; (v) such Pool Property is self-managed by the Borrower, the Subsidiary Guarantor or is managed by the Property Manager pursuant to a Management Agreement; and (vi) such Eligible Real Estate has not been removed from the calculation of the Pool Availability pursuant to §7.26(c), §7.26(d) or §7.26(e). (b) Notwithstanding the foregoing, in the event any Real Estate does not qualify as Eligible Real Estate or satisfy the requirements of §7.26(a), then such Real Estate shall be included in the calculation of the Pool Availability so long as the Agent shall have received the prior written consent of Agent and the Required Lenders to the inclusion of such Real Estate in the calculation of the Pool Availability. (c) In the event that all or any material portion of any Eligible Real Estate included in the calculation of the Pool Availability shall be materially damaged or taken by condemnation, then such property shall no longer be included in the calculation of the Pool Availability unless and until (i) any damage to such real estate is repaired or restored, such real estate becomes fully operational and the Agent shall receive evidence satisfactory to the Agent of the value of such real estate following such repair or restoration (both at such time and prospectively) or (ii) Agent shall receive evidence satisfactory to the Agent that the value of such real estate (both at such time and prospectively) shall not be materially adversely affected by such damage or condemnation. (d) Upon any asset ceasing to qualify to be included in the calculation of Pool Availability, such asset shall no longer be included in the calculation of the Pool Availability. Within five (5) Business Days after any such disqualification, the Borrower shall deliver to the Agent a certificate reflecting such disqualification, together with the identity of the disqualified asset, a statement as to whether any Default or Event of Default arises as a result of such disqualification, and a calculation of the Pool Availability attributable to such asset. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9. (e) The Following the Release of Security Date, the Borrower may voluntarily remove any Real Estate from the calculation of the Pool Availability in its sole discretion, by delivering to the Agent, no later than five (5) Business Days prior to date on which such removal is to be effected, notice of such removal, together with a statement that no Default or Event of Default then exists or would, upon the occurrence of such event or with passage of time, result from such removal, the identity of the Pool Property being removed, and a calculation of the value attributable to such Pool Property. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9.

Pool Properties. (a) Subject to clause (b) of this §7.26, the Eligible Real Estate included in the calculation of the Pool Availability and included as Pool Properties shall at all times satisfy all of the following conditions: (i) the Eligible Real Estate shall be free and clear of all Liens other than the Liens permitted in §8.2(i)A and 8.2(i)A, §8.2(iv) and, prior to the Release of Security Date, §8.2(viii), and such Eligible Real Estate shall not have applicable to it any restriction on the sale, pledge, transfer, mortgage or assignment of such property except those restrictions which are approved in writing by Agent (including any restrictions contained in any applicable organizational documents); (ii) none of the Eligible Real Estate shall have any material title, survey, environmental, structural or other defects that would give rise to a materially adverse effect as to the value, use of, operation of or ability to sell or finance such property; (iii) the only asset of the Subsidiary Guarantor shall be the Eligible Real Estate included in the calculation of the Pool Availability and inclusion as Pool Properties and related fixtures and personal property; (iv) no Person other than the Borrower or a Subsidiary Guarantor has any direct or indirect ownership of any legal, equitable or beneficial interest in such Subsidiary Guarantor if such Pool Property is owned or leased under a Ground Lease by a Subsidiary Guarantor, and no direct or indirect ownership or other interests or rights in any such Subsidiary Guarantor shall be subject to any Lien; (v) such Pool Property is self-managed by the Borrower, the Subsidiary Guarantor or is managed by the Property Manager pursuant to a Management Agreement; and (vi) such Eligible Real Estate has not been removed from the calculation of the Pool Availability pursuant to §7.26(c), §7.26(d) or §7.26(e). (b) Notwithstanding the foregoing, in the event any Real Estate does not qualify as Eligible Real Estate or satisfy the requirements of §7.26(a), then such Real Estate shall be included in the calculation of the Pool Availability so long as the Agent shall have received the prior written consent of Agent and the Required Lenders to the inclusion of such Real Estate in the calculation of the Pool Availability. (c) In the event that all or any material portion of any Eligible Real Estate included in the calculation of the Pool Availability shall be materially damaged or taken by condemnation, then such property shall no longer be included in the calculation of the Pool Availability unless and until (i) any damage to such real estate is repaired or restored, such real estate becomes fully operational and the Agent shall receive evidence satisfactory to the Agent of the value of such real estate following such repair or restoration (both at such time and prospectively) or (ii) Agent shall receive evidence satisfactory to the Agent that the value of such real estate (both at such time and prospectively) shall not be materially adversely affected by such damage or condemnation. (d) Upon any asset ceasing to qualify to be included in the calculation of Pool Availability, such asset shall no longer be included in the calculation of the Pool Availability. Within five (5) Business Days after any such disqualification, the Borrower shall deliver to the Agent a certificate reflecting such disqualification, together with the identity of the disqualified asset, a statement as to whether any Default or Event of Default arises as a result of such disqualification, and a calculation of the Pool Availability attributable to such asset. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9. (e) The Following the Release of Security Date, the Borrower may voluntarily remove any Real Estate from the calculation of the Pool Availability in its sole discretion, by delivering to the Agent, no later than five (5) Business Days prior to date on which such removal is to be effected, notice of such removal, together with a statement that no Default or Event of Default then exists or would, upon the occurrence of such event or with passage of time, result from such removal, the identity of the Pool Property being removed, and a calculation of the value attributable to such Pool Property. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9.

Pool Properties. (a) Subject to clause (b) of this §7.26, the Eligible Real Estate included in the calculation of the Pool Availability and included inclusion as Pool Properties shall at all times satisfy all of the following conditions: (i) the Eligible Real Estate shall be free and clear of all Liens other than the Liens permitted in §8.2(i)A and 8.2(i)A, §8.2(iv) and, prior to the Release of Security Date, §8.2(viii), and such Eligible Real Estate shall not have applicable to it any restriction on the sale, pledge, transfer, mortgage or assignment of such property except those restrictions which are approved in writing by Agent (including any restrictions contained in any applicable organizational documents); (ii) none of the Eligible Real Estate shall have any material title, survey, environmental, structural or other defects that would give rise to a materially adverse effect as to the value, use of, operation of or ability to sell or finance such property; (iii) the only asset of the Subsidiary Guarantor shall be the Eligible Real Estate included in the calculation of the Pool Availability and inclusion as Pool Properties and related fixtures and personal property; (iv) no Person other than the Borrower or a Subsidiary Guarantor has any direct or indirect ownership of any legal, equitable or beneficial interest in such Subsidiary Guarantor if such Pool Property is owned or leased under a Ground Lease by a Subsidiary Guarantor, and no direct or indirect ownership or other interests or rights in any such Subsidiary Guarantor shall be subject to any Lien; (v) such Pool Property is self-managed by the Borrower, the Subsidiary Guarantor or is managed by the Property Manager pursuant to a Management Agreement; and; (vi) such Eligible Real Estate has not been removed from the calculation of the Pool Availability pursuant to §7.26(c), §7.26(d) or §7.26(e). (b) Notwithstanding the foregoing, in the event any Real Estate does not qualify as Eligible Real Estate or satisfy the requirements of §7.26(a)) following the Release of Security Date, then such Real Estate shall be included in the calculation of the Pool Availability so long as the Agent shall have received the prior written consent of Agent and the Required Lenders to the inclusion of such Real Estate in the calculation of the Pool Availability. (c) In the event that all or any material portion of any Eligible Real Estate included in the calculation of the Pool Availability shall be materially damaged or taken by condemnation, then such property shall no longer be included in the calculation of the Pool Availability unless and until (i) any damage to such real estate is repaired or restored, such real estate becomes fully operational and the Agent shall receive evidence satisfactory to the Agent of the value of such real estate following such repair or restoration (both at such time and prospectively) or (ii) Agent shall receive evidence satisfactory to the Agent that the value of such real estate (both at such time and prospectively) shall not be materially adversely affected by such damage or condemnation. (d) Upon any asset ceasing to qualify to be included in the calculation of Pool Availabilityas Eligible Real Estate, such asset shall no longer be included in the calculation of the Pool Availability. Within five (5) Business Days after any such disqualification, the Borrower shall deliver to the Agent a certificate reflecting such disqualification, together with the identity of the disqualified asset, a statement as to whether any Default or Event of Default arises as a result of such disqualification, and a calculation of the Pool Availability attributable to such asset. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9. (e) The Following the Release of Security Date, the Borrower may voluntarily remove any Real Estate from the calculation of the Pool Availability in its sole discretion, by delivering to the Agent, no later than five (5) Business Days prior to date on which such removal is to be effected, notice of such removal, together with a statement that no Default or Event of Default then exists or would, upon the occurrence of such event or with passage of time, result from such removal, the identity of the Pool Property being removed, and a calculation of the value attributable to such Pool Property. Simultaneously with the delivery of the items required pursuant above, the Borrower shall deliver to the Agent a pro forma Compliance Certificate and Pool Certificate demonstrating, after giving effect to such removal or disqualification, compliance with the covenants contained in §7.26 and §9.