Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 revolving loan, (the “Loan”), which Loan is being made pursuant to that certain Credit Agreement dated as of November 1, 2010 (the “Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Sources: Credit Agreement (Inland Diversified Real Estate Trust, Inc.)
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association EXHIBIT F FORM OF OPINION OF BORROWER'S COUNSEL ____________, 2003 KeyBank, as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $150,000,000 Credit Facility to Glimcher Properties Limited Partnership Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 150,000,000 secured revolving loancredit facility, (the “"Loan”"), which Loan is being made pursuant to that certain Credit Agreement dated as of November 1October ____, 2010 2003 (the “"Credit Agreement”") between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “"Lenders”"), and KeyBank, as Administrative Agent (the "Agent"). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnershipPARTNERSHIP AGREEMENT AND CERTIFICATE OF LIMITED PARTNERSHIP] of the Subsidiary Parent Entities and the Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower Borrower, the Parent Entities and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower Borrower, the Parent Entities and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “"Loan Documents”"):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 Date: KeyBank National Association as Administrative Agent for the Lenders Real Estate Capital ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇ ▇▇▇ -▇▇-▇▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Re: Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with Inland Retail Real Estate Trust, Inc. hereby requests a $25,000,000 revolving loan, (the “Loan”), which Loan is being made Advance pursuant to that certain Section 2.9 of the Second Amended and Restated Credit Agreement Agreement, dated as of November 1May __, 2010 2005 (as amended or modified from time to time, the “Credit Agreement”), among Inland Retail Real Estate Trust, Inc., Inland Retail Real Estate Limited Partnership, the Lenders referenced therein, and you, as Agent for the Lenders. An Advance is requested to be made in the amount of $__________, to be made on _____________. Such Advance shall be a [Swingline Rate Advance] [Floating Rate Advance] [Fixed Rate Advance]. [The applicable LIBOR Interest Period shall be _____________.] The proceeds of the requested loan shall be directed to the following account: Wiring Instructions: (Bank Name) between Borrower(ABA No.) (Beneficiary) (Account No. to Credit) (Notification Requirement) In support of this request, KeyBank National Association Inland Retail Real Estate Trust, Inc. hereby represents and warrants to the Agent and the several lenders from Lenders that acceptance of the proceeds of such loan by the Borrowers shall be deemed to further represent and warrant that all requirements of Section 4.2 of the Credit Agreement in connection with such Advance have been satisfied at the time such proceeds are disbursed. Date:_________________________________ For Borrowers: Inland Retail Real Estate Trust, Inc. By: _________________________________ Name: _________________________________ Its: _________________________________ This Amendment to time parties thereto Credit Agreement (the “Agreement”) is made as of , , by and among Inland Retail Real Estate Trust, Inc. and Inland Retail Real Estate Limited Partnership (collectively, the “LendersBorrowers”). In connection with , KeyBank National Association, individually and as “Agent,” and one or more [new] [existing] “Lenders” shown on the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):signature pages hereof.
Appears in 1 contract
Sources: Credit Agreement (Inland Retail Real Estate Trust Inc)
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 G-11 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 155,000,000 revolving loan, (the “Loan”), which Loan is being made pursuant to that certain Third Amended and Restated Credit Agreement dated as of November 1April 21, 2010 2008 (the “Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 105,000,000 revolving loan, (the “Loan”), which Loan is being made pursuant to that certain First Amended and Restated Credit Agreement dated as of November 1____________, 2010 2012 (the “Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Sources: Credit Agreement (Inland Diversified Real Estate Trust, Inc.)
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Re: $40,000,000 Term Loan to Glimcher Northtown Venture, LLC and GB Northtown, LLC (collectively , the “Borrower”) Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors Glimcher Properties Limited Partnership (“Guarantor”) in connection with a $25,000,000 revolving loan40,000,000 secured term loan to Borrower, (the “Loan”), which Loan is being made pursuant to that certain Credit Term Loan Agreement dated as of November 1October __, 2010 2008 (the “Credit Loan Agreement”) between among Borrower, Guarantor, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”), and KeyBank National Association, as Administrative Agent (the “Agent”). All capitalized terms used herein shall have the meanings ascribed to them in the Loan Agreement. In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the operating agreements, partnership agreements and certificates of limited partnership, and Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] general partner of the Subsidiary Guarantors (Guarantor, acting on behalf of the Guarantor individually and in its capacity as defined in the Credit Agreement), sole member of the Borrower and all such corporate and other records of the Borrower Borrower, Guarantor and the Subsidiary Guarantorssuch general partner, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary GuarantorsGuarantor, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $150,000,000 Credit Facility to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 150,000,000 revolving loan, (the “Loan”), which Loan is being made pursuant to that certain Fourth Amended and Restated Credit Agreement dated as of November 1June ___, 2010 (the “Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $175,000,000 Credit Facility to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 175,000,000 revolving loan, (the “Loan”), which Loan is being made pursuant to that certain Fifth Amended and Restated Credit Agreement dated as of November 1August ___, 2010 2012 (the “Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association KeyBank, as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $100,000,000 Credit Facility to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 100,000,000 revolving loan, (the “"Loan”"), which Loan is being made pursuant to that certain Amended and Restated Credit Agreement dated as of November 1May 2, 2010 2003 (the “"Credit Agreement”") between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “"Lenders”"), and KeyBank, as Administrative Agent (the "Agent"). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of Bylawsof the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “"Loan Documents”"):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association KeyBank, as Administrative Agent for the Lenders ▇1▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $100,000,000 Credit Facility to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 100,000,000 revolving loan, (the “"Loan”"), which Loan is being made pursuant to that certain Credit Agreement dated as of November 1June 28, 2010 2002 (the “"Credit Agreement”") between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “"Lenders”"), and KeyBank, as Administrative Agent (the "Agent"). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “"Loan Documents”"):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association EXHIBIT F FORM OF OPINION OF BORROWER'S COUNSEL ____________, 2003 KeyBank, as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $15,000,000 Credit Facility to Glimcher Properties Limited Partnership Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 15,000,000 secured revolving loancredit facility, (the “"Loan”"), which Loan is being made pursuant to that certain Credit Agreement (Acquisition) dated as of November 1October ____, 2010 2003 (the “"Credit Agreement”") between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “"Lenders”"), and KeyBank, as Administrative Agent (the "Agent"). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnershipPARTNERSHIP AGREEMENT AND CERTIFICATE OF LIMITED PARTNERSHIP] of the Subsidiary Parent Entities and the Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower Borrower, the Parent Entities and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower Borrower, the Parent Entities and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “"Loan Documents”"):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $150,000,000 Credit Facility to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 150,000,000 revolving loan, (the “"Loan”"), which Loan is being made pursuant to that certain Second Amended and Restated Credit Agreement dated as of November 1April __, 2010 2005 (the “"Credit Agreement”") between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “"Lenders”"). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of Bylawsof the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “"Loan Documents”"):
Appears in 1 contract
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s 's exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s 's innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 EXHIBIT F UPDATE TO OPINION OF BORROWER'S COUNSEL [See Attached] EXHIBIT G BORROWING NOTICE Date: KeyBank National Association as Administrative Agent for the Lenders Real Estate Capital Attention: ▇▇▇▇▇ ▇'▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇ ▇▇▇ -▇▇-▇▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Re: Ladies Inland Retail Real Estate Trust, Inc. hereby requests a Loan Advance pursuant to Section 2.9 of the Amended and Gentlemen: We have acted Restated Credit Agreement, dated as counsel of May __, 2004 (as amended or modified from time to time, the "Credit Agreement"), among Inland Retail Real Estate Trust, Inc., Inland Retail Real Estate Limited Partnership, the Lenders referenced therein, and you, as Agent for the Borrower Lenders. An Advance is requested to be made in the amount of $__________, to be made on _____________. Such Advance shall be a [Swingline Rate Advance] [Floating Rate Advance] [Fixed Rate Advance]. [The applicable LIBOR Interest Period shall be _____________.] The proceeds of the requested loan shall be directed to the following account: Wiring Instructions: (Bank Name) (ABA No.) (Beneficiary) (Account No. to Credit) (Notification Requirement) In support of this request, Inland Retail Real Estate Trust, Inc. hereby represents and warrants to the Agent and the Subsidiary Guarantors Lenders that acceptance of the proceeds of such loan by the Borrowers shall be deemed to further represent and warrant that all requirements of Section 4.2 of the Credit Agreement in connection with a $25,000,000 revolving loansuch Advance have been satisfied at the time such proceeds are disbursed. Date:_________________________________ For Borrowers: Inland Retail Real Estate Trust, Inc. By: _________________________________ Name: ______________________________ Its: _________________________________ This Amendment to Credit Agreement (the “Loan”"Agreement") is made as of , , by and among Inland Retail Real Estate Trust, Inc. and Inland Retail Real Estate Limited Partnership (collectively, the "Borrowers"), which Loan is being made pursuant to that KeyBank National Association, individually and as "Agent," and one or more [new] [existing] "Lenders" shown on the signature pages hereof. A. Borrowers, Agent and certain other Lenders have entered into an Amended and Restated Credit Agreement dated as of November 1May __, 2010 2004 (as amended, the “"Credit Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”"). In connection with All capitalized terms used herein and not otherwise defined shall have the Loan we have been furnished with originals or copies certified meanings given to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined them in the Credit Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):.
Appears in 1 contract
Sources: Credit Agreement (Inland Retail Real Estate Trust Inc)
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 Date KeyBank National Association as Administrative Agent for the Lenders Commercial Real Estate Service Attention: Mr. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Re: Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with Terreno Realty LLC (“Borrower”) hereby requests a $25,000,000 revolving loan, (the “Loan”), which Loan is being made Advance pursuant to that certain Section 2.9 of the Senior Revolving Credit Agreement Agreement, dated as of November 1March 24, 2010 (as amended or modified from time to time, the “Credit Agreement”), among Terreno Realty LLC, the Lenders referenced therein, and you, as agent for the Lenders. A Loan Advance is requested to be made in the amount of $ , to be made on . Such Loan Advance shall be a [LIBOR] [Base Rate] Advance. [The applicable LIBOR Interest Period shall be .] The proceeds of the requested loan shall be directed to the following account: Wiring Instructions: (Bank Name) between Borrower(ABA No.) (Beneficiary) (Account No. to Credit) (Notification Requirement) In support of this request, KeyBank National Association Terreno Realty LLC hereby represents and warrants to the Agent and the several lenders from time Lenders that acceptance of the proceeds of such loan by Borrower shall be deemed to time parties thereto (collectively, further represent and warrant that all requirements of Section 4.2 of the “Lenders”). In Credit Agreement in connection with the such Loan we Advance have been furnished with originals or copies certified to our satisfaction of satisfied at the Articles of Incorporation and Bylaws of the time such proceeds are disbursed. Date: Borrower: TERRENO REALTY LLC, the [partnership agreement and certificate of a Delaware limited partnership] of the Subsidiary Guarantors (as defined in the Credit Agreement)liability company By: TERRENO REALTY CORPORATION, and all such corporate and other records of the Borrower and the Subsidiary Guarantorsa Maryland corporation, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):its sole member By: Name: Its:
Appears in 1 contract
Sources: Senior Revolving Credit Agreement (Terreno Realty Corp)
Report. The purpose of the records review is to obtain and review records that will help identify recognized environmental conditions in connection with the property. The site reconnaissance involves physical observation of the property’s exterior and interior, as well as an observation of adjoining properties. Interviews with previous and current owners and occupants, and local government officials provides insight into the presence or absence of recognized environmental conditions in connection with the property. The final component of the ESA, the report, contains the findings of the ESA and conclusions regarding the presence or absence of recognized environmental conditions in connection with the property. It includes documentation to support the analysis, opinions, and conclusions found in the report. While the use of this practice is intended to constitute appropriate inquiry for purposes of CERCLA’s innocent landowner defense, it is not intended that its use be limited to that purpose. The ASTM standard is intended to be an approach to conducting an inquiry designed to identify recognized environmental conditions in connection with a property, and environmental site assessments. G-1 , 200 KeyBank National Association as Administrative Agent for the Lenders ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Re: $150,000,000 Term Loan to Inland Real Estate Corporation Ladies and Gentlemen: We have acted as counsel for the Borrower and the Subsidiary Guarantors in connection with a $25,000,000 revolving 150,000,000 loan, (the “Loan”), which Loan is being made pursuant to that certain Credit Amended and Restated Term Loan Agreement dated as of November 1June , 2010 (the “Credit Loan Agreement”) between Borrower, KeyBank National Association and the several lenders from time to time parties thereto (collectively, the “Lenders”). In connection with the Loan we have been furnished with originals or copies certified to our satisfaction of the Articles of Incorporation and Bylaws of the Borrower, the [partnership agreement and certificate of limited partnership] of the Subsidiary Guarantors (as defined in the Credit Loan Agreement), and all such corporate and other records of the Borrower and the Subsidiary Guarantors, with such declarations and agreements, and certificates of officers and representatives of the Borrower and the Subsidiary Guarantors, and with such other documents, and we have made such other examinations and investigations as we have deemed necessary as a basis for the opinions expressed below. We have examined the originals of the following documents, each of which is addressed to the Lender or to which the Lender is a party (all of which are sometimes collectively referred to as the “Loan Documents”):
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