Common use of TRS Transfer Clause in Contracts

TRS Transfer. At Borrower’s option, without Administrative Agent’s or Lender’s consent, Borrower may cause an Individual Property to be transferred to a newly formed subsidiary of Sponsor (as applicable, a “New TRS Borrower”) provided that the following conditions are satisfied: (a) No Event of Default shall have occurred and be continuing; (b) The New TRS Borrower shall have organizational documents in a form reasonably approved by Administrative Agent and Borrower and New TRS Borrower shall otherwise comply with the provisions of Section 4.1.30 and Section 5.2.10 hereof; (c) The New TRS Borrower shall execute and deliver such documents reasonably requested by Administrative Agent to evidence that the New TRS Borrower shall be bound to the Loan Documents as a Borrower thereunder; (d) The Borrower shall deliver to Administrative Agent an Additional Insolvency Opinion reasonably acceptable to Administrative Agent from ▇▇▇▇▇▇▇▇’s counsel with respect to the New TRS Borrower, resolutions authorizing such New TRS Borrower to enter into the documents referenced in Section 10.29(c) and an enforceability and execution opinion covering the enforceability of such documents referenced in Section 10.29(c) in the same form and substance as the enforceability opinion delivered to Administrative Agent on the Closing Date; (e) The New TRS Borrower shall have the same direct and indirect ownership as the Borrower; and (f) Borrower shall reimburse Administrative Agent for any actual costs and expenses it reasonably incurs arising from the transactions contemplated by this Section (including, without limitation, reasonable actually incurred attorneys’ fees and expenses). Section

TRS Transfer. At Borrower’s option, without Administrative Agent’s or Lender’s consent, Borrower may cause an Individual Property to be transferred to (i) Existing TRS Borrower or (ii) a newly formed formed, wholly-owned subsidiary of Sponsor (as applicable, a “New TRS Borrower”) provided that the following conditions are satisfied: (a) No Event of Default shall have occurred and be continuing; (b) The If the transfer is to a New TRS Borrower, the New TRS Borrower shall have organizational documents substantially the same as the organizational documents of the Existing TRS Borrower (or in a such other form reasonably approved by Administrative Agent Lender) and Borrower and New TRS Borrower shall otherwise comply with the provisions of Section 4.1.30 and Section 5.2.10 hereof; (c) The Existing TRS Borrower and the New TRS Borrower Borrower, as applicable, shall execute and deliver such documents reasonably requested by Administrative Agent Lender to evidence that the New TRS Borrower or the Existing TRS Borrower, as applicable, shall be bound to the Loan Documents as a Borrower thereunder; (d) The If the transfer is to a New TRS Borrower, the Borrower shall deliver to Administrative Agent Lender an Additional Insolvency Opinion reasonably acceptable to Administrative Agent from ▇▇▇▇▇▇▇▇Borrower’s counsel with respect to the New TRS Borrower, resolutions authorizing such New TRS Borrower to enter into the documents referenced in Section 10.29(c) and an enforceability and execution opinion covering the enforceability of such documents referenced in Section 10.29(c) in the same form and substance as the enforceability opinion delivered to Administrative Agent on the Closing Date;TRS; and (e) The New TRS Borrower shall have the same direct and indirect ownership as the Borrower; and (f) Borrower shall reimburse Administrative Agent Lender for any actual costs and expenses it reasonably incurs arising from the transactions contemplated by this Section (including, without limitation, reasonable actually incurred attorneys’ fees fee and expenses). Section.