Common use of Warehousing Advances Clause in Contracts

Warehousing Advances. (a) Borrower may from time to time deliver to Administrative Agent a completed request for approval on the then current form approved by the Administrative Agent (each, an “Approval Request”), no later than 11:00 a.m. on a Business Day that is at least ten (10) Business Days before the Business Day on which the Borrower desires the funding of a Warehousing Advance. The Approval Request must be accompanied by all applicable Credit Underwriting Documents, other than as specifically set forth in the Approval Request. The Credit Underwriting Documents not delivered with the Approval Request are referred to as the “Trailing Credit Underwriting Documents.” The Administrative Agent will attempt to, within the earlier to occur of (i) ten (10) Business Days after receipt of an Approval Request and all related Third Party Reports, and (ii) five (5) Business Days after receipt of all related applicable Credit Underwriting Documents, including without limitation, the Trailing Credit Underwriting Documents and any other supporting documents that Administrative Agent may request (such period, the “Initial Review Period”), complete a review and analysis of the foregoing materials other than the Third Party Reports and the Trailing Credit Underwriting Documents. If, based on such review, the Administrative Agent determines, in its sole discretion, that the subject proposed Mortgage Loan and related Property conform in all respects with the applicable requirements of this Agreement (except to the extent such determination requires a review of the related Third Party Reports and the Trailing Credit Underwriting Documents), and that, in the Administrative Agent’s sole discretion, subject to the Administrative Agent’s satisfaction, in its sole discretion, with the form, content, and substance of such Third Party Reports and the Trailing Credit Underwriting Documents, the Administrative Agent is prepared to accept the proposed Mortgage Loan as an Eligible Loan, the Administrative Agent will so notify the Borrower (such notice, a “Preliminary Approval”), and will promptly commence and as soon as reasonably practicable complete the review of such Third Party Reports and, when delivered, the Trailing Credit Underwriting Documents. Upon the completion of the Administrative Agent’s review of such Third Party Reports and Trailing Credit Underwriting Documents, the Administrative Agent may, in its sole discretion, accept the proposed Mortgage Loan as an Eligible Loan and approve (subject to and on all applicable terms and conditions of this Agreement) an Initial Warehousing Advance to fund the origination of such Mortgage Loan and, in the case of a proposed Multiple Advance Mortgage Loan, Subsequent Warehousing Advances up to an aggregate cumulative amount equal to the Total Approved Warehousing Advance Amount determined by Administrative Agent, by returning the Approval Request executed by Administrative Agent to the Borrower by written Notice, which may be by e-mail (such Notice, a “Final Approval”). The Administrative Agent shall not approve an Approval Request for a Mortgage Loan which does not meet all of the eligibility requirements of this Agreement without the written consent of the Required Lenders. If Administrative Agent does not provide (i) a Preliminary Approval prior to the expiration of the Initial Review Period, or (ii) if a Preliminary Approval is given, a Final Approval within ten (10) Business Days after the date of the Preliminary Approval, the Approval Request shall be deemed denied. The approval of an Approval Request with respect to a Multiple Advance Mortgage Loan shall set forth the Total Approved Warehousing Advance Amount applicable thereto, and shall encompass Subsequent Warehousing Advances to be made against such Multiple Advance Mortgage Loan at the time Borrower, as lender, makes subsequent advances thereunder, provided, that, at the time of each such related Subsequent Warehousing Advance (A) each such Subsequent Warehousing Advance shall be in accordance with the applicable Approval Request and Credit Underwriting Documents, (B) all applicable conditions to the making of Subsequent Warehousing Advances set forth in this Agreement shall have been satisfied, (C) no Default or Event of Default shall have occurred and be continuing, and (D) the aggregate cumulative principal amount of Warehousing Advances related to such Multiple Advance Mortgage Loan shall not exceed the applicable Total Approved Warehousing Advance Amount. If an Approval Request has been approved by Administrative Agent, Borrower must submit a Warehousing Advance Request to Administrative Agent in accordance with Section 2.1(b), and comply with all other requirements of this Agreement for the borrowing of a Warehousing Advance, in order to obtain the related Warehousing Advance. Administrative Agent’s current form of Approval Request is attached hereto as Exhibit A. Upon not less than three (3) Business Days’ prior Notice to Borrower and not affecting any Warehousing Advance Requests already received by Administrative Agent, Administrative Agent may modify its form of Approval Request to conform to current legal requirements or Administrative Agent’s practices generally applicable to other (but not necessarily all) credit facilities similarly situated as determined by Administrative Agent in good faith (which determination shall be conclusive absent manifest error), and such modified form will become part of this Agreement. Without intending to modify any of the provisions of this Section 2.1(a), Administrative Agent acknowledges Borrower intends to deliver all Approval Requests, Credit Underwriting Documents and Third Party Reports in a timely manner and Administrative Agent intends to use commercially reasonable efforts to provide its Preliminary Approval, if any, as soon as reasonably practicable.

Warehousing Advances. (a) Borrower may from time to time deliver to Administrative Agent a completed request for approval on the then current form approved by the Administrative Agent (each, an “Approval Request”), no later than 11:00 a.m. on a Business Day that is at least ten (10) Business Days before the Business Day on which the Borrower desires the funding of a Warehousing Advance. The Approval Request must be accompanied by all applicable Credit Underwriting Documents, other than as specifically set forth in the Approval Request. The Credit Underwriting Documents not delivered with the Approval Request are referred to as the “Trailing Credit Underwriting Documents.” The Administrative Agent will attempt to, within the earlier to occur of (i) ten (10) Business Days after receipt of an Approval Request and all related Third Party Reports, and (ii) five (5) Business Days after receipt of all related applicable Credit Underwriting Documents, including without limitation, the Trailing Credit Underwriting Documents and any other supporting documents that Administrative Agent may request (such period, the “Initial Review Period”), complete a review and analysis of the foregoing materials other than the Third Party Reports and the Trailing Credit Underwriting Documents. If, based on such review, the Administrative Agent determines, in its sole discretion, that the subject proposed Mortgage Loan and related Property conform in all respects with the applicable requirements of this Agreement (except to the extent such determination requires a review of the related Third Party Reports and the Trailing Credit Underwriting Documents), and that, in the Administrative Agent’s sole discretion, subject to the Administrative Agent’s satisfaction, in its sole discretion, with the form, content, and substance of such Third Party Reports and the Trailing Credit Underwriting Documents, the Administrative Agent is prepared to accept the proposed Mortgage Loan as an Eligible Loan, the Administrative Agent will so notify the Borrower (such notice, a “Preliminary Approval”), and will promptly commence and as soon as reasonably practicable complete the review of such Third Party Reports and, when delivered, the Trailing Credit Underwriting Documents. Upon the completion of the Administrative Agent’s review of such Third Party Reports and Trailing Credit Underwriting Documents, the Administrative Agent may, in its sole discretion, accept the proposed Mortgage Loan as an Eligible Loan and approve (subject to and on all applicable terms and conditions of this Agreement) an Initial Warehousing Advance to fund the origination of such Mortgage Loan and, in the case of a proposed Multiple Advance Mortgage Loan, Subsequent Warehousing Advances up to an aggregate cumulative amount equal to the Total Approved Warehousing Advance Amount determined by Administrative Agent, by returning the Approval Request executed by Administrative Agent to the Borrower by written Notice, which may be by e-mail (such Notice, a “Final Approval”). The Administrative Agent shall not approve an Approval Request for a Mortgage Loan which does not meet all of the eligibility requirements of this Agreement without the written consent of the Required Lenders. If Administrative Agent does not provide (i) a Preliminary Approval prior to the expiration of the Initial Review Period, or (ii) if a Preliminary Approval is given, a Final Approval within ten (10) Business Days after the date of the Preliminary Approval, the Approval Request shall be deemed denied. The approval of an Approval Request with respect to a Multiple Advance Mortgage Loan shall set forth the Total Approved Warehousing Advance Amount applicable thereto, and shall encompass Subsequent Warehousing Advances to be made against such Multiple Advance Mortgage Loan at the time Borrower, as lender, makes subsequent advances thereunder, provided, that, at the time of each such related Subsequent Warehousing Advance (A) each such Subsequent Warehousing Advance shall be in accordance with the applicable Approval Request and Credit Underwriting Documents, (B) all applicable conditions to the making of Subsequent Warehousing Advances set forth in this Agreement shall have been satisfied, (C) no Default or Event of Default shall have occurred and be continuing, and (D) the aggregate cumulative principal amount of Warehousing Advances related to such Multiple Advance Mortgage Loan shall not exceed the applicable Total Approved Warehousing Advance Amount. If an Approval Request has been approved by Administrative Agent, Borrower must submit a Warehousing Advance Request to Administrative Agent in accordance with Section 2.1(b), and comply with all other requirements of this Agreement for the borrowing of a Warehousing Advance, in order to obtain the related Warehousing Advance. Administrative Agent’s current form of Approval Request is attached hereto as Exhibit A. Upon not less than three (3) Business Days’ prior Notice to Borrower and not affecting any Warehousing Advance Requests already received by Administrative Agent, Administrative Agent may modify its form of Approval Request to conform to current legal requirements or Administrative Agent’s practices generally applicable to other (but not necessarily all) credit facilities similarly situated as determined by Administrative Agent in good faith (which determination shall be conclusive absent manifest error), and such modified form will become part of this Agreement. Without intending to modify any of the provisions of this Section 2.1(a), Administrative Agent acknowledges Borrower intends to deliver all Approval Requests, Credit Underwriting Documents and Third Party Reports in a timely manner and Administrative Agent intends to use commercially reasonable efforts to provide its Preliminary Approval, if any, as soon as reasonably practicable.Credit

Warehousing Advances. (a) Borrower may from time to time shall deliver to Administrative Agent a completed request for approval on the then current form approved by the Administrative Agent (each, an “Approval Request”), no later than 11:00 a.m. substantially in the form of Exhibit A, together with any and all information underlying or supporting the calculations set forth therein, on a Business Day that is at least no later than ten (10) Business Days before the Business Day on which the Borrower desires the funding of a Warehousing Advance. The Approval Request must be accompanied by all applicable the Credit Underwriting Documents, other than as specifically set forth in the Approval Request. The Credit Underwriting Documents not delivered with the Approval Request are referred to as the “Trailing Credit Underwriting Documents.” The Administrative Agent will attempt to, within the earlier to occur of (i) Within ten (10) Business Days after receipt of an Approval Request and all related Third Party Reports, and (ii) five (5) Business Days after receipt of all related applicable Credit Underwriting Documents, including without limitationRequest, the Trailing Credit Underwriting Documents and any other supporting documents that Administrative Agent may request (such period, subject to an additional five (5) Business Days of review to evaluate any recognized environmental condition on the “Initial Review Period”subject Property), complete a if, based on its review and analysis of the foregoing materials other than the Third Party Reports and the Trailing Credit Underwriting Documents. Ifmaterials, based on such review, the Administrative Agent determineshas determined, in its sole discretion, that the subject proposed Mortgage Loan and related Property conform conforms in all respects with the applicable requirements of this Agreement (except to the extent such determination requires a review of the related Third Party Reports and the Trailing Credit Underwriting Documents)Agreement, and that, in the Administrative Agent’s sole discretion, subject to the Administrative Agent’s satisfaction, in its sole discretion, with the form, content, and substance of such Third Party Reports and the Trailing Credit Underwriting Documents, the Administrative Agent is prepared to accept may approve the proposed Mortgage Loan as an Eligible Loan, the Administrative Agent will so notify the Borrower (such notice, a “Preliminary Approval”), and will promptly commence and as soon as reasonably practicable complete the review of such Third Party Reports and, when delivered, the Trailing Credit Underwriting Documents. Upon the completion of the Administrative Agent’s review of such Third Party Reports and Trailing Credit Underwriting Documents, the Administrative Agent may, in its sole discretion, accept the proposed Mortgage Loan as an Eligible Loan and approve (subject to and on all applicable terms and conditions of this Agreement) an Initial Warehousing Advance to fund the origination of such Mortgage Loan and, in the case of a proposed Multiple Advance Mortgage Loan, Subsequent Warehousing Advances up to an aggregate cumulative amount equal to the Total Approved Warehousing Advance Amount determined by Administrative Agent, by returning the Approval Request executed by Administrative Agent to the Borrower by written Notice, which may be by including e-mail (such Notice, a “Final Approval”)mail. The Administrative Agent shall not approve an Approval Request for a Mortgage Loan which does not meet all of use its best efforts to respond to the eligibility requirements of this Agreement without Borrower within the written consent of the Required Lenders. If time frame set forth above, but if Administrative Agent does not provide (i) a Preliminary Approval prior respond to the expiration of Approval Request within the Initial Review Period, or (ii) if a Preliminary Approval is given, a Final Approval within ten (10) Business Days after the date of the Preliminary Approvaltime period set forth herein, the Approval Request shall be deemed denied. The approval of an Approval Request with respect to a Multiple Advance Mortgage Loan shall set forth the Total Approved Warehousing Advance Amount applicable thereto, and shall encompass Subsequent Warehousing Advances to be made against such Multiple Advance Mortgage Loan at the time Borrower, as lender, makes subsequent advances thereunder, provided, that, at the time of each such related Subsequent Warehousing Advance (A) each such Subsequent Warehousing Advance shall be in accordance with the applicable Approval Request and Credit Underwriting Documents, (B) all applicable conditions to the making of Subsequent Warehousing Advances set forth in this Agreement shall have been satisfied, (C) no Default or Event of Default shall have occurred and be continuing, and (D) the aggregate cumulative principal amount of Warehousing Advances related to such Multiple Advance Mortgage Loan shall not exceed the applicable Total Approved Warehousing Advance Amount. If After an Approval Request has been approved by Administrative Agent, Borrower must submit a Warehousing Advance Request to Administrative Agent in accordance with Section 2.1(b), and comply with all other requirements of this Agreement for the borrowing of a Warehousing Advance, in order to obtain the related Warehousing Advance. Administrative Agent’s current form of Approval Request is attached hereto as Exhibit A. Upon not less than three ten (310) Business Days’ prior Notice to Borrower and not affecting any Warehousing Advance Requests already received by the Administrative Agent, Administrative Agent may modify its form of Approval Request and any other document or requirement referred to in this Section 2.1(a) to conform to current legal requirements or Administrative Agent’s Agent practices generally applicable to other (but not necessarily all) credit facilities similarly situated and, as determined by Administrative Agent in good faith (which determination shall be conclusive absent manifest error)so modified, and such modified form those documents or requirements will become part of this Agreement. Without intending to modify any of the provisions of this Section 2.1(a), Administrative Agent acknowledges Borrower intends to deliver all Approval Requests, Credit Underwriting Documents and Third Party Reports in a timely manner and Administrative Agent intends to use commercially reasonable efforts to provide its Preliminary Approval, if any, as soon as reasonably practicable.

Warehousing Advances. (a) Borrower may from time to time shall deliver to Administrative Agent a completed request for approval on the then current form approved by the Administrative Agent (each, an “Approval Request”), no later than 11:00 a.m. substantially in the form of Exhibit A, together with any and all information underlying or supporting the calculations set forth therein, on a Business Day that is at least ten (10) Business Days before the Business Day on which the Borrower desires the funding of a Warehousing Advance. The Approval Request must be accompanied by all applicable the Credit Underwriting Documents, other than as specifically set forth in the Approval Request. The Credit Underwriting Documents not delivered with the Approval Request are referred to as the “Trailing Credit Underwriting Documents.” The Administrative Agent will attempt to, within the earlier to occur of (i) ten (10) Business Days after receipt of an Approval Request and all related Third Party Reports, and (ii) five (5) Business Days after receipt of all related applicable Credit Underwriting Documents, including without limitationRequest, the Trailing Credit Underwriting Documents and any other supporting documents that Administrative Agent may request (such period, the “Initial Review Period”)request, complete a review and analysis of the foregoing materials other than the Third Party Reports and the Trailing Credit Underwriting Documentsmaterials. If, based on such review, the If Administrative Agent determines, in its sole discretion, that the subject proposed Mortgage Loan and related Property conform in all respects with the applicable requirements of this Agreement (except to the extent such determination requires a review of the related Third Party Reports and the Trailing Credit Underwriting Documents)Agreement, and that, in the Administrative Agent’s sole discretion, subject to the Administrative Agent’s satisfaction, in its sole discretion, with the form, content, and substance of such Third Party Reports and the Trailing Credit Underwriting Documents, the Administrative Agent is prepared to accept the proposed Mortgage Loan as an Eligible Loan, the Administrative Agent will so notify the Borrower (such notice, a “Preliminary Approval”), and will promptly commence and as soon as reasonably practicable complete the review of such Third Party Reports and, when delivered, the Trailing Credit Underwriting Documents. Upon the completion of the Administrative Agent’s review of such Third Party Reports and Trailing Credit Underwriting Documents, the Administrative Agent may, in its sole discretion, accept approve a Warehousing Advance to fund the proposed origination of such Mortgage Loan as an Eligible Loan and approve (subject to and on all applicable terms and conditions of this Agreement) an Initial Warehousing Advance to fund the origination of such Mortgage Loan and, in the case of a proposed Multiple Advance Mortgage Loan, Subsequent Warehousing Advances up to an aggregate cumulative amount equal to the Total Approved Warehousing Advance Amount determined by Administrative Agent), by returning the Approval Request executed by Administrative Agent to the Borrower by written Notice, which may be by including e-mail (such Notice, a “Final Approval”). The Administrative Agent shall not approve an Approval Request for a Mortgage Loan which does not meet all of the eligibility requirements of this Agreement without the written consent of the Required Lendersmail. If Administrative Agent does not provide (i) a Preliminary Approval prior respond to the expiration of Approval Request within the Initial Review Period, or (ii) if a Preliminary Approval is given, a Final Approval within ten (10) Business Days after the date of the Preliminary Approvaltime period set forth herein, the Approval Request shall be deemed denied. The approval of an Approval Request with respect to a Multiple Advance Mortgage Loan shall set forth the Total Approved Warehousing Advance Amount applicable thereto, and shall encompass Subsequent Warehousing Advances to be made against such Multiple Advance Mortgage Loan at the time Borrower, as lender, makes subsequent advances thereunder, provided, that, at the time of each such related Subsequent Warehousing Advance (A) each such Subsequent Warehousing Advance shall be in accordance with the applicable Approval Request and Credit Underwriting Documents, (B) all applicable conditions to the making of Subsequent Warehousing Advances set forth in this Agreement shall have been satisfied, (C) no Default or Event of Default shall have occurred and be continuing, and (D) the aggregate cumulative principal amount of Warehousing Advances related to such Multiple Advance Mortgage Loan shall not exceed the applicable Total Approved Warehousing Advance Amount. If After an Approval Request has been approved by Administrative Agent, Borrower must submit a Warehousing Advance Request to Administrative Agent in accordance with Section 2.1(b), and comply with all other requirements of this Agreement for the borrowing of a Warehousing Advance, in order to obtain the related Warehousing Advance. Administrative Agent’s current form of Approval Request is attached hereto as Exhibit A. Upon not less than three ten (310) Business Days’ prior Notice to Borrower and not affecting any Warehousing Advance Requests already received by the Administrative Agent, Administrative Agent may modify its form of Approval Request and any other document or requirement referred to in this Section 2.1(a) to conform to current legal requirements or Administrative Agent’s Agent practices generally applicable to other (but not necessarily all) credit facilities similarly situated and, as determined by Administrative Agent in good faith (which determination shall be conclusive absent manifest error)so modified, and such modified form those documents or requirements will become part of this Agreement. Without intending to modify any of the provisions of this Section 2.1(a), Administrative Agent acknowledges Borrower intends to deliver all Approval Requests, Credit Underwriting Documents and Third Party Reports in a timely manner and Administrative Agent intends to use commercially reasonable efforts to provide its Preliminary Approval, if any, as soon as reasonably practicable.