Common use of Interest Rate Cap Agreement Clause in Contracts

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative Agent, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative Agent, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative Agent, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent and require that payments be deposited directly into the Restricted Account).

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative AgentLxxxxx, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property Collateral is transferred by judicial or non-judicial foreclosure or deed assignment in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent Lender a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Accountas directed by Lxxxxx).

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, with respect to the A Note, and in connection with each Future Advance with respect to the B Note, Borrower shall enter into one or more Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement Agreements for each of the A Portion and the amount advanced from time to time on the B Portion with a SOFR LIBOR strike rate price equal to the applicable Strike RatePrice. The Interest Rate Cap Agreement (i) shall be in a form and substance reasonably acceptable to Administrative AgentLender, (ii) shall at all times be with a an Acceptable Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Acceptable Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative Agent, Cash Management Account any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstandingA Portion or B Portion, as applicable, exists, provided that the Debt A Portion and the B Portion shall be deemed to be outstanding exist if the Property is transferred by judicial or non-judicial foreclosure or deed in deed-in-lieu thereof unless thereof, (iv) shall be for a period equal to the Loan was paid in fullterm of the A Portion and the B Portion, as applicable and (v) shall have an initial notional amount equal to the principal amount of the A Note and the B Note. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shallAgreement, and shall cause Counterparty to, deliver to Administrative Agent a fully Lender an executed counterpart of such Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Cash Management Account).

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative AgentLxxxxx, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent Lender a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Account).

Interest Rate Cap Agreement. (aA) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to price no greater than the Strike RatePrice. The Interest Rate Cap Agreement (i) shall at all times be in a form and substance reasonably acceptable to Administrative AgentLender with respect to such matters not otherwise set forth in this Agreement, (ii) shall at all times be with a an Acceptable Counterparty, (iii) shall at all times direct such Acceptable Counterparty to deposit directly into the account designated in the Assignment of Cap and, during the continuance of an Event of Default, as directed by Lender, any amounts due Borrower under such Interest Rate Cap Agreement, any amounts due Borrower under such Interest Rate Cap Agreement, (iv) shall be for a duration at least equal to term through the end of the Interest Accrual Period in which associated with the then current Stated then-applicable Maturity Date occurs, of the Loan and (ivv) shall at all times have a notional amount equal to or greater than the then outstanding principal balance of the Loan and shall at all times provide for a strike rate to be equal to the applicable Strike RatePrice. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative Agent, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap AgreementCap, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shallAgreement, and shall cause Counterparty to, deliver to Administrative Agent a fully Lender an executed counterpart of such Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Accountaccount designated in the Assignment of Cap and, during the continuance of an Event of Default, as directed by Lender).

Interest Rate Cap Agreement. (aA) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to price no greater than the Strike RatePrice. The Interest Rate Cap Agreement (i) shall at all times be in a form and substance reasonably acceptable to Administrative AgentLender with respect to such matters not otherwise set forth in this Agreement, (ii) shall at all times be with a an Acceptable Counterparty, (iii) shall at all times direct such Acceptable Counterparty to deposit directly into the Clearing Account designated by Lender from time to time, during the continuance of an Event of Default, as directed by Lender, any amounts due Borrower under such Interest Rate Cap Agreement, (iv) shall be for a duration at least equal to term through the end of the Interest Accrual Period in which associated with the then current Stated then-applicable Maturity Date occurs, of the Loan and (ivv) shall at all times have a notional amount equal to or greater than the then outstanding principal balance of the Loan and shall at all times provide for a strike rate to be equal to the applicable Strike RatePrice. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative Agent, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap AgreementCap, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shallAgreement, and shall cause Counterparty to, deliver to Administrative Agent a fully Lender an executed counterpart of such Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted AccountClearing Account designated by Lender from time to time or such other account as Lender shall direct).

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative AgentLenxxx, any xny amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent Lender a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Account).

Interest Rate Cap Agreement. (a) 2.8.1 Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement that (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least period equal to the end term of the Interest Accrual Period in which the then current Stated Maturity Date occursLoan, and (iv) shall at all times shall, for each applicable period set forth on Schedule 2.8 attached hereto, have a notional amount equal to or greater than the principal balance of the Loan notional amount corresponding to such period and set forth on 50- Schedule 2.8 attached hereto, and (v) shall at all times provide for have a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted AccountCash Management Account (or, or from and after an Event of Defaultif the Cash Management Account is not then activated, into such other Account as directed by Administrative Agent, Lender may designate) any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property is transferred by judicial or non-judicial foreclosure or deed in deed-in-lieu thereof unless the Loan was paid in fullthereof. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent Lender a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted AccountCash Management Account (or, if the Cash Management Account is not then activated, into such other Account as Lender may designate)).

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with If at any time during the Closing Dateterm of the Loan, the net operating income of the Property, as determined by Lender in its sole discretion, is less than 1.60 times the monthly amount of interest payments due under the Loan, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with which shall protect against an increase in interest rates which would cause the Annual Interest Rate to exceed a SOFR strike rate equal to the Strike Ratebe determined by Lender in its sole discretion. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterpartycounterparty acceptable to Lender and which counterparty shall have a credit rating of “A” or better by Xxxxx’x Investors Service, Inc., and “A” or better by Standard and Poor’s Rating Group, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty acceptable counterparty to deposit directly into any and all payments due under the Restricted Account, or from and after an Event of Default, as directed by Administrative Agent, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement directly into an account designated by Lender (“Designated Account”) so long as any portion of the Debt is Loan remains outstanding, provided that however, for purposes of this requirement, the Debt Loan shall be deemed to be remaining outstanding if the Property is transferred to Lender (or its nominee or designee) by judicial foreclosure or non-judicial foreclosure or deed by deed-in-lieu thereof, (iv) shall have an initial term of one year, and thereafter (A) if the net operating income of the Property, as determined by Lender in lieu thereof unless its sole discretion at any time and from time to time, is or continues to be less than 1.60 times the monthly amount of interest payments due under the Loan was paid in full. Additionally(the “NOI Threshold”), Borrower Interest Rate Cap Party shall collaterally assign to Administrative Agent, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to then the Interest Rate Cap Agreement then in effect shall be extended for successive one year terms for as long as the net operating income of the Property does not meet the NOI Threshold, and (and B) if the net operating income of the Property as determined by Lender in its sole discretion at any replacements thereof), including, without limitation, its right to receive any and all payments under time meets or exceeds the NOI Threshold such that an Interest Rate Cap Agreement is not then required, but at any subsequent time (and any replacements thereoffrom time to time), and the net operating income of the Property, as determined by Lender in its sole discretion, fails to meet the NOI Threshold, Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent enter into a fully executed new Interest Rate Cap Agreement (which shallthat satisfies all of the terms and conditions of this Section 2.9, by its including without limitation, that it have an initial term of one year and successive one year terms, authorize if and as required under the assignment terms of this Section 2.9(iv), and (v) shall have an initial notional amount equal to Administrative Agent and require that payments be deposited directly into the Restricted Account)unpaid principal balance of the Loan.

Interest Rate Cap Agreement. (a) Prior to or contemporaneously with the Closing Date, Borrower Interest Rate Cap Party shall enter into an Interest Rate Cap Agreement with a SOFR strike rate equal to the Strike Rate. The Interest Rate Cap Agreement (i) shall be in a form and substance acceptable to Administrative AgentLender, (ii) shall at all times be with a Counterparty, (iii) shall at all times be for a duration at least equal to the end of the Interest Accrual Period in which the then current Stated Maturity Date occurs, and (iv) shall at all times have a notional amount equal to or greater than the principal balance of the Loan and shall at all times provide for a strike rate to be equal to the Strike Rate. Borrower Interest Rate Cap Party shall direct such Counterparty to deposit directly into the Restricted Account, or from and after an Event of Default, as directed by Administrative AgentLxxxxx, any amounts due Borrower Interest Rate Cap Party under such Interest Rate Cap Agreement so long as any portion of the Debt is outstanding, provided that the Debt shall be deemed to be outstanding if the Property Collateral is transferred by judicial or non-judicial foreclosure or deed assignment in lieu thereof unless the Loan was paid in full. Additionally, Borrower Interest Rate Cap Party shall collaterally assign to Administrative AgentLender, pursuant to the Collateral Assignment of Interest Rate Cap Agreement, all of its right, title and interest in and to the Interest Rate Cap Agreement (and any replacements thereof), including, without limitation, its right to receive any and all payments under the Interest Rate Cap Agreement (and any replacements thereof), and Borrower shall, and shall cause Counterparty to, deliver to Administrative Agent Lender a fully executed Interest Rate Cap Agreement (which shall, by its terms, authorize the assignment to Administrative Agent Lender and require that payments be deposited directly into the Restricted Accountas directed by Lxxxxx).