115
§14.9
Resignation
115
§14.10
Duties in the Case of Enforcement
116
§14.11
Bankruptcy
117
§14.12
Intentionally Omitted
117
§14.13
Reliance by Agent
117
§14.14
Approvals
117
§14.15
Loan Parties Not Beneficiary
118
§14.16
Defaulting Lenders
118
iv
§15.
EXPENSES
120
§16.
INDEMNIFICATION
121
§17.
SURVIVAL OF COVENANTS, ETC.
122
§18.
ASSIGNMENT AND PARTICIPATION
122
§18.1
Conditions to Assignment by Lenders
122
§18.2
Register
123
§18.3
New Notes
124
§18.4
Participations
124
§18.5
Pledge by Lender
125
§18.6
No Assignment by Loan Parties
125
§18.7
Disclosure
125
§18.8
Titled Agents
126
§19.
NOTICES
126
§20.
RELATIONSHIP
128
§21.
GOVERNING LAW; CONSENT TO JURISDICTION AND SERVICE
128
§22.
HEADINGS
128
§23.
COUNTERPARTS
128
§24.
ENTIRE AGREEMENT, ETC.
129
§25.
WAIVER OF JURY TRIAL AND CERTAIN DAMAGE CLAIMS
129
§26.
DEALINGS WITH THE LOAN PARTIES
129
§27.
CONSENTS, AMENDMENTS, WAIVERS, ETC.
130
§27.1
Amendments Generally
130
§27.2
Technical Amendments
132
§28.
SEVERABILITY
132
§29.
TIME OF THE ESSENCE
132
§30.
NO UNWRITTEN AGREEMENTS
132
§31.
REPLACEMENT NOTES
132
§32.
NO THIRD PARTIES BENEFITED
133
§33.
PATRIOT ACT
133
§34.
JUDGMENT CURRENCY
133
§35.
JOINT AND SEVERAL LIABILITY
133
§36.
ADDITIONAL AGREEMENTS CONCERNING OBLIGATIONS OF LOAN PARTIES
134
§36.1
Attorney-in-Fact
134
§36.2
Accommodation
134
§36.3
Waiver of Automatic or Supplemental Stay
134
v
§36.4
Waiver of Defenses
134
§36.5
Waiver
136
§36.6
Subordination
137
§37.
ACKNOWLEDGMENT OF BENEFITS; EFFECT OF AVOIDANCE PROVISIONS
137
§38
ACKNOWLEDGEMENT AND CONSENT TO BAIL-IN OF EEA FINANCIAL INSTITUTIONS
139
vi
EXHIBITS AND SCHEDULES
Exhibit A-1
FORM OF REVOLVING CREDIT NOTE
Exhibit A-2
FORM OF TERM LOAN NOTE
Exhibit A-3
FORM OF TERM LOAN II NOTE
Exhibit A-4
FORM OF TERM LOAN III NOTE
Exhibit B
FORM OF SWING LOAN NOTE
Exhibit C
FORM OF JOINDER AGREEMENT
Exhibit D
FORM OF REQUEST FOR REVOLVING CREDIT LOAN
Exhibit E
FORM OF LETTER OF CREDIT REQUEST
Exhibit F
FORM OF UNENCUMBERED ASSET POOL CERTIFICATE
Exhibit G
FORM OF COMPLIANCE CERTIFICATE
Exhibit H
FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT
Exhibit I
FORM OF LETTER OF CREDIT APPLICATION
Exhibit J
FORM OF TAX COMPLIANCE CERTIFICATES
Schedule 1.1
LENDERS AND COMMITMENTS
Schedule 1.2
ELIGIBLE REAL ESTATE QUALIFICATION DOCUMENTS
Schedule 1.3
CLOSING DATE ELIGIBLE REAL ESTATE ASSETS
Schedule 6.3
LIST OF ALL ENCUMBRANCES ON ASSETS
Schedule 6.5
NO MATERIAL CHANGES
Schedule 6.7
PENDING LITIGATION
Schedule 6.15
CERTAIN TRANSACTIONS
Schedule 6.20(d)
REQUIRED ENVIRONMENTAL ACTIONS
Schedule 6.21(a)
PARENT BORROWER SUBSIDIARIES
Schedule 6.21(b)
UNCONSOLIDATED AFFILIATES OF PARENT BORROWER AND ITS SUBSIDIARIES
Schedule 6.22
EXCEPTIONS TO RENT ROLL
vii
Schedule 6.23
PROPERTY AND MANAGEMENT AGREEMENTS
Schedule 6.25
MATERIAL LOAN AGREEMENTS
Schedule 8.8
ASSET SALES
viii
THIS FOURTH AMENDED AND RESTATED CREDIT AGREEMENT AMENDS AND RESTATES IN THE
ENTIRETY THAT CERTAIN THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF
JUNE 24, 2015, AS AMENDED BY THAT CERTAIN FIRST AMENDMENT TO THIRD AMENDED AND
RESTATED CREDIT AGREEMENT DATED AS OF FEBRUARY 2, 2016, THAT CERTAIN SECOND
AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JUNE 15,
2016, AND THAT CERTAIN THIRD AMENDMENT