Common use of Asset Managers Clause in Contracts

Asset Managers. 22.9.1 Subject to Clause 22.9.2, no Obligor shall without the prior written consent of the Agent (such consent not to be unreasonably withheld or delayed): (A) appoint any asset manager of any Property; (B) amend or waive any provision of any Asset Management Agreement; or (C) terminate the appointment of any Asset Manager of any Property. 22.9.2 An Obligor: (A) may appoint any Affiliate of any Shareholder as Asset Manager of the Properties provided that: (1) the relevant Asset Management Agreement is approved by the Majority Lenders (acting reasonably); (2) the fees payable to such Asset Manager under the terms of the relevant Asset Management Agreement are not more than the fees then payable to Argent Estates under the Asset Management Agreement delivered to the Agent in accordance with Schedule 2 (Conditions precedent); and (3) such Asset Manager of the Properties enters into an Asset Manager Duty of Care Agreement; (B) may appoint any other person as Asset Manager of the Properties provided that: (1) the relevant Asset Management Agreement is approved by the Majority Lenders (such approval not to be unreasonably withheld or delayed); and (2) such Asset Manager of the Properties enters into an Asset Manager Duty of Care Agreement. 22.9.3 If any Asset Manager is in material default in its obligations under the relevant Asset Management Agreement to an extent entitling the relevant Obligor to rescind or terminate that agreement, then if the Agent so requires that Obligor will promptly use all reasonable endeavours to terminate that contract and appoint a new Asset Manager in accordance with Clause 22.9.2.