Common use of Release of Eligible Unencumbered Properties Clause in Contracts

Release of Eligible Unencumbered Properties. Both before and after the Investment Grade Rating Date, the Borrower may release a Real Estate Asset from inclusion as an Eligible Unencumbered Property for purposes of this Agreement (including for purposes of calculating the financial covenants set forth in Section 10.1), without Requisite Lender consent, subject to compliance with the following: (a) the Borrower is in compliance with each of the financial covenants set forth in Section 10.1 both before and on a pro forma basis after giving effect to such release, and no other Default or Event of Default exists at the time of such release or would arise as a result thereof; (b) the Borrower has delivered to the Administrative Agent a Compliance Certificate executed by the chief executive officer, chief financial officer or treasurer of NSA REIT evidencing that the Borrower will be in compliance with each of the financial covenants set forth in Section 10.1 on a pro forma basis after giving effect to such release, together with a certificate, in form and substance reasonably satisfactory to the Administrative Agent, executed by a duly authorized officer of NSA REIT, in its capacity as the general partner of the Borrower, certifying (A) that no Default or Event of Default exists either before or after giving effect to the requested release, and (B) that the representations and warranties made or deemed made by NSA REIT, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, are true and correct in all material respects (except to the extent otherwise qualified by materiality, in which case that such representation and warranty is true and correct in all respects) on and as of the date of such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties are true and correct in all material respects (except to the extent otherwise qualified by materiality, in which case that such representation and warranty is true and correct in all respects) on and as of such earlier date), and (c) the Borrower shall have paid the costs associated with the release of the Eligible Unencumbered Properties.