Common use of Single Purpose Entity/Separateness Clause in Contracts

Single Purpose Entity/Separateness. Except as disclosed to Lender in writing, Borrower (a) does not own and will not own any asset or property other than (i) the Property, and (ii) incidental personal property necessary for the financing, development, ownership, management and operation of the Property, and (b) will not engage in any business other than the development, ownership, management and operation of the Property. Borrower has done or caused to be done and will do all things necessary to observe organizational formalities and preserve its existence, and Borrower will not, nor will Borrower permit, any Constituent Party to, amend, modify or otherwise change the operating agreement, articles of organization or other organizational documents of Borrower (other than in a ministerial fashion) without the prior written consent of Administrative Agent, except to reflect transfers of interests in Borrower and the Constituent Parties that are permitted by the Loan Documents. Borrower will maintain all of its books, records, financial statements and bank accounts separate from those of its Affiliates and any Constituent Party (to the maximum extent permissible under GAAP) and, to the extent required by applicable Laws, Borrower will file its own tax returns. Borrower shall maintain its books, records, resolutions and agreements as official records. Borrower will be, and at all times will hold itself out to the public as a legal entity separate and distinct from any other entity (including any Affiliate of Borrower or any Constituent Party), shall correct any known misunderstanding regarding its status as a separate entity, shall conduct business in its own name, shall not identify itself or any of its Affiliates as a division or part of the other and shall maintain and utilize separate stationery, invoices and checks. Borrower will not commingle the funds and other assets of Borrower with those of any Affiliate or Constituent Party, or any Affiliate of any Constituent Party, or any other person.

Single Purpose Entity/Separateness. Except as disclosed to Lender in writing, Borrower (a) does not own and will not own any asset or property other than (ia) the Property, and (iib) incidental personal property necessary for the financing, development, ownership, management and operation of the Property, and (b) . Borrower will not engage in any business other than the development, ownership, management and operation of the Property. Borrower has done or caused to be done and will do all things necessary to observe organizational formalities and preserve its existence, and Borrower will not, nor will Borrower permit, any Constituent Party of its members to, amend, modify or otherwise change the operating agreement, articles of organization or other organizational documents of Borrower (other than in a ministerial fashion) without the prior written consent of Administrative Agent, except to reflect transfers of interests in Borrower and the Constituent Parties members of Borrower that are permitted by the Loan Documents. Borrower will maintain all of its books, records, financial statements and bank accounts separate from those of its Affiliates and any Constituent Party members (to the maximum extent permissible under GAAP) and, to the extent required by applicable Laws, Borrower will file its own tax returns. Borrower shall maintain its books, records, resolutions and agreements as official records. Borrower will be, and at all times will hold itself out to the public as a legal entity separate and distinct from any other entity (including any Affiliate of Borrower or any Constituent Partymember), shall correct any known misunderstanding regarding its status as a separate entity, shall conduct business in its own name, shall not identify itself or any of its Affiliates as a division or part of the other and shall maintain and utilize separate stationery, invoices and checks. Borrower will not commingle the funds and other assets of Borrower with those of any Affiliate or Constituent Partymember, or any Affiliate of any Constituent Partymember, or any other person.

Single Purpose Entity/Separateness. Except as disclosed to Lender in writing, Borrower (a) does not own and will not own any asset or property other than (ia) the Property, and (iib) incidental personal property necessary for the financing, development, ownership, management and operation of the Property, and (b) . Borrower will not engage in any business other than the development, ownership, management and operation of the Property. Borrower has done or caused to be done and will do all things necessary to observe organizational formalities and preserve its existence, and Borrower will not, nor will Borrower permit, any Constituent Party of its members to, amend, modify or otherwise change the operating agreement, articles of organization or other organizational documents of Borrower (other than in a ministerial fashion) without the prior written consent of Administrative Agent, except to reflect transfers of interests in Borrower and the Constituent Parties its members that are permitted by the Loan Documents. Borrower will maintain all of its books, records, financial statements and bank accounts separate from those of its Affiliates and any Constituent Party (to member(to the maximum extent permissible under GAAP) and, to the extent required by applicable Laws, Borrower will file its own tax returns. Borrower shall maintain its books, records, resolutions and agreements as official records. Borrower will be, and at all times will hold itself out to the public as a legal entity separate and distinct from any other entity (including any Affiliate of Borrower or any Constituent Partymember), shall correct any known misunderstanding regarding its status as a separate entity, shall conduct business in its own name, shall not identify itself or any of its Affiliates as a division or part of the other and shall maintain and utilize separate stationery, invoices and checks. Borrower will not commingle the funds and other assets of Borrower with those of any Affiliate or Constituent Partymember, or any Affiliate of any Constituent Partymember, or any other person.

Single Purpose Entity/Separateness. Except as disclosed to Lender in writing, No Borrower (a) does not own owns and no Borrower will not own any asset or property other than (ia) the PropertyCollateral specified above as being owned by such Borrower, and (iib) incidental personal property necessary for the financing, development, ownership, management and operation of the Property, and (b) such Collateral. No Borrower will not engage in any business other than the development, ownership, management and operation of the Propertyits Collateral. Each Borrower has done or caused to be done and will do all things necessary to observe organizational formalities and preserve its existence, and no Borrower will notwill, nor will any Borrower permit, any Constituent Party of its members to, amend, modify or otherwise change the operating agreement, articles of organization or other organizational documents of such Borrower (other than in a ministerial fashion) without the prior written consent of Administrative Agent, except to reflect transfers of interests in such Borrower and the Constituent Parties members of such Borrower that are permitted by the Loan Documents. Each Borrower will maintain all of its books, records, financial statements and bank accounts separate from those of its Affiliates and any Constituent Party members (to the maximum extent permissible under GAAP) and, to the extent required by applicable Laws, such Borrower will file its own tax returns. Each Borrower shall maintain its books, records, resolutions and agreements as official records. Each Borrower will be, and at all times will hold itself out to the public as a legal entity separate and distinct from any other entity (including any Affiliate of such Borrower or any Constituent Partymember), shall correct any known misunderstanding regarding its status as a separate entity, shall conduct business in its own name, shall not identify itself or any of its Affiliates as a division or part of the other and shall maintain and utilize separate stationery, invoices and checks. Each Borrower will not commingle the funds and other assets of such Borrower with those of any Affiliate or Constituent Partymember, or any Affiliate of any Constituent Partymember, or any other person.

Single Purpose Entity/Separateness. Except as disclosed to Lender in writingNo Subsidiary Obligor owns and no Subsidiary Obligor will own, Borrower (a) does not own and will not own any asset or property other than (ia) the Propertya Project, and (iib) incidental personal and other tangible and intangible property necessary for the financing, development, ownership, management and operation of the Property, and (b) such Project. No Subsidiary Obligor will not engage in any business other than the development, ownership, management and operation of the Propertyits Project. Borrower Each Subsidiary Obligor has done or caused to be done and will do all things necessary to observe organizational formalities and preserve its existence. No Subsidiary Obligor will, and Borrower or will not, nor will Borrower permit, any Constituent Party of its members or partners to, amend, modify or otherwise change the partnership or operating agreement, articles of organization or other organizational documents of Borrower such Subsidiary Obligor (other than in a ministerial fashion) without the prior written consent of Administrative Agent, except to reflect transfers of interests in Borrower such Subsidiary Obligor and the Constituent Parties its members or partners that are permitted by the Loan Documents. Borrower Each Subsidiary Obligor will maintain all of its books, records, financial statements and bank accounts separate from those of its Affiliates and any Constituent Party partner (to the maximum extent permissible under GAAP) and, to the extent required by applicable Laws, Borrower each Subsidiary Obligor will file its own tax returns. Borrower Each Subsidiary Obligor shall maintain its books, records, resolutions and agreements as official records. Borrower Each Subsidiary Obligor will be, and at all times will hold itself out to the public as a legal entity separate and distinct from any other entity (including the Operating Partnership and any Affiliate of Borrower or any Constituent Partythe Operating Partnership), shall correct any known misunderstanding regarding its status as a separate entity, shall conduct business in its own name, shall not identify itself or any of its Affiliates as a division or part of the other and shall maintain and utilize separate stationery, invoices and checks. Borrower No Subsidiary Obligor will not commingle the funds and other assets of Borrower Subsidiary Obligors with those of any Affiliate or Constituent Partymember, or any Affiliate of any Constituent Partymember, or any other person. Neither the joint and several obligations of Subsidiary Obligors under the Loan Documents nor the performance by Subsidiary Obligors of their obligations under the Loan Documents will be deemed to violate the provisions of this Section 2.17.