Conditions Precedent to Disbursement of Loan Proceeds. Except for an initial disbursement at Closing of $100.00 to activate the Loan, no Disbursement of Loan Proceeds shall be made by Lender to Borrower at any time unless:
(a) all conditions precedent to that disbursement have been satisfied, including, without limitation, performance of all of the then pending obligations of Borrower under this Agreement and the Loan Documents;
(b) the Loan is In Balance;
(c) Lender shall be satisfied as to the continuing accuracy of the Approved Budget;
(d) no Default shall have occurred and be continuing and no Event of Default has occurred;
(e) no litigation or proceedings are pending (except as previously disclosed to Lender in writing, including mechanics lien actions previously disclosed to Lender and for which insurance has been provided to Lender under the Lender’s Title Policy) or threatened (including proceedings under Title 11 of the United States Code) against Borrower, any of the Constituent Entities, Guarantor, the Property or the General Contractor, which litigation or proceedings, in the reasonable judgment of Lender, is material (or which, in the case of the General Contractor, could materially affect the completion of the Project);
(f) all representations and warranties made by Borrower and Guarantor to Lender herein and otherwise in connection with this Loan continue to be accurate in all material respects; and
(g) if the proposed disbursement is a Construction Disbursement, the additional requirements of Section 4.3 hereof have been satisfied.
Conditions Precedent to Disbursement of Loan Proceeds. No disbursement of Loan Proceeds shall be made by Lender to Borrower at any time unless:
(a) all conditions precedent to that disbursement have been satisfied, including, without limitation, performance of all of the then-pending obligations of Borrower under this Agreement and the Loan Documents;
(b) no Event of Default has occurred under this Agreement or under any Loan Document, and no event, circumstance or condition has occurred or exists which, with the passage of time or the giving of notice, would constitute an Event of Default under this Agreement or under the Loan Documents;
(c) no litigation or proceedings are pending or threatened (including proceedings under Title 11 of the United States Code) against Borrower, Operator or the Property, which litigation or proceedings, in the sole and exclusive judgment of Lender, is material; and
(d) all representations and warranties made to Lender herein and otherwise in connection with the Loan continue to be true, accurate and complete.
Conditions Precedent to Disbursement of Loan Proceeds. Lender shall have no obligation to make disbursements of the proceeds of the Loan unless all of the following conditions precedent are satisfied (all documents to be delivered to the Lender pursuant to the terms of this Agreement shall be satisfactory in form and substance to the Lender and its counsel in their reasonable discretion):
(a) Borrower shall have delivered to Lender all the Loan Documents, executed by Borrower.
(b) Lender shall have received appraisals with respect to all the Real Property on an “as is” basis, in form and substance satisfactory to Lender and reflecting an appraised fair market value of the Real Property in an amount satisfactory to Lender.
(c) Lender shall have received a commitment fee of $80,000.00 for the Loan.
(d) Lender shall have received a commitment for a mortgagee’s title insurance policy issued by the Title Company insuring to Lender the first position of the Deed of Trust, together with such endorsements as Lender may reasonably request, and otherwise in form and substance satisfactory to Lender, subject only to such title exceptions as shall be approved by Lender. DOCPROPERTY "CUS_DocIDChunk0" 4864-1678-9519.7
(e) Lender shall have received from Borrower completed Environmental Questionnaires and a Phase I Environmental Site Assessments regarding the Real Property, satisfactory to Lender.
(f) Lender shall have received ALTA surveys of the Land acceptable to Lender and the Title Company sufficient to obtain deletions of the title survey exceptions.
(g) Lender shall have received and accepted copies of insurance policies covering the Real Property as required by the Deed of Trust, together with copies of additional insurance policies as Lender may reasonably request, such policies to name Lender as lien holder and loss payee.
(h) Lender shall have received evidence satisfactory to Lender that Lender has a valid and perfected first priority (subject to Permitted Liens) security interest in the Collateral, including (i) such documents duly executed by Borrower (including financing statements under the UCC and other applicable documents under the laws of any jurisdiction with respect to the perfection of Liens) as Lender may request in order to perfect its security interests in the Collateral and (ii) copies of UCC search reports listing all effective financing statements that name Borrower as debtor, together with copies of such financing statements, none of which shall cover the Collateral other than Permitted Liens.
(...
Conditions Precedent to Disbursement of Loan Proceeds. The County shall cause Loan proceeds to be disbursed through escrow to the Borrower as set forth in this Article IV. No disbursement shall be made until all of the following conditions precedent are satisfied:
Conditions Precedent to Disbursement of Loan Proceeds. No advances of proceeds of the Loan shall be made by Lender to Borrower at any time unless:
(a) all conditions precedent to that disbursement have been satisfied, including, without limitation, performance of all of the then pending obligations of Borrower under this Agreement and the Loan Documents; EAST\53909776.4
(b) no Default or Event of Default has occurred under this Agreement or under any Loan Document;
(c) no litigation or proceedings are pending or threatened (including any Bankruptcy Action) against Borrower, Managing Member, any other Guarantor or the Property, which litigation or proceedings, in the sole and exclusive judgment of Lender, is material; and
(d) all representations and warranties made by Borrower, Managing Member and each other Guarantor to Lender herein and otherwise in connection with this Loan continue to be true, correct and complete in all material respects.
Conditions Precedent to Disbursement of Loan Proceeds. The Loan Closing shall be made at such time as all of the conditions and requirements of this Agreement required to be performed by Borrower or other parties prior to the Loan Closing have been satisfied or performed, unless the same shall have been waived in writing by the Bank; but in no event shall the Loan Closing occur later than the Loan Closing Date. At the Loan Closing, the Bank shall disburse funds necessary to pay any Loan Expenses then due, unless paid by Borrower. The Loan Proceeds shall not be disbursed by the Bank to Borrower unless:
(a) the Borrower shall have paid the Commitment Fee to the Bank;
(b) all conditions precedent to that disbursement under the Loan Documents have been satisfied;
(c) no Event of Default has occurred under this Agreement or under any Loan Document, and no event, circumstance or condition has occurred or exists which, with the passage of time or the giving of notice, would constitute a Event of Default under this Agreement or under the Loan Documents;
(d) no litigation or proceedings are pending or threatened (including proceedings under Title 11 of the United States Code) against Borrower, Guarantor or the Property, which litigation or proceedings, in the sole and exclusive judgment of the Bank, is material; and
(e) all representations and warranties made by Borrower to the Bank herein and otherwise in connection with the Loan are accurate in all material respects.
Conditions Precedent to Disbursement of Loan Proceeds. Bank must be satisfied with or receive the following items, in form and content acceptable to Bank, before it is required to extend any funds to Borrower under this Agreement:
Conditions Precedent to Disbursement of Loan Proceeds. The Loan Opening shall be made at such time as all of the conditions and requirements of this Agreement required to be performed by Borrower or other parties prior to the Loan Opening have been satisfied or performed, unless the same shall have been waived in writing by Agent; but, subject to Section 5.2, in no event shall the Loan Opening occur later than the Loan Opening Date. At the Loan Opening, the Banks shall disburse funds necessary to pay any Loan Expenses then due. No disbursement of Loan Proceeds shall be made by the Banks to Borrower at any time unless:
(a) no Event of Default or Unmatured Event of Default has occurred and not been waived under this Agreement or under any Loan Document;
(b) all representations and warranties made by Borrower to the Banks herein and otherwise in connection with this Loan continue to be accurate in all material respects (except to the extent that such representations and warranties relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date));
(c) no litigation or proceedings are pending or threatened (including proceedings under Title11 of the United States Code) against Borrower, Guarantor or the Collateral Pool Properties, which litigation or proceedings could reasonably be expected to have a Material Adverse Affect as determined by the Required Banks;
(d) if the proposed disbursement is an Acquisition Disbursement, the Loan Documents applicable to the Properties being acquired and additional requirements of Section 7.3 hereof have been satisfied;
(e) the Advance shall not cause the aggregate principal amount of all Advances to exceed the Borrowing Base Loan Amount;
(f) the Advance shall not cause a violation of any of the Financial Covenants set forth in Section 9.3 hereof; and
(g) Borrower has delivered a Request for Advance and a Compliance Certificate showing only a calculation of the Financial Covenant set forth in Section 9.3(f), (g) or (h), as applicable, and the Borrowing Base Loan Amount.
Conditions Precedent to Disbursement of Loan Proceeds. No Disbursement of Loan Proceeds shall be made by Lender to any Borrower at any time unless:
(a) all conditions precedent to that disbursement have been satisfied, including, without limitation, performance of all of the then pending obligations of Borrower under this Agreement and the Loan Documents;
(b) no Default shall have occurred and be continuing and no Event of Default shall have occurred;
(c) no litigation or proceedings are pending or threatened (including proceedings under Title 11 of the United States Code) against the Partnership, REIT, REIT TRS, any Hotel Borrower, any Constituent Entity, any other Obligor or any Hotel Property, which litigation or proceedings could reasonably be expected to materially affect the ability of any such parties to perform their obligations under the Loan Documents, constitute an Event of Default or have a material adverse affect on their respective financial condition or any Hotel Property;
(d) all representations and warranties made by the Obligors to Lender herein and otherwise in connection with this Loan continue to be accurate; and
Conditions Precedent to Disbursement of Loan Proceeds. Lender must be satisfied with or receive the following items, in form and content acceptable to Lender, before it is required to extend any funds to Borrowers under this Agreement:
