Common use of Contracts of Sale Clause in Contracts

Contracts of Sale. (a) Borrower shall not enter into any Contracts of Sale, other than Qualifying Contracts of Sale. Unless Borrower has theretofore obtained Lender’s prior written consent thereto, Borrower may not enter into Contracts of Sale with Guarantor, or Affiliates of Borrower or Guarantor. Notwithstanding the previous sentence, Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and Lender’s consent shall not be required with respect to immaterial amendments to the form Contract of Sale previously approved by Lender for sale of each individual Unit to be sold under the ER Purchase Agreement, to conform to the ER Purchase Agreement, provided that no amendment shall be made to the sale price set forth in the ER Purchase Agreement in effect on the date hereof. Lender shall not unreasonably withhold such consent, provided that the applicable Contract of Sale (i) satisfies the requirements of the definition of “Qualifying Contract of Sale” contained herein and (ii) is otherwise on an arm’s length, commercially reasonable basis. All Contracts of Sale entered into by Borrower after the Effective Date shall be covered by the Assignment of Purchase Contracts and, in each case, if required by Lender, by a separate assignment in form and substance similar to the Assignment of Purchase Contracts. Notwithstanding anything to the contrary in this Agreement, Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and any individual purchase agreements entered into pursuant to the ER Purchase Agreement so long as the purchaser under each such individual agreement is Exclusive Resorts or any of its Affiliates.

Contracts of Sale. (a) Borrower shall not enter into any Contracts of Sale, other than Qualifying Contracts of Sale. Unless Borrower has theretofore obtained Lender’s the Lenders’ prior written consent thereto, Borrower may not enter into Contracts of Sale with Guarantor, or Affiliates of Borrower or Guarantor. Notwithstanding the previous sentence, Lender the Lenders hereby consents consent to the sale of Units pursuant to the ER Purchase Agreement and Lender’s the Lenders’ consent shall not be required with respect to immaterial amendments to the form Contract of Sale previously approved by Lender the Lenders for sale of each individual Unit to be sold under the ER Purchase Agreement, to conform to the ER Purchase Agreement, provided that no amendment shall be made to the sale price set forth in the ER Purchase Agreement in effect on the date hereof. Lender Lenders shall not unreasonably withhold such consent, provided that the applicable Contract of Sale (i) satisfies the requirements of the definition of “Qualifying Contract of Sale” contained herein and (ii) is otherwise on an arm’s length, commercially reasonable basis. All Contracts of Sale entered into by Borrower after the Original Effective Date shall be covered by the Assignment of Purchase Contracts and, in each case, if required by Lenderthe Agent, by a separate assignment in form and substance similar to the Assignment of Purchase Contracts. Notwithstanding anything to the contrary in this Agreement, Lender the Lenders hereby consents consent to the sale of Units pursuant to the ER Purchase Agreement and any individual purchase agreements entered into pursuant to the ER Purchase Agreement so long as the purchaser under each such individual agreement is Exclusive Resorts or any of its Affiliates.

Contracts of Sale. (a) Borrower shall not enter into any Schedule H attached hereto sets for the Residential Unit Contracts of SaleSale that have been entered into and are in effect as of the date hereof (the “Existing Residential Unit Contracts”), other than Qualifying Contracts together with the deposits that are being held in escrow with respect to each such Residential Unit Contract of Sale. Unless Lender hereby approves the Existing Residential Unit Contracts. Borrower has theretofore obtained Lender’s prior written consent theretorepresents and warrants that (i) each such deposit is being held at Kxxxxx Xxxxx Xxxxxxxx & Fxxxxxx LLP, Borrower may not enter into (ii) all Existing Residential Unit Contracts of Sale with Guarantor, or Affiliates are the valid and binding obligation of Borrower or Guarantor. Notwithstanding and, to Borrower’s actual knowledge, the previous sentencepurchaser (subject to principles of equity and bankruptcy, insolvency and other laws generally applicable to creditors’ rights and the enforcement of debtors’ obligations; and assuming the competence, of the purchaser and the execution and delivery of the applicable contract to Borrower by the purchaser) and are not rescindable for any reason, except as approved by Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and Lender’s consent shall not be required with respect to immaterial amendments to an individual Existing Residential Unit Contract, as required in accordance with applicable Legal Requirements (including future directives of the form Contract of Sale previously approved by Lender for sale of each individual Unit to be sold under the ER Purchase Agreement, to conform to the ER Purchase Agreement, provided that no amendment shall be made to the sale price Attorney General) or as otherwise set forth in the ER Purchase Agreement Offering Plan or in effect such Existing Residential Unit Contracts, (iii) except as set forth on Schedule H, any financing contingency set forth in an Existing Residential Unit Contract has lapsed (without being exercised by the applicable purchaser) and is no longer exercisable by the applicable purchaser. To Borrower’s actual knowledge, as of the date hereof. Lender shall not unreasonably withhold such consent, provided no event has occurred which is currently continuing that the applicable Contract of Sale (i) satisfies the requirements of the definition of “Qualifying Contract of Sale” contained herein and (ii) is otherwise on an arm’s length, commercially reasonable basis. All Contracts of Sale entered into by Borrower after the Effective Date shall be covered by the Assignment of Purchase Contracts and, in each case, if required by Lender, by would permit a separate assignment in form and substance similar to the Assignment of Purchase Contracts. Notwithstanding anything to the contrary in this Agreement, Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and any individual purchase agreements entered into pursuant to the ER Purchase Agreement so long as the purchaser under each an Existing Residential Unit Contract to rescind such individual agreement is Exclusive Resorts or any of its AffiliatesExisting Residential Unit Contract.

Contracts of Sale. (a) Borrower shall not enter into any Exhibit I attached hereto sets for the Residential Unit Contracts of SaleSale that have been entered into and are in effect as of the date hereof (the “Existing Residential Unit Contracts”), other than Qualifying Contracts together with the deposits that are being held in escrow with respect to each such Residential Unit Contract of Sale. Unless Administrative Agent hereby approves the Existing Residential Unit Contracts. Borrower has theretofore obtained Lenderrepresents and warrants that (i) each such deposit is being held at Kxxxxx Xxxxx Xxxxxxxx & Fxxxxxx LLP, (ii) all Existing Residential Unit Contracts are the valid and binding obligation of Mortgage Borrower and, to Borrower’s prior written consent theretoactual knowledge, the purchaser (subject to principles of equity and bankruptcy, insolvency and other laws generally applicable to creditors’ rights and the enforcement of debtors’ obligations; and assuming the competence, of the purchaser and the execution and delivery of the applicable contract to Mortgage Borrower may by the purchaser) and are not enter into Contracts of Sale with Guarantorrescindable for any reason, or Affiliates of Borrower or Guarantor. Notwithstanding the previous sentence, Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and Lender’s consent shall not be required except as approved by Administrative Agent with respect to immaterial amendments to an individual Existing Residential Unit Contract, as required in accordance with applicable Legal Requirements (including future directives of the form Contract of Sale previously approved by Lender for sale of each individual Unit to be sold under the ER Purchase Agreement, to conform to the ER Purchase Agreement, provided that no amendment shall be made to the sale price Attorney General) or as otherwise set forth in the ER Purchase Agreement Offering Plan or in effect such Existing Residential Unit Contracts, (iii) except as set forth on Exhibit I, any financing contingency set forth in an Existing Residential Unit Contract has lapsed (without being exercised by the applicable purchaser) and is no longer exercisable by the applicable purchaser. To Borrower’s actual knowledge, as of the date hereof. Lender shall not unreasonably withhold such consent, provided no event has occurred which is currently continuing that the applicable Contract of Sale (i) satisfies the requirements of the definition of “Qualifying Contract of Sale” contained herein and (ii) is otherwise on an arm’s length, commercially reasonable basis. All Contracts of Sale entered into by Borrower after the Effective Date shall be covered by the Assignment of Purchase Contracts and, in each case, if required by Lender, by would permit a separate assignment in form and substance similar to the Assignment of Purchase Contracts. Notwithstanding anything to the contrary in this Agreement, Lender hereby consents to the sale of Units pursuant to the ER Purchase Agreement and any individual purchase agreements entered into pursuant to the ER Purchase Agreement so long as the purchaser under each an Existing Residential Unit Contract to rescind such individual agreement is Exclusive Resorts or any of its AffiliatesExisting Residential Unit Contract.