Draw on Letter of Credit. If Borrower does not provide an amendment to, or replacement of, the Letter of Credit when required pursuant to paragraph (1) above or provide the amount of cash referenced in paragraph (1) above or the long-term obligations of the LOC Bank are downgraded as set forth in Section 6.15(b)(iii) of this Agreement, Xxxxxx Mae shall draw the full amount of the Letter of Credit and hold the funds in escrow pursuant to Section 7(b) of the Security Instrument.
Draw on Letter of Credit. In addition to the foregoing, Landlord may draw on the Letter of Credit in accordance with the terms of Section 5.1 of the Lease.
Draw on Letter of Credit. The Letter of Credit shall only be drawn on ------------------------ in accordance with the following terms and conditions:
(a) The Letter of Credit shall only be drawn on in accordance with its terms.
(b) If no Event of Default, or an event or condition that, with the giving of notice or passage of time or both, of time, or both, would constitute an Event of Default, exists as of the date of a default by Blackboard under the terms of the Blackboard Lease (a "Lease Default"), ------------- PNC Bank, at its option:
(i) may draw on the Letter of Credit without requiring any documentation or consent from Borrower;
(ii) may require Borrower to deliver to PNC Bank an acceptable affidavit specifying the applicable Lease Default and that the Letter of Credit is allowed to be drawn pursuant to the terms of the Blackboard Lease, together with an indemnity from an acceptable person or entity indemnifying and holding PNC Bank harmless against all claims, losses, costs, damages and expenses (including attorney fees), which PNC Bank may incur arising from the draw under the Letter of Credit; or
(iii) transfer the Letter of Credit to Borrower whereupon Borrower will proceed to draw down the Letter of Credit and deposit the proceeds of such draw with PNC Bank pursuant to the terms of the Blackboard Escrow Agreement to be held and disbursed pursuant to the terms thereof.
(c) If an Event of Default, or an event or condition that, with the giving of notice or passage of time or both, of time, or both, would constitute an Event of Default, does not exist as of the date of a Lease Default, PNC Bank, at its option, may either draw on the Letter of Credit without requiring any documentation or consent from Borrower, or continue to hold the Letter of Credit as additioanl collateral for the Loan.
(d) It shall be a non-curable Event of Default if Borrower fails to provide PNC Bank written notice thxx xxx Xetter of Credit may be drawn on pursuant to the terms of the Blackboard Lease.
(e) It is the parties' intent that the Letter of Credit be additional collateral for the Loan. Immediately following any draw on the Letter of Credit, Borrower agrees that all proceeds of such draw shall be xxxxsited in escrow with PNC Bank pursuant to the terms of the Blackboard Escrow Agreement to be held and disbursed pursuant to the terms thereof. Additionally, should Blackboard ever determine to deposit a cash security deposit with Borrower in lieu of the Letter of Credit, Borrower agrees that suc...
Draw on Letter of Credit. If the Owners do not provide an amendment to, or replacement of, the Letter of Credit when required pursuant to paragraph (1) or (2) above, as the case may be, which amended or replacement Letter of Credit satisfies all of the requirements of paragraphs (1) and (2) above, the Lender shall draw the full amount of the Letter of Credit and hold and apply the proceeds as permitted hereunder and, in such event, no Event of Default shall be deemed to exist by virtue of the Borrower's failure to comply with said paragraphs (1) and (2).
Draw on Letter of Credit. Landlord may elect from time to time, in Landlord’s sole discretion, to draw upon all or any part of the remaining proceeds of the L/C upon the occurrence of one or more of the following events: (i) Tenant fails to perform any of its obligations under the Lease (including, but not limited to, its obligations under this Addendum section), and such failure constitutes a default by Tenant under the Lease after applicable notice and cure periods, or (ii) Tenant makes any assignment for the benefit of creditors, Tenant declares bankruptcy or is the subject of an involuntary bankruptcy proceeding, a trustee or receiver is appointed to take possession of some or all of Tenant’s assets or, in Landlord’s reasonable judgment, Tenant is insolvent (collectively, a “Bankruptcy Event”). In the event of a Bankruptcy Event, Landlord shall have no obligation to provide a notice of default to Tenant and Landlord shall have the immediate unconditional right to draw on the L/C without notice or demand to Tenant.
Draw on Letter of Credit. (a) At or before 12:00 p.m. (New York City time) on each Distribution Date, the Servicer shall notify the Trustee pursuant to the Lease of the amount of the Series 1996-1 Lease Payment Deficit, such notification to be in the form of Exhibit E to the Lease.
(b) So long as the Letter of Credit shall not have been terminated, on any Business Day that a Series 1996-1 Lease Payment Deficit exists, the Trustee shall, by 2:00 p.m. (New York City time) on the same Business Day, draw on the Letter of Credit by presenting a draft in the amount equal to the lesser of the Series 1996-1 Lease Payment Deficit and the amount available to be drawn on the Letter of Credit on such Business Day accompanied by a Certificate of Credit Demand in the form of Annex A to the Letter of Credit. The proceeds of such draw shall be deposited in the Series 1996-1 Collection Account for further allocation to the Class A Distribution Account and/or the Class B Distribution Account in accordance with the instructions of the Servicer.
Draw on Letter of Credit. In addition to all other remedies available hereunder, in the event that the Developer shall abandon the development of the Site or fail to timely complete the Improvements, whichever shall occur first, the City may thereafter complete, or have completed, said Improvements and may apply the remaining Construction Deposit therefor by delivering to the Letter of Credit Bank a Draw Request in the form of Exhibit A, accompanied by its irrevocable letter of credit, any amendments thereto, and the appropriate signed form of certificate of drawing referenced therein. Xxxxxxxxx further agrees to indemnify and hold harmless the City from and of any and all costs and expenses incurred by the City in completing the Improvements, including, but not limited to, the payment of any transfer charge of the Letter of Credit Bank in the event City should transfer its rights under the Letter of Credit to any transferee.
Draw on Letter of Credit. Landlord may elect from time to time, in Landlord’s sole discretion, without notice or demand to Tenant, to draw upon all or any part of the remaining proceeds of the L/C upon Tenant’s failure to timely cure any default by Tenant under the Lease, as hereby amended (including, but not limited to, its obligations under this Section), within the applicable cure period, if any, provided under the Lease, as hereby amended (including, without limitation, (i) any assignment made by Tenant for the benefit of creditors, or (ii) if Tenant files for bankruptcy (in which case no notice to Tenant shall be required), or (iii) the filing against Tenant of any petition in bankruptcy or insolvency, of for reorganization of Tenant, or for the appointment of a receiver of all or a portion of Tenant’s property, or a proceeding by any governmental authority for the dissolution or liquidation of Tenant, if any such proceeding is not dismissed, or if any such trusteeship is not discontinued, within sixty (60) days after commencement of such proceeding, or the appointment of such trustee or receiver, as applicable (collectively, a “Bankruptcy Event”).
Draw on Letter of Credit. The Agency shall be entitled to draw on the letter of credit by providing the issuer of the letter of credit with a written notice containing the following language: We hereby certify that the Agency is entitled to draw on the letter of credit pursuant to the terms of that certain Disposition and Development Agreement dated October 28, 1999 as amended by the First Amendment to the DDA dated April 18, 2000 and as further amended by the Second Amendment to the DDA dated September 5, 2000.
Draw on Letter of Credit. To pay the Tenant’s Total Payment Obligation and to compensate Landlord for all costs, expenses and damages which Landlord may incur in connection with the acceleration of the expiration of the Term of the Lease, as contemplated by this Third Amendment, and in full satisfaction of any and all other amounts that may be owed or may become owed by Tenant to Landlord under the Lease, Tenant hereby authorized Landlord to draw upon the Letter of Credit presently held by Landlord in its entire amount and Tenant hereby agrees to provide any assistance reasonably required by Landlord to accomplish such draw. Notwithstanding any term or condition of this Third Amendment to the contrary, Landlord shall have the right to rescind its execution of this Third Amendment by written notice thereof to Tenant if, despite good faith and commercially reasonable efforts, Landlord is unable to successfully draw upon the Letter of Credit, in which event, this Third Amendment shall be void, the Lease shall remain in full force and effect as if this Third Amendment was never executed, and Tenant shall pay all amounts owed to Landlord under the Lease, including without limitation the Tenant’s Total Payment Obligation and all obligations which have accrued or may accrue from and after the original New Expiration Date.
