General Standards Applicable to Foreclosure Sales Sample Clauses

General Standards Applicable to Foreclosure Sales. Each Pledgor agrees that Agent shall not have any general duty or obligation to make any effort to obtain or pay any particular price for any Pledged Collateral Securities sold by Agent pursuant to this Agreement. Agent may, in its reasonable discretion, among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers.Further Assurances. Each Pledgor shall use all reasonable efforts to do or cause to be done all such other acts and things (except that such Pledgor shall not be obligated to register any Pledged Collateral Securities under the Securities Laws or take any action that would involve any material cost, expense, liability or potential liability with respect to the Securities Laws) as may be reasonably necessary to make any sale or sales of Pledged Collateral Securities valid and binding and in compliance with applicable laws, regulations, orders, writs, injunctions, decrees or awards of any and all courts, arbitrators or governmental instrumentalities, domestic or foreign, having jurisdiction over any such sale or sales, all at such Pledgor’s expense.Equitable Remedy. Each Pledgor agrees that a breach of any of the covenants contained in this Section 4 shall cause irreparable injury to Agent, and that Agent will have no adequate remedy at law in respect of such breach. As a consequence, each Pledgor agrees that each and every covenant contained in this Section 4 shall be specifically enforceable against each Pledgor and, to the extent permitted by applicable law, each Pledgor waives and agrees not to assert any defenses against an action for specific performance of such covenants except for a defense that an Event of Default has not occurred (or is not continuing) hereunder and under the other Loan Documents.
Sample 1
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General Standards Applicable to Foreclosure Sales. Pledgor agrees that Lender shall have no general duty or obligation to make any effort to obtain or pay any particular price for any Equity Interests sold by Lender pursuant to this Agreement (including sales made to Lender). Lender may, in its discretion, among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers. Pledgor specifically agrees that a foreclosure sale conducted in conformity with this Section 13 will be considered commercially reasonable.
Sample 1
General Standards Applicable to Foreclosure Sales. Borrower agrees that Administrative Agent shall have no general duty or obligation to make any effort to obtain or pay any particular price for any Equity Interests sold by Administrative Agent pursuant to this Agreement (including sales made to Administrative Agent or Lender). Administrative Agent may, in its discretion, among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers. Borrower specifically agrees that a foreclosure sale conducted in conformity with this Section 13 will be considered commercially reasonable.
Sample 1
General Standards Applicable to Foreclosure Sales. Each Pledgor agrees that Agent shall not have any general duty or obligation to make any effort to obtain or pay any particular price for any Pledged Collateral Securities sold by Agent pursuant to this Agreement. Agent may, in its reasonable discretion, among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers.Further Assurances. Each Pledgor shall use all reasonable efforts to do or cause to be done all such other acts and things (except that such Pledgor shall not be obligated to register any Pledged Collateral Securities under the Securities Laws or take any action that would involve any material cost, expense, liability or potential liability with respect to the Securities Laws) as may be reasonably necessary to make any sale or sales of Pledged Collateral Securities valid and binding and in compliance with applicable laws, regulations, orders, writs, injunctions, decrees or awards of any and all courts, arbitrators or governmental instrumentalities, domestic or foreign, having jurisdiction over any such sale or sales, all at such Pledgor’s expense.
Sample 1
General Standards Applicable to Foreclosure Sales. Borrower agrees that Lender shall have no general duty or obligation to make any effort to obtain or pay any particular price for any Equity Interests sold by Lender pursuant to this Agreement (including sales made to Lender). Lender may, in its discretion, among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers. Borrower specifically agrees that a foreclosure sale conducted in conformity with this Section 14 will be considered commercially reasonable.
Sample 1
General Standards Applicable to Foreclosure Sales. Pledgor agrees that none of Lender, Administrative Agent or Collateral Agent shall have any general duty or obligation to make any effort to obtain or pay any particular price for any Equity Interests sold by Lender, Administrative Agent or Collateral Agent, as the case may be, pursuant to this Agreement (including sales made to Lender, Administrative Agent and/or Collateral Agent). Lender, Administrative Agent (as directed by Required Lenders) and Collateral Agent (upon receipt of written instructions from Administrative Agent or as directed by Required Lenders) may among other things, accept the first offer received, or decide to approach or not to approach any potential purchasers. Pledgor specifically agrees that a foreclosure sale conducted in conformity with this Section 13 will be considered commercially reasonable.
Sample 1

Related to General Standards Applicable to Foreclosure Sales

  • Annual Statement of Compliance The Officer’s Certificate required to be delivered by the Issuing Entity, pursuant to Section 3.9 of the Indenture or the Officer’s Certificate required to be delivered by the Servicer pursuant to Section 4.01(a) of the Servicing Agreement, as applicable.

  • RECORDS AND FINANCIAL STATEMENTS The Advisor, in the conduct of its responsibilities to the Company, shall maintain adequate and separate books and records for the Company’s operations in accordance with GAAP, which shall be supported by sufficient documentation to ascertain that such books and records are properly and accurately recorded. Such books and records shall be the property of the Company and shall be available for inspection by the Board and by counsel, auditors and other authorized agents of the Company, at any time or from time to time during normal business hours. Such books and records shall include all information necessary to calculate and audit the fees or reimbursements paid under this Agreement. The Advisor shall utilize procedures to attempt to ensure such control over accounting and financial transactions as is reasonably required to protect the Company’s assets from theft, error or fraudulent activity. All financial statements that the Advisor delivers to the Company shall be prepared on an accrual basis in accordance with GAAP, except for special financial reports that by their nature require a deviation from GAAP. The Advisor shall liaise with the Company’s officers and independent auditors and shall provide such officers and auditors with the reports and other information that the Company so requests.

  • Annual Statements of Compliance No later than March 1 of each year, commencing in March 2005, the Master Servicer at its own expense shall deliver to the Indenture Trustee, with a copy to the Rating Agencies, an Officer's Certificate stating, as to the signer thereof, that (i) a review of the activities of the Master Servicer during the preceding calendar year and of performance under this Servicing Agreement has been made under such officer's supervision, (ii) to the best of such officer's knowledge, based on such review, the Master Servicer has fulfilled all its obligations under this Servicing Agreement for such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof including the steps being taken by the Master Servicer to remedy such default; (iii) a review of the activities of each Subservicer during the Subservicer's most recently ended calendar year on or prior to December 31 of the preceding year and its performance under its Subservicing Agreement has been made under such officer's supervision; and (iv) to the best of the Servicing Officer's knowledge, based on his review and the certification of an officer of the Subservicer (unless the Servicing Officer has reason to believe that reliance on such certification is not justified), either each Subservicer has performed and fulfilled its duties, responsibilities and obligations under this Servicing Agreement and its Subservicing Agreement in all material respects throughout the year, or, if there has been a default in performance or fulfillment of any such duties, responsibilities or obligations, specifying the nature and status of each such default known to the Servicing Officer. Copies of such statements shall be provided by the Master Servicer to the Bondholders upon request or by the Indenture Trustee at the expense of the Master Servicer should the Master Servicer fail to provide such copies.

  • Tenancy and Financial Statements 16.1 TENANCY STATEMENT. EACH PARTY (AS "RESPONDING PARTY") SHALL WITHIN TEN (10) DAYS AFTER WRITTEN NOTICE FROM THE OTHER PARTY (THE "REQUESTING PARTY") EXECUTE, ACKNOWLEDGE AND DELIVER TO THE REQUESTING PARTY A STATEMENT IN WRITING IN A FORM SIMILAR TO THE THEN MOST CURRENT "TENANCY STATEMENT" FORM PUBLISHED BY THE AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, PLUS SUCH ADDITIONAL INFORMATION, CONFIRMATION AND/OR STATEMENTS AS MAY BE REASONABLY REQUESTED BY THE REQUESTING PARTY.

  • Annual Statement as to Compliance and Servicing Assessment The Master Servicer will deliver to the Company and the Trustee on or before the earlier of (a) March 31 of each year or (b) with respect to any calendar year during which the Company's annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission, the date on which the annual report on Form 10-K is required to be filed in accordance with the Exchange Act and the rules and regulations of the Commission, (i) a servicing assessment as described in Section 4.03(f)(ii) and (ii) a servicer compliance statement, signed by an authorized officer of the Master Servicer, as described in Items 1122(a), 1122(b) and 1123 of Regulation AB, to the effect that:

  • Financial Statements, Reports, etc Furnish to the Administrative Agent (which will promptly furnish such information to the Lenders):

  • Accounting Methods and Financial Records Maintain a system of accounting, and keep such books, records and accounts (which shall be true and complete in all material respects) as may be required or as may be necessary to permit the preparation of financial statements in accordance with GAAP and in compliance with the regulations of any Governmental Authority having jurisdiction over it or any of its properties.

  • Assessments of Compliance and Attestation Reports SECTION 3.22 Access to Certain Documentation.

  • Preparation of Environmental Reports At the request of the Administrative Agent from time to time if the Administrative Agent reasonably suspects the presence of any Hazardous Materials on any property of the Borrower or its Subsidiaries, provide to the Administrative Agent within sixty (60) days after such request, at the expense of the Borrower, an environmental site assessment report for any Specified Real Estate described in such request, prepared by a nationally recognized environmental consulting firm (or other environmental consulting firm reasonably acceptable to the Administrative Agent), indicating the presence or absence of Hazardous Materials and the estimated cost of any compliance, removal or remedial action in connection with any Hazardous Materials on such properties; without limiting the generality of the foregoing, if the Administrative Agent determines at any time that a material risk exists that any such report will not be provided within the time referred to above, the Administrative Agent may retain an environmental consulting firm to prepare such report at the expense of the Borrower, and such Loan Party hereby grants and agrees to cause any Subsidiary that owns any property described in such request to grant at the time of such request to the Administrative Agent, such firm and any agents or representatives thereof an irrevocable non-exclusive license, subject to the rights of tenants, to enter onto their respective properties to undertake such an assessment.

  • Computational Materials and Structural Term Sheets (a) Not later than 10:30 a.m., New York time, on the business day before the date on which the Current Report relating to the Offered Certificates of a Series is required to be filed by the Company with the Commission pursuant to Section 5(b) hereof, the Underwriter shall deliver to the Company five complete copies of all materials provided by the Underwriter to prospective investors in such Offered Certificates that constitute (i) "Computational Materials" within the meaning of the no-action letter dated May 20, 1994 issued by the Division of Corporation Finance of the Commission to Xxxxxx, Xxxxxxx Acceptance Corporation I, Xxxxxx, Peabody & Co. Incorporated, and Xxxxxx Structured Asset Corporation and the no-action letter dated May 27, 1994 issued by the Division of Corporation Finance of the Commission to the Public Securities Association (together, the "Xxxxxx Letters"), the filing of which material is a condition of the relief granted in such letter (such materials being the "Computational Materials"), and (ii) "Structural Term Sheets" within the meaning of the no-action letter dated February 17, 1995 issued by the Division of Corporation Finance of the Commission to the Public Securities Association (the "PSA Letter"), the filing of which material is a condition of the relief granted in such letter (such materials being the "Structural Term Sheets"). Each delivery of Computational Materials and Structural Term Sheets to the Company pursuant to this paragraph (a) shall be effected by delivering four copies of such materials to counsel for the Company on behalf of the Company at the address specified in Section 3 hereof and one copy of such materials to the Company.

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