Ground Lessor’s Bankruptcy. (i) If, after the occurrence of an Event of Ground Lessor Bankruptcy, Ground Lessor rejects the Ground Lease pursuant to Section 365(h) of the Bankruptcy Code, then each of the following requirements applies: 1. Borrower, immediately after obtaining notice of the rejection, will deliver a copy of the notice to Lender. 2. Borrower will not, without Lender’s prior written consent (which may be given, withheld or denied in Lender’s sole and absolute discretion), elect to treat the Ground Lease as terminated pursuant to Section 365(h) or any other applicable provision of the Bankruptcy Code. 3. The Deed of Trust will extend to and encumber Borrower’s retained rights under the Ground Lease that are appurtenant to the Leased Premises for the balance of the term of the Ground Lease and for any renewal or extension of those rights under the Ground Lease. 4. Borrower will transfer and assign to Lender, as additional security for the Loan, Borrower’s rights, after Ground Lessor’s rejection of the Ground Lease, to treat the Ground Lease as terminated, and any termination of the Ground Lease made by Borrower without Lender’s prior written consent will be void ab initio and have no legal effect. (ii) Borrower hereby transfers and assigns to Lender, as additional security for the Loan, all of Borrower’s rights to damages caused by Ground Lessor’s rejection of the Ground Lease after the occurrence of an Event of Ground Lessor Bankruptcy, together with all of Borrower’s rights to offset such damages against Ground Rent and other sums payable under the Ground Lease. As long as no Event of Default has occurred and is continuing, Lender agrees that it will not enforce its rights under the preceding sentence, but will permit Borrower to exercise such rights with Lender’s prior written consent. (iii) Any amounts received by Lender as damages arising out of Ground Lessor’s rejection of the Ground Lease will be applied to payment of the Loan and other sums owed by Borrower to Lender under the terms of the Loan Documents, in such order and in such manner as may be deemed appropriate by Lender in Lender’s sole and absolute discretion. (iv) Borrower will under no circumstances consent to any proposed sale of the Fee Estate or any interest therein pursuant to Section 363(f) of the Bankruptcy Code or any successor law. Unless Lender shall in writing expressly direct Borrower otherwise, Borrower irrevocably agrees to object to any proposed sale of the Fee Estate, or any interest therein, pursuant to Section 363(f) by filing proper notice of its objection with the bankruptcy court of proper jurisdiction. (v) The provisions of this Section 29(f) supplement, and are in addition to (and not in lieu of) the provisions set forth in Section 10.18 of the Deed of Trust, and all rights and remedies of Lender under this Section 29(f) and the said Section 10.18 shall be cumulative.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
Ground Lessor’s Bankruptcy. (i) If, after the occurrence of an Event of Ground Lessor Bankruptcy, Ground Lessor rejects the Ground Lease pursuant to Section 365(h) of the Bankruptcy Code, then each of the following requirements applies:
1. Borrower(A) Xxxxxxxx, immediately after obtaining notice of the rejection, will deliver a copy of the notice to Funding Lender.
2. (B) Borrower will not, without LenderFunding Xxxxxx’s prior written consent (which may be given, given or withheld or denied in Funding Lender’s sole and absolute discretion), elect to treat the Ground Lease as terminated pursuant to Section 365(h) or any other applicable provision of the Bankruptcy Code.
3. (C) The Deed of Trust Security Instrument and the Lien created by the Security Instrument will extend to and encumber Borrower’s retained rights under the Ground Lease that are appurtenant to the Leased Premises for the balance of the term of the Ground Lease and for any renewal or extension of those rights under the Ground Lease.
4. Borrower (D) Xxxxxxxx will transfer and assign to Funding Lender, as additional security for the LoanIndebtedness, BorrowerXxxxxxxx’s rights, after Ground Lessor’s rejection of the Ground Lease, to treat the Ground Lease as terminated, and any termination of the Ground Lease made by Borrower without LenderFunding Xxxxxx’s prior written consent will be void ab initio and have no legal effect.
(ii) Borrower hereby transfers and assigns to Funding Lender, as additional security for the LoanIndebtedness, all of Borrower’s rights to damages caused by Ground Lessor’s rejection of the Ground Lease after the occurrence of an Event of Ground Lessor Bankruptcy, together with Bankruptcy and all of Borrower’s rights to offset such damages against Ground Rent and other sums rent payable under the Ground Lease. As long as no Event of Default has occurred and is continuing, Lender Funding Xxxxxx agrees that it will not enforce its rights under the preceding sentence, but will permit Borrower to exercise such rights with LenderFunding Xxxxxx’s prior written consent.
(iii) Any amounts received by Funding Lender as damages arising out of Ground Lessor’s rejection of the Ground Lease will be applied to payment of in the Loan and other sums owed by Borrower to Lender under the terms of the Loan Documents, in such order and in such manner as may be deemed appropriate by Lender in Lender’s sole and absolute discretion.
(iv) Borrower will under no circumstances consent to any proposed sale of the Fee Estate or any interest therein pursuant to Section 363(f) of the Bankruptcy Code or any successor law. Unless Lender shall in writing expressly direct Borrower otherwise, Borrower irrevocably agrees to object to any proposed sale of the Fee Estate, or any interest therein, pursuant to Section 363(f) by filing proper notice of its objection with the bankruptcy court of proper jurisdiction.
(v) The provisions of this Section 29(f) supplement, and are in addition to (and not in lieu of) the provisions set forth in Section 10.18 of the Deed of Trust, and all rights and remedies of Lender under this Section 29(f) and the said Section 10.18 shall be cumulative11.28.
Appears in 1 contract
Samples: Continuing Covenant Agreement
Ground Lessor’s Bankruptcy. (i) If, after the occurrence of an Event of Ground Lessor Bankruptcy, Ground Lessor rejects the Ground Lease pursuant to Section 365(h) of the Bankruptcy Code, then each of the following requirements applies:
1. (A) Borrower, immediately after obtaining notice of the rejection, will deliver a copy of the notice to Lender.
2. (B) Borrower will not, without Lender’s prior written consent (which may be given, given or withheld or denied in Lender’s sole and absolute discretion), elect to treat the Ground Lease as terminated pursuant to Section 365(h) or any other applicable provision of the Bankruptcy Code.
3. (C) The Deed of Trust Security Instrument and the Lien created by the Security Instrument will extend to and encumber Borrower’s retained rights under the Ground Lease that are appurtenant to the Leased Premises for the balance of the term of the Ground Lease and for any renewal or extension of those rights under the Ground Lease.
4. (D) Borrower will transfer and assign to Lender, as additional security for the LoanIndebtedness, Borrower’s rights, after Ground Lessor’s rejection of the Ground Lease, to treat the Ground Lease as terminated, and any termination of the Ground Lease made by Borrower without Lender’s prior written consent will be void ab initio and have no legal effect.
(ii) Borrower hereby transfers and assigns to Lender, as additional security for the LoanIndebtedness, all of Borrower’s rights to damages caused by Ground Lessor’s rejection of the Ground Lease after the occurrence of an Event of Ground Lessor Bankruptcy, together with Bankruptcy and all of Borrower’s rights to offset such damages against Ground Rent and other sums rent payable under the Ground Lease. As long as no Event of Default has occurred and is continuing, Lender agrees that it will not enforce its rights under the preceding sentence, but will permit Borrower to exercise such rights with Lender’s prior written consent.
(iii) Any amounts received by Lender as damages arising out of Ground Lessor’s rejection of the Ground Lease will be applied to payment of in the Loan and other sums owed by Borrower to Lender under the terms of the Loan Documents, in such order and in such manner as may be deemed appropriate by Lender in Lender’s sole and absolute discretion.
(iv) Borrower will under no circumstances consent to any proposed sale of the Fee Estate or any interest therein pursuant to Section 363(f) of the Bankruptcy Code or any successor law. Unless Lender shall in writing expressly direct Borrower otherwise, Borrower irrevocably agrees to object to any proposed sale of the Fee Estate, or any interest therein, pursuant to Section 363(f) by filing proper notice of its objection with the bankruptcy court of proper jurisdiction.
(v) The provisions of this Section 29(f) supplement, and are in addition to (and not in lieu of) the provisions set forth in Section 10.18 of the Deed of Trust, and all rights and remedies of Lender under this Section 29(f) and the said Section 10.18 shall be cumulative2.04.
Appears in 1 contract
Samples: Ground Lease Mortgage
Ground Lessor’s Bankruptcy. (i) If, after the occurrence of an Event of Ground Lessor Bankruptcy, Ground Lessor rejects the Ground Lease pursuant to Section 365(h) of the Bankruptcy Code, then each of the following requirements applies:
1. (A) Borrower, immediately after obtaining notice of the rejection, will deliver a copy of the notice to Funding Lender.
2. (B) Borrower will not, without Funding Lender’s prior written consent (which may be given, given or withheld or denied in Funding Lender’s sole and absolute discretion), elect to treat the Ground Lease as terminated pursuant to Section 365(h) or any other applicable provision of the Bankruptcy Code.
3. (C) The Deed of Trust Security Instrument and the Lien created by the Security Instrument will extend to and encumber Borrower’s retained rights under the Ground Lease that are appurtenant to the Leased Premises for the balance of the term of the Ground Lease and for any renewal or extension of those rights under the Ground Lease.
4. (D) Borrower will transfer and assign to Funding Lender, as additional security for the LoanIndebtedness, Borrower’s rights, after Ground Lessor’s rejection of the Ground Lease, to treat the Ground Lease as terminated, and any termination of the Ground Lease made by Borrower without Funding Lender’s prior written consent will be void ab initio and have no legal effect.
(ii) Borrower hereby transfers and assigns to Funding Lender, as additional security for the LoanIndebtedness, all of Borrower’s rights to damages caused by Ground Lessor’s rejection of the Ground Lease after the occurrence of an Event of Ground Lessor Bankruptcy, together with Bankruptcy and all of Borrower’s rights to offset such damages against Ground Rent and other sums rent payable under the Ground Lease. As long as no Event of Default has occurred and is continuing, Funding Lender agrees that it will not enforce its rights under the preceding sentence, but will permit Borrower to exercise such rights with Funding Lender’s prior written consent.
(iii) Any amounts received by Funding Lender as damages arising out of Ground Lessor’s rejection of the Ground Lease will be applied to payment of in the Loan and other sums owed by Borrower to Lender under the terms of the Loan Documents, in such order and in such manner as may be deemed appropriate by Lender in Lender’s sole and absolute discretion.
(iv) Borrower will under no circumstances consent to any proposed sale of the Fee Estate or any interest therein pursuant to Section 363(f) of the Bankruptcy Code or any successor law. Unless Lender shall in writing expressly direct Borrower otherwise, Borrower irrevocably agrees to object to any proposed sale of the Fee Estate, or any interest therein, pursuant to Section 363(f) by filing proper notice of its objection with the bankruptcy court of proper jurisdiction.
(v) The provisions of this Section 29(f) supplement, and are in addition to (and not in lieu of) the provisions set forth in Section 10.18 of the Deed of Trust, and all rights and remedies of Lender under this Section 29(f) and the said Section 10.18 shall be cumulative2.04.
Appears in 1 contract
Samples: Ground Lease Mortgage