HUD Provisions Sample Clauses

HUD Provisions. The effectiveness of this Lease and the obligations of either party hereunder are subject to the prior written approval of the Secretary of Housing and Urban Development ("HUD"). This Lease may be cancelled at the option of HUD in the event HUD becomes the mortgagee or owner of the Project, except that this provision shall not be applicable so long as a non-disturbance agreement has been entered into between Landlord, Tenant and the mortgagee of the Project and approved by HUD. This Lease shall not be modified or amended without the prior written consent of HUD. This Lease may not be assigned nor may the Premises be sublet without the prior written consent of HUD. The use of the Premises as approved by HUD shall not be changed without the written consent of HUD. This Lease may not be terminated except for breach of a covenant herein without the prior written consent of HUD. There shall be no assignment or subleasing of any portion of the Premises without the prior written consent of HUD.
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HUD Provisions. Notwithstanding any other provisions of this Agreement, Articles of Organization or its equivalent or any other organizational documents (hereinafter referred to as the “Organizational Documents”) of this Company to the contrary, the following provisions shall govern: (a) So long as the Secretary of the Department of Housing and Urban Development (“Secretary” or “HUD”) or the Secretary’s successors or assigns is the insurer or holder of the Note secured by the Deed of Trust on the Project, no amendment to the Organizational Documents that results in any of the following will have any force or effect without the prior written consent of the Secretary nor shall the Company or any of its Members be permitted to do any of the following: (i) Any amendment that modifies the term of the Company; (ii) Any amendment that activates the requirement that a HUD previous participation certification be obtained from any additional member; (iii) Any amendment that in any way affects the Note, Deed of Trust or Security Agreement on the Project or the Regulatory Agreement; (iv) Any amendment that would authorize any person other than Xxxxxx X. Xxxxx, Chief Operating Officer of the Company, to bind the Company for all matters concerning the Project which require HUD’s consent or approval; (v) Any change to Officers of the Company; (vi) Any change in the guarantor of any obligation to the Secretary; (vii) No provision required by HUD to be inserted into the Company’s organizational documents may be amended; (viii) Any party acquiring any of the following positions anew must meet the applicable requirements for HUD previous participation clearance: (A) An Officer; (B) Company Member with ten (10%) percent or greater governance interest, and (C) Member with twenty-five (25%) percent or greater financial interest. (ix) Voluntarily dissolve or change to another type of entity; and (x) A member may neither be added or substituted. (b) The Company is authorized to execute or assume a Note, Deed of Trust and Security Agreement in order to secure a loan insured by the Secretary and to execute the Regulatory Agreement and other documents required by the Secretary in connection with the HUD-insured loan. (c) Any incoming member must as a condition of receiving an interest in the Company agree to be bound by the Note, Deed of Trust, Security Agreement, the Regulatory Agreement and any other documents required in connection with the HUD-insured loan to the same extent and on the same ter...
Sample 1
HUD Provisions. The Borrower, the Underwriter and the Issuer acknowledge that this Bond Purchase Agreement, and all Borrower’s obligations hereunder, are subject and subordinate to the Mortgage Loan Documents. Notwithstanding any provision in this Bond Purchase Agreement to the contrary, no obligations of the Borrower hereunder shall be payable except from (A) Surplus Cash (as defined in the HUD Regulatory Agreement), (B) funds that are not derived from (i) revenues of the Project (as defined in the FHA Mortgage), or (ii) any reserve or deposit made with the Lender or any other party as required by HUD in connection with the Mortgage Loan Documents, or (C) any proceeds of the FHA Note (collectively, “Non-Project Sources”). No claims or actions shall be made (or payable) under this Bond Purchase Agreement against the Project, the Lender or the assets of the Borrower, except from Non-Project Sources. In addition, the rights and obligations of the parties under this Bond Purchase Agreement and all other documents evidencing, implementing, or securing this Bond Purchase Agreement (collectively, the “Subordinate Bond Documents”) are and shall be subordinated in all respects rights and obligations of the parties to and under the Mortgage Loan Documents. In the event of any conflict between the provisions of (i) this Bond Purchase Agreement or the Subordinate Bond Documents and (ii) the provisions of the Mortgage Loan Documents or the Program Obligations (as defined in the FHA Mortgage), the provisions of the Mortgage Loan Documents or the Program Obligations shall control. The provisions of this Section 18 shall control over any inconsistent provisions in this Bond Purchase Agreement or the Subordinate Bond Documents. No amendment to this Bond Purchase Agreement shall conflict with the Mortgage Loan Documents or the Program Obligations.
Sample 1
HUD Provisions. (a) The Partnership is authorized to execute the Permanent Loan Documents and to execute the Regulatory Agreement and other documents required by HUD and the Permanent Lender in connection with the Permanent Loan. (b) If any of the provisions of this Agreement, as amended from time to time, conflict with the terms of the Permanent Loan Documents, the terms of the Permanent Loan Documents will control, provided that the Permanent Loan Documents comply with the terms of the Permanent Loan Commitment. (c) No part of this Section 13.14 may be amended without the prior approval of HUD, so long as HUD is the insurer or holder of the Permanent Note. (d) Any party acquiring 25% or greater Interest in the Partnership must meet the applicable requirements for HUD previous participation clearance. (e) So long as HUD, or HUD's successors or assigns, is the insurer or holder of the Permanent Note, without the prior written approval of HUD: (i) the Partnership may not be voluntarily dissolved or changed to another type of entity, (ii) the General Partner may not be a Limited Liability Company, (iii) no amendment which modifies the term of the Partnership, or that activates the requirements that a HUD previous participation certification be obtained from any additional Partner be made. (f) The Partnership hereby designates the General Partner, Xxxxxxx X. Xxxxxxx, as the official representative for all matters concerning the Apartment Complex which require HUD consent or approval, and the signature of such person shall bind the Partnership in such matters. If the Partnership designates a new representative to perform such functions, within three business days of doing so, the Partnership shall provide HUD with written notification of the name, address and telephone number of such new representative. WITNESS the execution hereof under seal as of the 1st day of August, 1996. ORIGINAL (WITHDRAWING) LIMITED PARTNERS: /S/ Xxxxxxx X. Xxxxxxxxxx Xxxxxxx X. Xxxxxxxxxx /s/ X. Xxxx Xxxxx X. Xxxx Xxxxx GENERAL PARTNER: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx SPECIAL LIMITED PARTNER: BCTC 94, INC., a Delaware corporation By: /s/ Xxxxxxx Xxxxxx, as Attorney-in-Fact for Xxxx X. Xxxxxxx, President INVESTMENT LIMITED PARTNER: BOSTON CAPITAL TAX CREDIT FUND IV L.P., a Delaware limited partnership, by its general partner, Boston Capital Associates IV L.P., a Delaware limited partnership, by its general partner, C&M Associates d/b/a Boston Capital Associates, a Massachusetts general partn...
Sample 1
HUD Provisions. As long as the U.S. Department of Housing and Urban Development (“HUD”) is the insurer or holder of a loan to Maker by CBRE HMF, Inc., a Delaware corporation (“Senior Lender”), as evidenced by a Note (Multistate) (“Senior Note”), relating to that certain project known as Villaggio I (“Project”) under FHA Project No. 122-11518, the following provisions (“HUD Provisions”) shall be in full force and effect: 18.1 Any terms not defined within this Paragraph 18 shall have the same meaning as set forth in HUD’s Program Obligations set forth in that certain Multifamily Deed of Trust, Assignment of Leases and Rents and Security Agreement granted by Maker in favor of Senior Lender, as the same may be supplemented, amended or modified (“Security Instrument”), and/or the Regulatory Agreement between Maker and HUD with respect to the Project, as the same may be supplemented, amended or modified from time to time (“HUD Regulatory Agreement”), as the context so requires; 18.2 Any payments due under this Note shall be payable only (i) from permissible distributions from Surplus Cash of the Project; but in no event greater than seventy-five percent (75%) of the total amount of Surplus Cash; or (ii) from monies received from Non- Project Sources. In no event may payments due under all subordinate debt of Maker cumulatively exceed 75% of available Surplus Cash. The restriction on payment imposed by this paragraph shall not excuse any default caused by the failure of the Maker to pay the indebtedness evidenced by this Note; 18.3 No prepayment of this Note shall be made until after final endorsement by HUD of the Senior Note, unless such prepayment is made from Non-Project Sources and is approved in writing by HUD. 18.4 This Note is non-negotiable and may not be sold, transferred, assigned, or pledged by the holder of this Note except with the prior written approval of HUD; 18.5 Interest on this Note shall not be compounded as long as HUD is the insurer or holder of the Senior Note secured by the Security Instrument; 18.6 Maker hereby waives presentment, demand, protest and notice of demand, protest and nonpayment of this Note; 18.7 The terms and provisions of this Note are also for the benefit of and are enforceable by HUD against any party hereto, their successors and assigns. This Note may not be modified or amended without the written consent of HUD; and 18.8 In the event of any conflict between the terms of the Note and the HUD Provisions set forth within this Paragraph 1...
Sample 1
HUD Provisions. In the event that any of the provisions of this Agreement conflict with any provision of the Regulatory Agreement or any other agreement between the Partnership and HUD with respect to the Apartment Complex, or any regulations of HUD binding upon the Partnership, the provisions, shall supersede said conflicting provisions of this Agreement. In addition, the Partnership shall be operated subject to the following provisions with regard to HUD: the Partnership, and the General Partner on its behalf, is authorized to execute an assignment and assumption agreement with respect to the Mortgage Loan insured by the Secretary of the Housing and Urban Development and to execute an assignment and assumption agreement with respect to the Regulatory Agreement between the Partnership and HUD and other documents required by HUD in connection with such loan. Upon execution, the Regulatory Agreement shall be binding upon the Partnership and the Partners so long as the Property is encumbered by a mortgage insured by HUD and during such time as HUD shall be the owner, holder, or reinsurer of any such mortgage or is obligated to reinsure any such mortgage. Any incoming Partner shall, as a condition of receiving an Interest in the Partnership, agree to be bound by the Mortgage Note, Mortgage and Regulatory Agreement and other documents require in connection with the HUD insured loan to the same extent and on the same terms as the other Partners. Any other provision of the Agreement to the contrary notwithstanding, upon any dissolution, no title or right to collect the rents therefrom shall pass to any person who is not bound by the Regulatory Agreement in manner satisfactory to HUD. Any other provisions of this Agreement to the contrary notwithstanding, in the event that any provision of this Agreement in any way tends to contradict, modify, or in any way change the terms of the above mentioned Regulatory Agreement, the terms of the Regulatory Agreement shall prevail and govern; or if any provision hereof in any way tends to limit HUD in its administration of the National Housing Act, as amended, or the regulation or instructions thereunder, this Agreement shall be deemed amended so as to comply with the requirements of HUD. This paragraph will automatically become void at such time as the Mortgage Loan is no longer insured or held by HUD. Compliance with the Regulatory Agreement shall not affect a Limited Partner's limited liability and shall not require contributions inconsi...
Sample 1
HUD Provisions. If the loan is to be insured by HUD, acting by and through the Federal Housing Administration ("FHA") the Partnership must comply with the HUD requirements which can be found, in part, in the instructions to the Regulatory Agreement and HUD Notice H 95-66 dated July 25, 1995. In addition to being a single asset entity with a term longer than the term of the mortgage, HUD requires that the Partnership formation documents contain the following provisions: A. So long as the Secretary of The Department of Housing and Urban Development ("Secretary") or the Secretary's successors or assigns is the insurer or holder to the note secured by the mortgage on Prairie Village Apartments, in Elkhart, Indiana ( "Apartment Complex"), no amendment to this Partnership Agreement that results in any of the following will have any force or effect without the prior written consent of the Secretary: (a) Any amendment that modified the term of the Partnership Agreement; (b) Any amendment that activities the requirements that a HUD previous participation certification be obtained from any additional partner; (c) Any amendment that in any way affects the note, the mortgage, the security agreement or the regulatory agreement between HUD and the Partnership (the "Regulatory Agreement");
Sample 1
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Related to HUD Provisions

  • Void Provisions If any provision of this Agreement, as applied to either party or to any circumstances, shall be found by a court of competent jurisdiction to be unenforceable but would be enforceable if some part were deleted or the period or area of application were reduced, then such provision shall apply with the modification necessary to make it enforceable, and shall in no way affect any other provision of this Agreement or the validity or enforceability of this Agreement.

  • Required Provisions (a) The Bank may terminate Executive’s employment at any time, but any termination by the Board other than termination for Cause shall not prejudice Executive’s right to compensation or other benefits under this Agreement. Executive shall have no right to receive compensation or other benefits for any period after termination for Cause. (b) If Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Bank’s affairs by a notice served under Section 8(e)(3) [12 USC §1818(e)(3)] or 8(g)(1) [12 USC §1818(g)(1)] of the Federal Deposit Insurance Act, the Bank’s obligations under this contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Bank may in its discretion (i) pay Executive all or part of the compensation withheld while its contract obligations were suspended and (ii) reinstate (in whole or in part) any of its obligations which were suspended. (c) If Executive is removed and/or permanently prohibited from participating in the conduct of the Bank’s affairs by an order issued under Section 8(e)(4) [12 USC §1818(e)(4)] or 8(g)(1) [12 USC §1818(g)(1)] of the Federal Deposit Insurance Act, all obligations of the Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (d) If the Bank is in default as defined in Section 3(x)(1) [12 USC §1813(x)(1)] of the Federal Deposit Insurance Act, all obligations of the Bank under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (e) All obligations under this Agreement shall be terminated, except to the extent determined that continuation of the contract is necessary for the continued operation of the Bank, (i) by either the Office of the Comptroller of the Currency or the Board of Governors of the Federal Reserve System (collectively, the “Regulator”) or his or her designee, at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Bank under the authority contained in Section 13(c) [12 USC §1823(c)] of the Federal Deposit Insurance Act; or (ii) by the Regulator or his or her designee at the time the Regulator or his or her designee approves a supervisory merger to resolve problems related to operation of the Bank or when the Bank is determined by the Regulator to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (f) Notwithstanding anything herein contained to the contrary, any payments to Executive by the Bank or the Company, whether pursuant to this Agreement or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act, 12 U.S.C. Section 1828(k), and the regulations promulgated thereunder in 12 C.F.R. Part 359.

  • Invalid Provisions If any provision of this Agreement is held to be illegal, invalid or unenforceable under any present or future Law, and if the rights or obligations of any party hereto under this Agreement will not be materially and adversely affected thereby, (a) such provision will be fully severable, (b) this Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part hereof, (c) the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid or unenforceable provision or by its severance herefrom and (d) in lieu of such illegal, invalid or unenforceable provision, there will be added automatically as a part of this Agreement a legal, valid and enforceable provision as similar in terms to such illegal, invalid or unenforceable provision as may be possible.

  • FULLY BARGAINED PROVISIONS This Agreement represents and incorporates the complete and final understanding and settlement by the parties on all bargainable issues which were or could have been the subject of negotiations. During the term of this Agreement, neither party will be required to negotiate with respect to any such matter, whether or not covered by this Agreement, and whether or not within the knowledge or contemplation of either or both of the parties at the time they negotiated or signed this Agreement.

  • Other Definitions and Provisions With reference to this Agreement and each other Loan Document, unless otherwise specified herein or in such other Loan Document: (a) the definitions of terms herein shall apply equally to the singular and plural forms of the terms defined, (b) whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms, (c) the words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”, (d) the word “will” shall be construed to have the same meaning and effect as the word “shall”, (e) any reference herein to any Person shall be construed to include such Person’s successors and assigns, (f) the words “herein”, “hereof” and “hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (g) all references herein to Articles, Sections, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Exhibits and Schedules to, this Agreement, (h) the words “asset” and “property” shall be construed to have the same meaning and effect and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights, (i) the term “documents” includes any and all instruments, documents, agreements, certificates, notices, reports, financial statements and other writings, however evidenced, whether in physical or electronic form, (j) in the computation of periods of time from a specified date to a later specified date, the word “from” means “from and including;” the words “to” and “until” each mean “to but excluding;” and the word “through” means “to and including” and (k) Section headings herein and in the other Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Agreement or any other Loan Document.

  • Standard Provisions Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Xxxxxx, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Xxxxxx. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted:

  • Severance of Invalid Provisions If and for so long as any provision of this Agreement shall be deemed to be judged invalid for any reason whatsoever, such invalidity shall not affect the validity or operation of any other provision of this Agreement except only so far as shall be necessary to give effect to the construction of such invalidity, and any such invalid provision shall be deemed severed from this Agreement without affecting the validity of the balance of this Agreement.

  • Invalid Provision The invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provision were omitted.

  • EEO Provisions During the performance of this Contract the Contractor agrees as follows: (1) The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, political affiliation or belief, age, or handicap. The Contractor shall take affirmative action to insure that applicants are employed and that employees are treated equally during employment, without regard to race, color, religion, sex, national origin, political affiliation or belief, age, or handicap. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Contractor shall post in conspicuous places, available to employees and applicants for employment, notices setting forth these EEO provisions. (2) The Contractor shall in all solicitations or advertisement for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, political affiliation or belief, age, or handicap. (3) The Contractor shall send a copy of the EEO provisions to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding. (4) In the event of the Contractor's noncompliance with these EEO provisions, the City may cancel, terminate, or suspend this contract, in whole or in part, and the City may declare the Contractor ineligible for further City contracts. (5) Unless exempted by the City Council of the City of Durham, the Contractor shall include these EEO provisions in every purchase order for goods to be used in performing this contract and in every subcontract related to this contract so that these EEO provisions will be binding upon such subcontractors and vendors.

  • Lock-Up Provisions (a) The Subject Party hereby agrees not to, during the period commencing from the Closing and ending on the earliest of (x) six (6) months after the date of the Closing and (y) the date after the Closing on which the Purchaser consummates a liquidation, merger, capital stock exchange, reorganization, or other similar transaction with an unaffiliated third party that results in all of the Purchaser’s stockholders having the right to exchange their shares of the Purchaser Common Stock for cash, securities, or other property (the “Lock-Up Period”): (i) lend, offer, pledge, hypothecate, encumber, donate, assign, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any Restricted Securities, (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Restricted Securities, or (iii) publicly disclose the intention to do any of the foregoing, whether any such transaction described in clauses (i), (ii), or (iii) above is to be settled by delivery of Restricted Securities or other securities, in cash or otherwise (any of the foregoing described in clauses (i), (ii), or (iii), a “Prohibited Transfer”). (b) The foregoing shall not apply to the transfer of any or all of the Restricted Securities (I) to any Permitted Transferee or (II) pursuant to a court order or settlement agreement related to the distribution of assets in connection with the dissolution of marriage or civil union; provided, however, that in either of cases (I) or (II), it shall be a condition to such transfer that such transfer complies with the Securities Act of 1933, as amended, and other applicable law, and that the transferee executes and delivers to the Purchaser an agreement stating that the transferee is receiving and holding the Restricted Securities subject to the provisions of this Agreement applicable to the Subject Party, and there shall be no further transfer of such Restricted Securities except in accordance with this Agreement. As used in this Agreement, the term “Permitted Transferee” shall mean: (1) the members of the Subject Party’s immediate family (for purposes of this Agreement, “immediate family” shall mean with respect to any natural person, any of the following: such person’s spouse or domestic partner, the siblings of such person and his or her spouse or domestic partner, and the direct descendants and ascendants (including adopted and step children and parents) of such person and his or her spouses or domestic partners and siblings), (2) any trust for the direct or indirect benefit of the Subject Party or the immediate family of the Subject Party, (3) if the Subject Party is a trust, to the trustor or beneficiary of such trust or to the estate of a beneficiary of such trust, (4) in the case of an entity, officers, directors, general partners, limited partners, members, or stockholders of such entity that receive such transfer as a distribution, or related investment funds or vehicles controlled or managed by such persons or their respective affiliates, (5) to any affiliate of the Subject Party, and (6) any transferee whereby there is no change in beneficial ownership. The Subject Party further agrees to execute such agreements as may be reasonably requested by the Purchaser that are consistent with the foregoing or that are necessary to give further effect thereto.

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