Material Agreements; No Material Defaults Clause Samples
Material Agreements; No Material Defaults. Borrower certifies that Borrower has provided Lender with a correct and complete listing as of the Closing Date of all general construction and/or grading contracts, leases for all or any portion of the Property, grading and/or other building permits, development agreements, CC&Rs, and/or option agreements and/or purchase and sale agreements pertaining to all or any portion of the Property requested by Lender for review relating to the inclusion of the Project under the Borrower Base as of the Closing Date (collectively “Material Agreements”). Borrower shall execute an assignment or assignments in favor of Lender of all of Borrower’s rights, title and interests in and to any and all Material Agreements as required by Lender in its reasonable discretion. No event has occurred which, immediately or upon the expiration of applicable cure or grace periods, would constitute a default which in Lender’s reasonable opinion would have a Material Adverse Change in Borrower or the Project with respect to (i) the terms of any instrument evidencing or relating to any debt of Borrower, (ii) any such contract, lease, permit, development agreement, covenant, restriction, option agreement, purchase and sale agreement, instruments and other agreement, (iii) any statute, ordinance, law, judgment, order, writ, injunction, decree, or rule or regulation of any Governmental Authority or any determination or award of any arbitrator to which Borrower or the Project may be bound, or (iv) any other instrument, agreement or document by which Borrower or the Project is bound.
Material Agreements; No Material Defaults. Borrower shall execute an assignment or assignments in favor of Lender of all of Borrower’s rights, title and interests in and to any and all material contracts, leases, permits, development agreements, covenants, restrictions, option agreements, purchase and sale agreements, instruments and other agreements requested by Lender for review relating to each of the Projects to be included as Qualified Projects under the Borrower Base (collectively “Material Agreements”) as required by Lender in its discretion. No event has occurred which, immediately or upon the expiration of applicable cure or grace periods, would constitute a default which in Lender’s reasonable opinion would have a Material Adverse Change in Borrower or any Project with respect to (i) the terms of any instrument evidencing or relating to any debt of Borrower related to any Qualified Project, (ii) any such contract, lease, permit, development agreement, covenant, restriction, option agreement, purchase and sale agreement, instruments and other agreement relating to the Qualified Projects, (iii) any statute, ordinance, law, judgment, order, writ, injunction, decree, or rule or regulation of any Governmental Authority or any determination or award of any arbitrator to which any Qualified Project may be bound, or (iv) any other instrument, agreement or document by which any Qualified Project is bound. If the foregoing representation and warranty shall cease to be true with respect to a Qualified Project or a portion thereof, such Qualified Project (or such portion thereof, as the case may be) shall cease to be part of the Borrowing Base until such time as such representation and warranty is once again true.
Material Agreements; No Material Defaults. Attached hereto as Exhibit E is a true and correct listing of all material contracts, leases, permits, development agreements, covenants, restrictions, rolling option agreements, purchase and sale agreements, instruments and other agreements to which Borrower is a party or by which Borrower or the Project is bound or affected, including the Purchase Contracts. No event has occurred which, immediately or upon the expiration of applicable cure or grace periods, would constitute a material default with respect to (a) the terms of any instrument evidencing or relating to any Debt of Borrower, (b) any such contract, lease, permit, development agreement, covenant, restriction, rolling option agreement, purchase and sale agreement, instruments and other agreement (including the Purchase Contracts), (c) any statute, ordinance, law, judgment, order, writ, injunction, decree, or rule or regulation of any Governmental Authority or any determination or award of any arbitrator to which Borrower or the Project may be bound, or (d) any other instrument, agreement or document by which Borrower or any of its properties is bound.