Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency or insolvency of any Person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 3 contracts
Samples: Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency or insolvency of any Person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured financial accommodations set forth in the Deferral Agreement are made) for the benefit of Mortgagee Mortgagee, Agent and the other Secured PartiesFunds, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 2 contracts
Samples: Contribution Deferral Agreement, Contribution Deferral Agreement (YRC Worldwide Inc.)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, Mortgage may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Loan hereby secured are is made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights rights, privileges and privileges obligations of a mortgagee-in-possession under applicable State law.
Appears in 2 contracts
Samples: Mortgage, Security Agreement, Financing Statement and Assignment of Rents and Leases (Gfsi Inc), Mortgage, Security Agreement, Financing Statement and Assignment of Rents and Leases (Gfsi Inc)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to may (i) immediately sell the Mortgaged Property Property, either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial actionor other action permitted by applicable law. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, Mortgage may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities Obligations secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (to the extent permitted by applicable law) (the provisions for the appointment of a receiver and assignment of rents Rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents Rents, when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities Obligations or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph subsection and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 2 contracts
Samples: Mortgage, Security Agreement, Assignment of Leases and Rents and Financing Statement (Gibraltar Packaging Group Inc), Mortgage, Security Agreement, Assignment of Leases and Rents and Financing Statement (Gibraltar Packaging Group Inc)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property Property, either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage Instrument by judicial action. Mortgagee may become the purchaser at any such foreclosure sale if it is the highest bidder. The court in which any proceeding is pending for the purpose of sale under or foreclosure or enforcement of this Mortgage, Instrument if such remedy is taken or any other court of competent jurisdiction, jurisdiction may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured herebySecured Obligations, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Secured Obligations hereby secured are made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure suit or enforcement suit proceeding for such sale and the full statutory period of redemption redemption, notwithstanding any redemption. The receiver, out of the Rents Rents, when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property or the Personal Property, and may pay all or any part of the Liabilities Secured Obligations or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this MortgageInstrument, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
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Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee After the occurrence of any Event of Default, Mortgagee, at its option, may proceed by any appropriate action or proceeding to (ia) immediately enforce payment of the Indebtedness pursuant to the Loan Documents, (b) enforce performance of any term of this Mortgage or any of the other Loan Documents, (c) enforce any other rights of Mortgagee with respect to the Indebtedness or the Mortgaged Property, (d) foreclose this Mortgage and sell the Mortgaged Property either in whole Property, as an entirety or in separate lots or parcels, as prescribed by under the State law, under power judgment or decree of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and (e) to the extent permitted by law, pursue the State law without noticepartial foreclosure of this Mortgage for any part of the Indebtedness then due and payable, subject to the continuing encumbrance of this Mortgage as security for the balance of the Indebtedness not then due, and (f) pursue any other right, power or remedy available to Mortgagee at law or in equity. Mortgagee may pursue any and all such actions or proceedings, at Mortgagee's option, either with or without requiring bondentry or taking possession and whether or not the Indebtedness or any part thereof shall have been declared to be immediately due and payable or shall otherwise be due. Mortgagee may pursue any and all such actions or proceedings without prejudice to Mortgagee's right thereafter to foreclose this Mortgage or to bring any other action or proceeding to enforce Mortgagee's rights, powers and without regard remedies with respect to the solvency Indebtedness or insolvency of any Person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due whether or thereafter accruing, and may make and pay not the basis for any reasonably necessary repairs to any and all portion(s) such subsequent action or proceeding shall be a default or Event of Default existing at the Mortgaged Property, and may pay all time such earlier action or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State lawproceeding was commenced.
Appears in 1 contract
Samples: Open End Mortgage Deed and Security Agreement (Griffin Land & Nurseries Inc)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency or insolvency of any Person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of receiver shall apply the Rents when collected, may pay reasonable costs incurred collected in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedingsaccordance with applicable State law. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 1 contract
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of salethe STATUTORY POWER OF SALE, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, Mortgage may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Loan hereby secured are is made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 1 contract
Mortgagee's Power of Enforcement. It (a) If an Event of Default occurs and is continuing, Mortgagee shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcelsentitled, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee upon and subject to the full extent permitted by terms and conditions of the State lawCredit Agreement, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, if and to the extent permitted by applicable legal requirements, to prepare and record on its own behalf a written declaration of default and demand for sale to cause the State law without noticeMortgaged Property to be sold to satisfy the obligations hereof.
(b) After the lapse of such time as may then be required by applicable legal requirements following the recordation of such written declaration, and notice of sale having been given as then required by applicable legal requirements, Mortgagee without requiring bonddemand on Mortgagor, shall, if and to the extent permitted by applicable legal requirements, sell the Mortgaged Property or any portion thereof at the time and place fixed by it in said notice and at the place designated by applicable legal requirements, either as a whole or in separate parcels and in such order as it may determine, at public auction to the highest bidder, for cash in lawful money of the United States payable at the time of sale. Mortgagee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Mortgagee may postpone such sale by public announcement at the time fixed by the preceding postponement. Mortgagee shall execute and deliver to the purchaser its deed, bill of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any Person, including Mortgagee, may bid at the sale.
(c) To the extent permitted by applicable legal requirements, after deducting all actual, documented out-of-pocket costs, fees and expenses of Mortgagee and of this Mortgage, including, without limitation, actual, out-of-pocket costs of evidence of title and reasonable out- of-pocket attorneys’ fees and other reasonable legal expenses of Mortgagee in connection with a sale, Mortgagee shall apply the proceeds of such sale to payment of all Obligations not then repaid, with accrued interest at the rate applicable to overdue principal set forth in the Credit Agreement to the payment of all other sums then secured hereby and the remainder, if any, to the Person or Persons legally entitled thereto.
(d) If any Event of Default occurs and is continuing, Mortgagee may, upon and subject to the terms and conditions of the Credit Agreement, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the solvency indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or insolvency proceeding to foreclose or any other action for any Event of Default existing at the time such earlier action was commenced, proceed by any Person liable for appropriate action or proceeding:
(1) to enforce payment of the Liabilities secured herebyNotes or other obligations under the Loan Documents, to the extent permitted by applicable legal requirements, or the performance of any term hereof or any other right; (2) to foreclose this Mortgage in any manner provided by applicable legal requirements for the foreclosure of mortgages or deeds of trust on real property, through either judicial or nonjudicial foreclosure procedures or processes pursuant to the laws of the State, and without regard to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the then laws of the State or under the judgment or decree of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all documented out-of-pocket costs and expenses incident thereto, including reasonable and documented out-of-pocket attorneys’ fees, appraisers’ fees, receiver’s costs and expenses, insurance, taxes, outlays for documentary and expert evidence, costs for preservation of the Mortgaged Property, stenographer’s charges, publication costs and costs of procuring all abstracts of title, title searches and examinations, guarantee policies and similar data and assurances with respect to title as Mortgagee may deem to be reasonably necessary either to prosecute such suit or to evidence to bidders at any sale which may be had pursuant to such decree the true condition of the title to or value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver for any other reasonable purpose; (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made3) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure exercise any or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out all of the Rents when collectedrights and remedies available to it under the Loan Documents; and (4) to pursue any other remedy available to it. Mortgagee shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may pay reasonable costs incurred determine.
(e) The remedies described in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and this Section 4.5 may make and pay for any reasonably necessary repairs be exercised with respect to any and all portion(s) of the Mortgaged Property, and may pay all or any part portion of the Liabilities or other sums secured Personal Property, either simultaneously with the sale of any real property encumbered hereby or any deficiency decree entered in such foreclosure or enforcement proceedingsindependent thereof. Upon or the occurrence and during the continuance of an Event of Default, Mortgagee shall at any time after the filing of a suit be permitted to foreclose proceed with respect to all or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession any portion of the Mortgaged Personal Property with in any manner permitted by the same power granted UCC. Xxxxxxxxx agrees that Mortgagee’s inclusion of all or any portion of the Personal Property (and all personal property that is subject to a receiver pursuant security interest in favor, or for the benefit, of Mortgagee) in a sale or other remedy exercised with respect to this subparagraph and with all other rights and privileges the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of a mortgagee-in-possession under applicable State lawsuch property.
Appears in 1 contract
Samples: Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (Allegiant Travel CO)
Mortgagee's Power of Enforcement. It (a) If an Actionable Default occurs and is continuing, Mortgagee for the benefit of the Secured Parties shall be lawful entitled, at its option and in its sole and absolute discretion, to institute a proceeding or proceedings for Mortgagee to (i) immediately sell the complete foreclosure of this Mortgage in which case the Mortgaged Property either or any interest therein may be sold for cash or upon credit in whole one or more parcels or in separate several interests or portions and in any order or manner in accordance with the laws of the jurisdiction in which such Mortgaged Property is located, and sell for cash or upon credit the Mortgaged Property or any part thereof and all estate, claim, demand, right, title and interest of Mortgagor therein and rights of redemption thereof, pursuant to the provisions contained herein or as otherwise permitted in accordance with the laws of the jurisdiction in which such Mortgaged Property is located, at one or more sales, as an entity or in parcels, at such time and place, upon such terms and after such notice thereof as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent may be required or permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds laws of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial actionthe State. The court in which any proceeding is pending Mortgagee for the purpose benefit of foreclosure or enforcement the Secured Parties may require Mortgagor to pay monthly in advance to Mortgagee for the benefit of this Mortgagethe Secured Parties, or any other court of competent jurisdictionreceiver appointed to collect the Rents, may, at once or at any time thereafter, either before or after sale, the fair and to reasonable rental value for the extent permitted by the State law without notice, use and without requiring bond, and without regard to the solvency or insolvency occupation of any Person liable for payment portion of the Liabilities secured hereby, Mortgaged Property occupied by Mortgagor and without regard require Mortgagor to the then value vacate and surrender possession to Mortgagee of the Mortgaged Property or to such receiver and, in default thereof, evict Mortgagor by summary proceedings or otherwise. It shall be a condition precedent to any sale or transfer of the occupancy Mortgaged Property or any part thereof as to any purchaser or transferee, that such purchaser or transferee enter into an assumption agreement substantially in the form of the assumption and adoption dated May 9, 2005 which is one of the Crest Settlement Documents unless, at the time of each such transfer, Cheniere or any of its direct or indirect affiliates, joint ventures, and subsidiaries that are involved in the LNG business have under contract at one or more LNG facilities it retains, the right and obligation to process and receive a homesteadtariff for processing at least one Bcf of gas per day, appoint for a receiver period of at least five years following such transfer of assets. To the extent any purchaser or transferee is required to enter into any such assumption agreement, it shall be assigned the benefits of the Crest Cheniere Indemnity.
(the provisions for the appointment of a receiver b) If any Actionable Default occurs and assignment of rents being an express condition upon which the Loans hereby secured are made) is continuing, Mortgagee for the benefit of Mortgagee and the other Secured PartiesParties may, either with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due without entry or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) taking possession of the Mortgaged Property, and may pay all without regard to whether or any part of not the Liabilities or indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (b) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such foreclosure amount as shall be awarded by the court; (c) to the extent not prohibited by the laws of the State, to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Secured Debt Documents; and (d) to pursue any other remedy available to it. Upon Mortgagee shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may determine.
(c) The remedies described in this Section may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee for the benefit of the Secured Parties shall at any time after the filing of a suit be permitted to foreclose proceed with respect to all or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession any portion of the Mortgaged Property UCC Collateral in any manner permitted by the UCC. Mortgagor agrees that Mortgagee’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the same power granted to real property encumbered hereby, as permitted by the UCC, is a receiver pursuant to this subparagraph and with all other rights and privileges commercially reasonable disposition of a mortgagee-in-possession under applicable State lawsuch property.
Appears in 1 contract
Samples: Multiple Indebtedness Mortgage (Cheniere Energy Inc)
Mortgagee's Power of Enforcement. It 3.4.1 If an Actionable Default occurs and is continuing, Mortgagee shall be lawful entitled, at its option and in its sole and absolute discretion, to institute a proceeding or proceedings, judicial or nonjudicial, by advertisement or otherwise, for Mortgagee to (i) immediately sell the complete foreclosure of this Mortgage in which case the Mortgaged Property either or any interest therein may be sold for cash or upon credit in whole one or more parcels or in separate several interests or portions and in any order or manner in accordance with the laws of the State, and sell for cash or upon credit the Mortgaged Property or any part thereof and all estate, claim, demand, right, title and interest of Mortgagor therein and rights of redemption thereof, pursuant to the power of sale contained herein or otherwise, at one or more sales, as an entirety or in parcels, at such time and place, upon such terms and after such notice thereof as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent may be required or permitted by the State law, and thereupon, laws of the State. Mortgagee may require Mortgagor to make and execute pay monthly in advance to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this MortgageMortgagee, or any other court of competent jurisdictionreceiver appointed to collect the Rents, may, at once or at any time thereafter, either before or after sale, the fair and to reasonable rental value for the extent permitted by the State law without notice, use and without requiring bond, and without regard to the solvency or insolvency occupation of any Person liable for payment portion of the Liabilities secured hereby, Mortgaged Property occupied by Mortgagor and without regard require Mortgagor to the then value vacate and surrender possession to Mortgagee of the Mortgaged Property or to such receiver and, in default thereof, evict Mortgagor by summary proceedings or otherwise.
3.4.2 After deducting all Protective Advances made by Mortgagee, Mortgagee shall apply the occupancy thereof as a homesteadproceeds of any sale to the payment of all sums expended under the terms hereof not then repaid, appoint a receiver (with accrued interest at the provisions for default rate provided in Section 3.16 hereof, then to the appointment payment of a receiver all other sums then secured hereby and assignment the remainder, if any, to the person or persons legally entitled thereto, in each case in accordance with the terms of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee Collateral Trust Agreement and the other Secured PartiesDebt Documents.
3.4.3 If any Actionable Default occurs and is continuing, Mortgagee may, either with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due without entry or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) taking possession of the Mortgaged Property, and may pay all without regard to whether or any part of not the Liabilities or indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (b) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys' fees in such foreclosure amount as shall be awarded by the court; (c) to the extent not prohibited by the laws of the State, to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Secured Debt Documents; and (d) to pursue any other remedy available to it. Upon Mortgagee shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may determine.
3.4.4 The remedies described in this Section may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee shall at any time after be permitted to proceed with respect to all or any portion of the filing Real Property and the UCC Collateral in any manner permitted by the UCC. Mortgagor agrees that Mortgagee's inclusion of all or any portion of the UCC Collateral in a suit sale or other remedy exercised with respect to foreclose the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.
3.4.5 Notwithstanding any other provision contained in this Section 3.4 or enforce this Mortgage, it is the court intention of Mortgagor and Mortgagee that the enforcement of the terms and provisions of this Mortgage shall be accomplished in which accordance with the Illinois Mortgage Foreclosure Law (the "Act"), 735 ILCS 5/15-1101 et seq., and with respect to such suit is filed Act, Mortgagor agrees and covenants that:
(a) Mortgagor and Mortgagee shall have full power the benefit of all of the provisions of the Act, including all amendments thereto which may become effective from time to enter an order placing time after the date hereof. In the event any provision of the Act which is specifically referred to herein may be repealed, Mortgagee shall have the benefit of such provision as most recently existing prior to such repeal, as though the same were incorporated herein by express reference;
(b) Wherever provision is made in this Mortgage and the other Secured Debt Documents for insurance policies to bear mortgagee clauses or other loss payable clauses or endorsements in favor of Mortgagee, or to confer authority upon Mortgagee to settle or participate in the settlement of losses under policies of insurance or to hold and disburse or otherwise control use of insurance proceeds, from and after the entry of judgment of foreclosure, all such rights and powers of the Mortgagee shall continue in the Mortgagee as judgment creditor or mortgagee until confirmation of sale;
(c) In addition to any provision of this Mortgage authorizing the Mortgagee to take or be placed in possession of the Mortgaged Property, or for the appointment of a receiver, if an Actionable Default has occurred and is continuing, Mortgagee shall have the right, in accordance with Sections 15-1701 and 15-1702 of the Act, to be placed in the possession of the Mortgaged Property or at its request to have a receiver appointed, and such receiver, or Mortgagee, if and when placed in possession, shall have, in addition to any other powers provided in this Mortgage, all rights, powers, immunities, and duties and provisions set forth in Sections 15-1701 and 15-1703 of the Act;
(d) Mortgagor acknowledges that the Mortgaged Property does not constitute "agricultural real estate", as said term is defined in Section 15-1201 of the Act or "residential real estate" as defined in Section 15-1219 of the Act;
(e) Mortgagor hereby voluntarily and knowingly waives its statutory rights to reinstatement and redemption pursuant to 735 ILCS Section 5/15-1601(b);
(f) All advances, disbursements and expenditures made or incurred by Mortgagee before and during a foreclosure, and before and after judgment of foreclosure, and at any time prior to sale and, where applicable, after sale, and during the pendency of any related proceedings, for the following purposes, in addition to those otherwise authorized by the Mortgage, or the Credit Agreement or by the Act (collectively "Protective Advances"), shall have the benefit of all applicable provisions of the Act, including those provisions of the Act herein below referred to:
(i) all advances by Mortgagee in accordance with the same power granted terms of the Mortgage or the Credit Agreement to: (A) preserve, maintain, repair, restore or rebuild the improvements upon the Mortgaged Property; (B) preserve the lien of the Mortgage or the priority thereof; or (C) enforce the Mortgage, as referred to in Subsection (b) (5) of Section 5/15-1302 of the Act;
(ii) payments by Mortgagee of (A) when due installments of principal, interest or other obligations in accordance with the terms of any senior mortgage or other prior lien or encumbrances; (B) when due installments of real estate taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever which are assessed or imposed upon the Mortgage Property or any part thereof; (C) other obligations authorized by the Mortgage; or (D) with court approval, any other amounts in connection with other liens, encumbrances or interests reasonably necessary to preserve the status of title, as referred to in Section 5/15-1505 of the Act;
(iii) advances by Mortgagee in settlement or compromise of any claims asserted by claimants under senior mortgages or any other prior liens;
(iv) attorneys' fees and other costs incurred: (A) in connection with the foreclosure of the Mortgage as referred to in Section 5/15-1504(d)(2) and 5/15-1510 of the Act; (B) in connection with any action, suit or proceeding brought by or against the Mortgagee for the enforcement of the Mortgage or arising from the interest of the Mortgagee hereunder; or (C) in preparation for or in connection with the commencement, prosecution or defense of any other action related to the Mortgage or the Mortgaged Property;
(v) Mortgagee's fees and costs, including attorneys' fees, arising between the entry of judgment of foreclosure and the confirmation hearings as referred to in Section 5/15-1508 (b) (1) of the Act;
(vi) expenses deductible from proceeds of sale as referred to in Section 5/15-1512 (a) and (b) of the Act; and
(vii) expenses incurred and expenditures made by Mortgagee for any one or more of the following: (A) premiums for casualty and liability insurance paid by Mortgagee whether or not Mortgagee or a receiver is in possession, if reasonably required in reasonable amounts, and all renewals thereof, without regard to the limitation to maintaining of existing insurance in effect at the time any receiver or mortgagee takes possession of the Mortgaged Property imposed by Section 5/15-1704 (c) (1) of the Act; (B) repair or restoration of damage or destruction in excess of available insurance proceeds or condemnation awards; (C) payments deemed by Mortgagee to be required for the benefit of the Mortgaged Property or required to be made by the owner of the Mortgaged Property under any grant or declaration of easement, easement agreement, agreement with any adjoining land owners or instruments creating covenants or restrictions for the benefit of or affecting the Mortgaged Property; (D) shared or common expense assessments payable to any association or corporation in which Mortgagee is a member in any way affecting the Mortgaged Property; (E) payments required to be paid by Mortgagor or Mortgagee pursuant to any lease or other agreement for occupancy of the Mortgaged Property; and (F) if the Mortgage is insured, payment of Federal Housing Administration or private mortgage insurance required to keep such insurance in force;
(g) All Protective Advances shall be additional Secured Obligations secured by this subparagraph Mortgage, and shall become immediately due and payable without notice and with interest thereon from the date of the advance until paid at the rate of interest payable after default under the terms of the Note; and
(h) This Mortgage shall be a lien for all other rights Protective Advances as to subsequent purchasers and privileges judgment creditors from the time this Mortgage is recorded pursuant to Subsection (b) (5) of a mortgageeSection 5/15-in-possession under applicable State law1302 of the Act.
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Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, Mortgage may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Loan hereby secured are is made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-in- possession under applicable State law.
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Mortgagee's Power of Enforcement. It shall be lawful for (a) After deducting all costs, fees and expenses of Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court including, without limitation, costs of competent jurisdiction, may, at once or at any time thereafter, either before or after evidence of title and reasonable attorneys’ fees of Mortgagee in connection with a sale, and Mortgagee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate (to the extent permitted by the State law without notice, and without requiring bond, and without regard applicable) to the solvency or insolvency of any Person liable for payment of the Liabilities all other sums then secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liensremainder, if any, to the person or persons legally entitled thereto as provided under applicable law.
(b) Subject to compliance with applicable Gaming Laws, if any Event of Default occurs and taxesis continuing, assessmentsMortgagee may, water and other utilities and insurance, then due either with or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) without entry or taking possession of the Mortgaged Property, and may pay all without regard to whether or any part of not the Liabilities or indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (1) to enforce payment of the Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (2) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of New Jersey or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such foreclosure amount as shall be awarded by the court; (3) to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Indebtedness Documents, including the Credit Agreement and the Indenture; and (4) to pursue any other remedy available to it. Upon Mortgagee may take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both.
(c) The remedies described in this Section 4.5 may be exercised with respect to all or any portion of the Personal Property, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee shall at any time after the filing of a suit be permitted to foreclose proceed with respect to all or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession any portion of the Mortgaged Personal Property with in any manner permitted by the same power granted UCC. Mortgagor agrees that Mortgagee’s inclusion of all or any portion of the Personal Property (and all personal property that is subject to a receiver pursuant security interest in favor, or for the benefit, of Mortgagee) in a sale or other remedy exercised with respect to this subparagraph and with all other rights and privileges the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of a mortgagee-in-possession under applicable State lawsuch property.
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Mortgagee's Power of Enforcement. It 3.3.1 If an Event of Default shall have occurred, Mortgagee may, but shall not be lawful for Mortgagee to (i) immediately obligated to, sell the Mortgaged Property either or any part of the Mortgaged Property at public sale or sales before the door of the courthouse of the county in whole which the Mortgaged Property or in separate parcelsany part of the Mortgaged Property is situated, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by highest bidder for cash, in order to pay the State lawindebtedness secured hereby and accrued interest thereon and insurance premiums, liens, assessments, taxes and charges, including utility charges, if any, with accrued interest thereon, and thereuponall expenses of the sale and of all proceedings in connection therewith, to make including reasonable attorneys' fees actually incurred, after advertising the time, place and execute to any purchaser(sterms of sale once a week for four (4) thereof deeds of conveyance pursuant to applicable law or weeks immediately preceding such sale (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and but without regard to the solvency or insolvency number of days) in a newspaper in which Sheriff's sales are advertised in said county. At any Person liable for payment of the Liabilities secured herebysuch public sale, Mortgagee may, but shall not be obligated to, execute and without regard deliver to the then value purchaser a conveyance of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation part of the Mortgaged PropertyProperty in fee simple, prior with full warranties of title (or without warranties if Mortgagee shall so elect) and subordinate to this end, Mortgagor hereby constitutes and appoints Mortgagee the agent and attorney-in-fact of Mortgagor to make such sale and conveyance, and thereby to divest Mortgagor of all right, title, interest, equity and equity of redemption that Mortgagor may have in and to the Mortgaged Property and to vest the same in the purchaser or purchasers at such sale or sales, and all the acts and doings of said agent and attorney-in-fact are hereby ratified and confirmed and any recitals in said conveyance or conveyances as to facts essential to a valid sale shall be binding upon Mortgagor. The aforesaid power of sale and agency hereby granted are coupled with an interest and are irrevocable by dissolution, insolvency or otherwise, are granted as cumulative of the other remedies provided hereby or by law for collection of the indebtedness secured hereby and shall not be exhausted by one exercise thereof but may be exercised until full payment of all indebtedness secured hereby. In the event of any such foreclosure sale by Mortgagee, Mortgagor shall be deemed a tenant holding over and shall forthwith deliver possession to the purchaser or purchasers at such sale or be summarily dispossessed according to provisions of law applicable to tenants holding over.
3.3.2 Mortgagee may adjourn from time to time any sale by it to be made under or by virtue of this Mortgage by announcement at the time and place appointed for such sale or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision of law, Mortgagee, without further notice or publication, may make such sale at the time and place to which the same shall be so adjourned.
3.3.3 Upon any sale made under or by virtue of this Section 3.3 (whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale), Mortgagee may bid for and acquire the Mortgaged Property or any part thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting upon the indebtedness the net sales price after deducting therefrom the expenses of the sale and the costs of the action and any other sums which Mortgagee is authorized to deduct under this Mortgage.
3.3.4 No recovery of any judgment by Xxxxxxxxx and no levy of an execution under any judgment upon the Mortgaged Property or upon any other property of Mortgagor shall affect in any manner or to any extent, the lien and title of this Mortgage upon the Mortgaged Property or any part thereof, or any liens, if anytitles, rights, powers or remedies of Mortgagee hereunder, but such liens, titles, rights, powers and taxesremedies of Mortgagee shall continue unimpaired as before.
3.3.5 Mortgagee is authorized, assessmentsbut shall not be obligated, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for to foreclose this Mortgage subject to the rights of any reasonably necessary repairs to any and all portion(s) tenants of the Mortgaged Property, and may pay the failure to make any such tenants parties to any such foreclosure proceedings and to foreclose their rights will not be, nor be asserted to be by Xxxxxxxxx, a defense to any proceedings instituted by Mortgagee to collect the sums secured hereby.
3.3.6 After deducting all costs, fees and expenses of Mortgagee and of this Mortgage, including, without limitation, costs of evidence of title and reasonable attorneys' fees of Mortgagee in connection with a sale, Mortgagee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate then to the payment of all other sums then secured hereby and the remainder, if any, to the person or persons legally entitled thereto.
3.3.7 If any part Event of Default occurs and is continuing, Mortgagee may, either with or without entry or taking possession of the Liabilities Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (1) to enforce payment of the Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (2) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages or deeds of trust or deeds to secure debt on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof upon executory or ordinary process and pursuant to the laws of the State or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys' fees in such foreclosure amount as shall be awarded by the court; (3) to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Secured Debt Documents; and (4) to pursue any other remedy available to it. Upon Mortgagee may take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may determine.
3.3.8 The remedies described in this Section 3.3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee may at any time after the filing of a suit be permitted to foreclose proceed with respect to all or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession any portion of the Mortgaged Property UCC Collateral in any manner permitted by the UCC. Xxxxxxxxx agrees that Mortgagee's inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the same power granted to real property encumbered hereby, as permitted by the UCC, is a receiver pursuant to this subparagraph and with all other rights and privileges commercially reasonable disposition of a mortgagee-in-possession under applicable State lawsuch property.
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Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State lawLaw, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, Mortgage may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities obligations secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents Rents being an express condition upon which the Loans Loans, hereby secured are is made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation on of the Mortgaged Real Estate Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property, and may pay all or any part of the Liabilities Obligations or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement Foreclosure proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have the full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
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Samples: Real Estate Mortgage
Mortgagee's Power of Enforcement. It Notwithstanding any contrary provisions of the Loan Documents, the following special provisions shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee apply to the full extent permitted by enforcement of this Mortgage:
(a) After an Event of Default, the State lawMortgagee may either: (a) declare the indebtedness, without deduction and without notice, to be immediately due, and thereupon, the Mortgagee will be entitled to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial actionproceeding; or (b) after any notice to the Mortgagor required by the Oklahoma Power of Sale Mortgage Foreclosure Act, declare the indebtedness, without deduction, to be immediately due, and the Mortgagee will be entitled to foreclose this Mortgage by power of sale pursuant to the provisions of the Oklahoma Power of Sale Mortgage Foreclosure Act. The court Mortgagor hereby confers on the Mortgagee and grants to the Mortgagee the power to sell the Mortgaged Premises. After an Event of Default, the Mortgagee will be entitled to exercise all further and additional remedies as might now or hereafter be accorded to the Mortgagee at law or in equity. Whether the Mortgagee elects to foreclose this Mortgage by judicial proceedings or by power of sale, the Mortgagee will, immediately after an Event of Default, be entitled to the possession of the Mortgaged Premises and the rents and profits thereof, and will be entitled to have a receiver appointed to take possession of the Mortgaged Premises without notice (which notice the Mortgagor hereby waives) and without the obligation of the Mortgagee to demonstrate cause for such appointment of a receiver, notwithstanding any proceeding contrary provision contained in this Mortgage or any law heretofore or hereafter in effect. Any sale made by the Mortgagee hereunder may be as an entirety or in such parcels as the Mortgagee may determine, and any sale may be adjourned by announcement at the time and place appointed for such sale without further notice except as may be required by law. The sale by the Mortgagee of less than the whole of the Mortgaged Premises shall not exhaust the power of sale herein granted, and the Mortgagee is pending for specifically empowered to make successive sales under such power until the purpose whole of foreclosure the Mortgaged Premises is sold; and, if the proceeds of a sale of less than the whole of the Mortgaged Premises is less than the total amount of the indebtedness, this Mortgage and the lien hereof will remain in full force and effect as to the unsold portion of the Mortgaged Premises as though no sale had been made; provided, however, the Mortgagor will never have any right to require the sale of less than the whole of the Mortgaged Premises. The power of sale granted to the Mortgagee will not be exhausted by any sale held by the Mortgagee and such power of sale may be exercised from time to time and as many times as the Mortgagee deems necessary until all of the Mortgaged Premises has been sold and all indebtedness has been fully paid. If any sale hereunder is not completed or enforcement is defective in the opinion of this Mortgagethe Mortgagee, the Mortgagee will have the right to cause a subsequent sale or sales to be made hereunder. All written statements of fact made by the Mortgagee as to nonpayment of the indebtedness, or as to the occurrence of any default, or as to Mortgagee having declared all of the indebtedness to be due and payable, or as to the request to sell, or as to notice of time, place and terms of sale or of the properties to be sold having been duly given, or as to any other court act or thing having been duly done by the Mortgagee will be taken as prima facie evidence of competent jurisdictionthe truth of the facts so stated.
(b) Notwithstanding any contrary provision contained in any Loan Document, mayappraisement of the Mortgaged Premises is hereby expressly waived, or not, at once the option of the Mortgagee with such option to be exercised at the time judgment is rendered in any judicial foreclosure proceeding or at any time thereafterprior thereto."
(c) To the full extent that it may be lawfully so agreed, either before Mortgagor, for itself and for all who may claim under Xxxxxxxxx, agrees that Xxxxxxxxx will not at any time insist upon, plead, claim, or after sale, and to take the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency benefit or insolvency advantage of any Person liable for payment stay, extension, or redemption law now or hereafter in force, in order to prevent or hinder the enforcement of this Mortgage or the Liabilities secured hereby, and without regard to the then value sale of the Mortgaged Property Premises, or any part thereof, pursuant thereto or the occupancy possession thereof by any purchaser at any such sale, but Mortgagor, for itself and all who may claim under it, insofar as a homesteadMortgagor now or hereafter lawfully may, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for waives the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during all such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State lawlaws.
Appears in 1 contract
Samples: First Mortgage, Security Agreement and Fixture Filing (Cole Credit Property Trust III, Inc.)
Mortgagee's Power of Enforcement. It If an Actionable Default occurs and is continuing, Mortgagee shall be lawful entitled, at its option and in its sole and absolute discretion, to institute a proceeding or proceedings, judicial or nonjudicial, by advertisement or otherwise, for Mortgagee to (i) immediately sell the complete foreclosure of this Mortgage in which case the Mortgaged Property either or any interest therein may be sold for cash or upon credit in whole one or more parcels or in separate several interests or portions and in any order or manner in accordance with the laws of the State, and sell for cash or upon credit the Mortgaged Property or any part thereof and all estate, claim, demand, right, title and interest of Mortgagor therein and rights of redemption thereof, pursuant to the power of sale contained herein or otherwise, at one or more sales, as an entirety or in parcels, at such time and place, upon such terms and after such notice thereof as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent may be required or permitted by the State law, and thereupon, laws of the State. Mortgagee may require Mortgagor to make and execute pay monthly in advance to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this MortgageMortgagee, or any other court of competent jurisdictionreceiver appointed to collect the Rents, may, at once or at any time thereafter, either before or after sale, the fair and to reasonable rental value for the extent permitted by the State law without notice, use and without requiring bond, and without regard to the solvency or insolvency occupation of any Person liable for payment portion of the Liabilities secured hereby, Mortgaged Property occupied by Mortgagor and without regard require Mortgagor to the then value vacate and surrender possession to Mortgagee of the Mortgaged Property or to such receiver and, in default thereof, evict Mortgagor by summary proceedings or otherwise.
3.4.1 After deducting all Protective Advances made by Mortgagee, Mortgagee shall apply the occupancy thereof as a homesteadproceeds of any sale to the payment of all sums expended under the terms hereof not then repaid, appoint a receiver (with accrued interest at the provisions for default rate provided in Section 3.16 hereof, then to the appointment payment of a receiver all other sums then secured hereby and assignment the remainder, if any, to the person or persons legally entitled thereto, in each case in accordance with the terms of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee Collateral Trust Agreement and the other Secured PartiesDebt Documents.
3.4.2 If any Actionable Default occurs and is continuing, Mortgagee may, either with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due without entry or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) taking possession of the Mortgaged Property, and may pay all without regard to whether or any part of not the Liabilities or indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (b) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys' fees in such foreclosure amount as shall be awarded by the court; (c) to the extent not prohibited by the laws of the State, to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Secured Debt Documents; and (d) to pursue any other remedy available to it. Upon Mortgagee shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may determine.
3.4.3 The remedies described in this Section may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee shall at any time after be permitted to proceed with respect to all or any portion of the filing Real Property and the UCC Collateral in any manner permitted by the UCC. Mortgagor agrees that Mortgagee's inclusion of all or any portion of the UCC Collateral in a suit sale or other remedy exercised with respect to foreclose the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.
3.4.4 Notwithstanding any other provision contained in this Section 3.4 or enforce this Mortgage, it is the court intention of Mortgagor and Mortgagee that the enforcement of the terms and provisions of this Mortgage shall be accomplished in which accordance with the Illinois Mortgage Foreclosure Law (the "Act"), 735 ILCS 5/15-1101 et seq., and with respect to such suit is filed Act, Mortgagor agrees and covenants that:
(a) Mortgagor and Mortgagee shall have full power the benefit of all of the provisions of the Act, including all amendments thereto which may become effective from time to enter an order placing time after the date hereof. In the event any provision of the Act which is specifically referred to herein may be repealed, Mortgagee shall have the benefit of such provision as most recently existing prior to such repeal, as though the same were incorporated herein by express reference;
(b) Wherever provision is made in this Mortgage and the other Secured Debt Documents for insurance policies to bear mortgagee clauses or other loss payable clauses or endorsements in favor of Mortgagee, or to confer authority upon Mortgagee to settle or participate in the settlement of losses under policies of insurance or to hold and disburse or otherwise control use of insurance proceeds, from and after the entry of judgment of foreclosure, all such rights and powers of the Mortgagee shall continue in the Mortgagee as judgment creditor or mortgagee until confirmation of sale;
(c) In addition to any provision of this Mortgage authorizing the Mortgagee to take or be placed in possession of the Mortgaged Property, or for the appointment of a receiver, if an Actionable Default has occurred and is continuing, Mortgagee shall have the right, in accordance with Sections 15-1701 and 15-1702 of the Act, to be placed in the possession of the Mortgaged Property or at its request to have a receiver appointed, and such receiver, or Mortgagee, if and when placed in possession, shall have, in addition to any other powers provided in this Mortgage, all rights, powers, immunities, and duties and provisions set forth in Sections 15-1701 and 15-1703 of the Act;
(d) Mortgagor acknowledges that the Mortgaged Property does not constitute "agricultural real estate", as said term is defined in Section 15-1201 of the Act or "residential real estate" as defined in Section 15-1219 of the Act;
(e) Mortgagor hereby voluntarily and knowingly waives its statutory rights to reinstatement and redemption pursuant to 735 ILCS Section 5/15-1601(b);
(f) All advances, disbursements and expenditures made or incurred by Mortgagee before and during a foreclosure, and before and after judgment of foreclosure, and at any time prior to sale and, where applicable, after sale, and during the pendency of any related proceedings, for the following purposes, in addition to those otherwise authorized by the Mortgage, or the Credit Agreement or by the Act (collectively "Protective Advances"), shall have the benefit of all applicable provisions of the Act, including those provisions of the Act herein below referred to:
(i) all advances by Mortgagee in accordance with the same power granted terms of the Mortgage or the Credit Agreement to: (A) preserve, maintain, repair, restore or rebuild the improvements upon the Mortgaged Property; (B) preserve the lien of the Mortgage or the priority thereof; or (C) enforce the Mortgage, as referred to in Subsection (b) (5) of Section 5/15-1302 of the Act;
(ii) payments by Mortgagee of (A) when due installments of principal, interest or other obligations in accordance with the terms of any senior mortgage or other prior lien or encumbrances; (B) when due installments of real estate taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever which are assessed or imposed upon the Mortgage Property or any part thereof; (C) other obligations authorized by the Mortgage; or (D) with court approval, any other amounts in connection with other liens, encumbrances or interests reasonably necessary to preserve the status of title, as referred to in Section 5/15-1505 of the Act;
(iii) advances by Mortgagee in settlement or compromise of any claims asserted by claimants under senior mortgages or any other prior liens;
(iv) attorneys' fees and other costs incurred: (A) in connection with the foreclosure of the Mortgage as referred to in Section 5/15-1504(d)(2) and 5/15-1510 of the Act; (B) in connection with any action, suit or proceeding brought by or against the Mortgagee for the enforcement of the Mortgage or arising from the interest of the Mortgagee hereunder; or (C) in preparation for or in connection with the commencement, prosecution or defense of any other action related to the Mortgage or the Mortgaged Property;
(v) Mortgagee's fees and costs, including attorneys' fees, arising between the entry of judgment of foreclosure and the confirmation hearings as referred to in Section 5/15-1508 (b) (1) of the Act;
(vi) expenses deductible from proceeds of sale as referred to in Section 5/15-1512 (a) and (b) of the Act; and
(vii) expenses incurred and expenditures made by Mortgagee for any one or more of the following: (A) premiums for casualty and liability insurance paid by Mortgagee whether or not Mortgagee or a receiver is in possession, if reasonably required in reasonable amounts, and all renewals thereof, without regard to the limitation to maintaining of existing insurance in effect at the time any receiver or mortgagee takes possession of the Mortgaged Property imposed by Section 5/15-1704 (c) (1) of the Act; (B) repair or restoration of damage or destruction in excess of available insurance proceeds or condemnation awards; (C) payments deemed by Mortgagee to be required for the benefit of the Mortgaged Property or required to be made by the owner of the Mortgaged Property under any grant or declaration of easement, easement agreement, agreement with any adjoining land owners or instruments creating covenants or restrictions for the benefit of or affecting the Mortgaged Property; (D) shared or common expense assessments payable to any association or corporation in which Mortgagee is a member in any way affecting the Mortgaged Property; (E) payments required to be paid by Mortgagor or Mortgagee pursuant to any lease or other agreement for occupancy of the Mortgaged Property; and (F) if the Mortgage is insured, payment of Federal Housing Administration or private mortgage insurance required to keep such insurance in force;
(g) All Protective Advances shall be additional Secured Obligations secured by this subparagraph Mortgage, and shall become immediately due and payable without notice and with interest thereon from the date of the advance until paid at the rate of interest payable after default under the terms of the Note; and
(h) This Mortgage shall be a lien for all other rights Protective Advances as to subsequent purchasers and privileges judgment creditors from the time this Mortgage is recorded pursuant to Subsection (b) (5) of a mortgageeSection 5/15-in-possession under applicable State law1302 of the Act.
Appears in 1 contract
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage Instrument by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, Instrument if such remedy is taken or any other court of competent jurisdiction, jurisdiction may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured herebySecured Obligations, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Secured Obligations hereby secured are made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure suit or enforcement suit proceeding for such sale and the full statutory period of redemption redemption, notwithstanding any redemption. The receiver, out of the Rents Rents, when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property or the Personal Property, and may pay all or any part of the Liabilities Secured Obligations or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this MortgageInstrument, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 1 contract
Samples: Second Open End Mortgage, Assignment of Leases and Rents and Security Agreement (Marconi Corp PLC)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee Subject to the full extent permitted by rights of the State lawIndenture Trustee under the Indenture, the terms of the Existing Letter of Credit Agreements and thereuponthe terms of the Credit Agreement, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency or insolvency occurrence of any Person liable for Event of Default, Mortgagee may proceed by any appropriate judicial or non-judicial action or proceeding to (a) enforce payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities Secured Obligations in accordance with the Loan Documents to which Mortgagor is a party, (b) declare the entire balance of any or other sums secured all of the Secured Obligations to be immediately due and payable without presentment, demand, protest or notice of any kind (all of which are hereby expressly waived by Mortgagor), (c) enforce performance of any term of this Mortgage or any deficiency of the other Loan Documents to which Mortgagor is a party, (d) enforce any other rights of Mortgagee with respect to the Secured Obligations, the Property or any other security for the Secured Obligations, (e) foreclose this Mortgage and sell, or cause the sale of, the Property, as an entirety or in separate parts, pursuant to any power of sale now or hereafter permitted by law, or pursuant to the judgment, order or decree entered of any court of competent jurisdiction, (f) to the extent permitted by law, pursue the partial foreclosure of this Mortgage for any part of the Secured Obligations then due and payable, subject to the continuing encumbrance of this Mortgage as security for the balance of the Secured Obligations not then due, (g) advance sums, in an amount to be determined by Mortgagee in its sole discretion, to satisfy any or all of Mortgagor's obligations under the Loan Documents to which Mortgagor is a party, or (h) pursue any other rights, powers and remedies available to Mortgagee, at law or in equity, in connection with the Secured Obligations, the Property or any other security for the Secured Obligations. Mortgagee shall be entitled to collect from Mortgagor all costs, charges and expenses, including reasonable attorneys' fees and expenses, incurred in connection with the exercise of any of the foregoing remedies, even if redemption is had by Mortgagor after foreclosure proceedings have begun. After the occurrence of any Event of Default, Mortgagee may pursue any or all such actions or proceedings, at Mortgagee's option, separately or concurrently and in such foreclosure order as Mortgagee may desire, either with or enforcement proceedingswithout entry or taking possession and whether or not all or any part of the Secured Obligations shall have been declared to be immediately due and payable or shall otherwise be due. Upon After the occurrence of any Event of Default, Mortgagee may pursue any and all such actions or at any time after the filing of a suit proceedings without prejudice to Mortgagee's right thereafter to foreclose this Mortgage and without prejudice to any right of Mortgagee thereafter to proceed by any other action or proceeding to enforce any or all rights, powers and remedies of Mortgagee with respect to the Secured Obligations, the Property or any other security for the Secured Obligations, even if the basis for any such subsequent action or proceeding is an Event of Default which existed at the time such earlier action or proceeding was commenced. Lenders have granted to Mortgagee the express and exclusive authority to enforce this Mortgage. Lenders agree to cooperate with, the court in which such suit is filed shall have and give their full power to enter an order placing assistance to, Mortgagee in possession connection with its enforcement of the Mortgaged Property with the same power granted to a receiver Mortgage pursuant to this subparagraph and Section 2.2 including, without limitation, assigning any Revolving Loan Notes or Auction Notes then held by such Lenders to the Mortgagee in connection with all other rights and privileges the foreclosure of a mortgagee-in-possession under applicable State lawthe Mortgage.
Appears in 1 contract
Mortgagee's Power of Enforcement. It (a) If an Event of Default occurs and is continuing, Mortgagee shall be lawful entitled, at its option and in its sole and absolute discretion, to institute a proceeding or proceedings, judicial or nonjudicial, by advertisement or otherwise, for Mortgagee to (i) immediately sell the complete foreclosure of this Mortgage in which case the Mortgaged Property either or any interest therein may be sold for cash or upon credit in whole one or more parcels or in separate several interests or portions and in any order or manner in accordance with the laws of the jurisdiction in which such Mortgaged Property is located, and sell for cash or upon credit the Mortgaged Property or any part thereof and all estate, claim, demand, right, title and interest of Mortgagor therein and rights of redemption thereof, pursuant to the power of sale contained herein or otherwise, at one or more sales, as an entity or in parcels, at such time and place, upon such terms and after such notice thereof as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent may be required or permitted by the State law, and thereupon, laws of the State. Mortgagee may require Mortgagor to make and execute pay monthly in advance to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this MortgageMortgagee, or any other court of competent jurisdictionreceiver appointed to collect the Rents, may, at once or at any time thereafter, either before or after sale, the fair and to reasonable rental value for the extent permitted by the State law without notice, use and without requiring bond, and without regard to the solvency or insolvency occupation of any Person liable for payment portion of the Liabilities secured hereby, Mortgaged Property occupied by Mortgagor and without regard require Mortgagor to the then value vacate and surrender possession to Mortgagee of the Mortgaged Property or the occupancy thereof as a homesteadto such receiver and, appoint a receiver in default thereof, evict Mortgagor by summary proceedings or otherwise.
(the provisions for the appointment b) If any Event of a receiver Default occurs and assignment of rents being an express condition upon which the Loans hereby secured are made) for the benefit of is continuing, Mortgagee and the other Secured Partiesmay, either with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due without entry or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) taking possession of the Mortgaged Property, and may pay all without regard to whether or any part of not the Liabilities or indebtedness and other sums secured hereby shall be due and without prejudice to the right of Mortgagee thereafter to bring an action or proceeding to foreclose or any deficiency other action for any default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Guaranteed Obligations, to the extent permitted by law, or the performance of any term hereof or any other right; (b) to foreclose this Mortgage in any manner provided by law for the foreclosure of mortgages on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State or under the judgment or decree entered of a court or courts of competent jurisdiction, and Mortgagee shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such foreclosure amount as shall be awarded by the court; (c) to the extent not prohibited by the laws of the State to exercise any or enforcement proceedingsall of the rights and remedies available to it under the Senior Secured Documents; and (d) to pursue any other remedy available to it. Upon Mortgagee shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Mortgagee may determine.
(c) The remedies described in this Section may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. Mortgagee shall at any time after the filing of a suit be permitted to foreclose proceed with respect to all or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession any portion of the Mortgaged Property UCC Collateral in any manner permitted by the UCC. Mortgagor agrees that Mortgagee’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the same power granted to real property encumbered hereby, as permitted by the UCC, is a receiver pursuant to this subparagraph and with all other rights and privileges commercially reasonable disposition of a mortgagee-in-possession under applicable State lawsuch property.
Appears in 1 contract
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, and without requiring bond, and without regard to the solvency or insolvency of any Person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans hereby secured are Payment Deferral is made) for the benefit of Mortgagee and the other Secured PartiesFunds, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 1 contract
Samples: Contribution Deferral Agreement (Yrc Worldwide Inc)
Mortgagee's Power of Enforcement. It If an Event of Default shall have occurred and be lawful for continuing the Mortgagee may, at its sole option, either with or without entry or taking possession as hereinabove provided or otherwise proceed by suit or suits at law or in equity or by any other appropriate proceeding or remedy (a) to enforce payment of the Note or the performance of any term hereof or any other right (ib) immediately sell the Mortgaged Property either in whole to foreclose this Mortgage and to sell, as an entirety or in separate lots or parcels, as prescribed by the State lawMortgaged Property, under power the judgment or decree of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law a court or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court courts of competent jurisdiction, mayand (c) to pursue any other remedy available to it, all as the Mortgagee shall deem most effectual for such purposes. Mortgagee may institute an action to foreclose this mortgage against the mortgaged property or take such other action at law or in equity for the enforcement of this mortgage and realization on the mortgage security or any other security herein or elsewhere provided for, as the law may allow, and may proceed therein to final judgment and execution for the entire unpaid balance of the principal debt, with interest at the rate stipulated in the note to the date of default, and, thereafter, at once a rate that shall be 6% higher than the rate in the note at the time of default, together with all other sums due by Mortgagor in accordance with the provisions of the note and this mortgage, including all sums that may have been lent by Mortgagee to Mortgagor after the date of this mortgage, and all sums that may have been advanced by Mortgagee for taxes, water or sewer rents, charges or claims, payments on prior liens, or insurance or repairs to the mortgaged property, and all costs of suit, together with interest at such rate on any judgment obtained by Mortgagee from and after the date of any foreclosure sale until actual payment is made of the full amount due Mortgagee and of an attorneys' fees for collection that shall be 2% of the total of the foregoing sums but not less than $5000; or Mortgagee may foreclose only as to the sum past due with interest and costs, as above provided, without injury to this mortgage or the displacement or impairment of the remainder of the lien thereof, and, at such foreclosure sale, the mortgaged property shall be sold subject to all remaining items of indebtedness; and Mortgagee may again foreclose, in the same manner, as often as there may be any sum past due; or Mortgagee may enter into possession of the mortgaged property with or without legal action and by force, if necessary. Mortgagee may then collect therefrom all rentals (which term shall also include sums payable for use and occupation) and, after deducting all costs of collection and administration expenses, apply the net rentals to any or all of the following in such order and amounts as Mortgagee, in Mortgagee's sole discretion, may elect: the payment of taxes, water and sewer rents, charges and claims, insurance premiums, and all other carrying charges; the maintenance, repair, or restoration of the mortgaged property; and on account and in reduction of the principal or interest, or both, hereby secured. In and for that purpose, Mortgagor hereby assigns to Mortgagee all rentals due and to become due under any lease or leases or rights to use and occupation of the mortgaged property hereafter created, as well as all rights and remedies provided in such lease or leases or at any time thereafterlaw or in equity for the collection of the rentals. Mortgagee shall be entitled to the appointment of a receiver of all the rents, either before or after saleissues, and to profits, as a matter of strict right, regardless of the extent permitted by value of the State law without notice, mortgaged property and without requiring bond, and without regard to the solvency or insolvency of any Person Mortgagor and other persons liable for payment of to pay such indebtedness. Mortgagor hereby specifically waives the Liabilities secured hereby, and without regard right to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for object to the appointment of a receiver as aforesaid and assignment of rents being hereby expressly consents that such appointment shall be made as an express condition upon which admitted equity and that the Loans hereby secured are made) for the benefit of Mortgagee and the other Secured Parties, with power same may be done without notice to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemptionMortgagor. The receiverMortgagee shall take action either by proceedings or by the exercise of its powers with respect to entry or taking possession, out of as the Rents when collected, Mortgagee may pay reasonable costs incurred in the management and operation of the Mortgaged Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State lawdetermine.
Appears in 1 contract
Samples: Mortgage and Security Agreement (Enclaves Group Inc)
Mortgagee's Power of Enforcement. It shall be lawful for Mortgagee to (i) immediately sell the Mortgaged Property either in whole or in separate parcels, as prescribed by the State law, under power of sale, which power is hereby granted to Mortgagee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Mortgage by judicial action. The court in which any proceeding is pending for the purpose of foreclosure or enforcement of this Mortgage, or any other court of competent jurisdiction, may, at once or at any time thereafter, either before or after sale, and to the extent permitted by the State law without notice, notice and without requiring bond, and without regard to the solvency or insolvency of any Person person liable for payment of the Liabilities secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Loans Loan, hereby secured are is made) for the benefit of Mortgagee and the other Secured PartiesMortgagee, with power to collect the Rents, due and to become due, during such foreclosure or enforcement suit and the full statutory period of redemption notwithstanding any redemption. The receiver, out of the Rents when collected, may pay reasonable costs incurred in the management and operation of the Mortgaged Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any reasonably necessary repairs to any and all portion(s) of the Mortgaged Real Property, and may pay all or any part of the Liabilities or other sums secured hereby or any deficiency decree entered in such foreclosure or enforcement proceedings. Upon or at any time after the filing of a suit to foreclose or enforce this Mortgage, the court in which such suit is filed shall have full power to enter an order placing Mortgagee in possession of the Mortgaged Real Property with the same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of a mortgagee-in-possession under applicable State law.
Appears in 1 contract
