Purchase by Agent Clause Samples

Purchase by Agent. Upon any foreclosure sale, Agent may bid for and purchase all or any portion of the Mortgaged Property and, upon compliance with the terms of the sale, may hold, retain and possess and dispose of such property in its own absolute right without further accountability.

Purchase by Agent. Upon any foreclosure sale, Agent, on behalf of the Banks, may bid for and purchase the Property and, subject to those claims having priority under Section 55-59.4 of the Code of Virginia, shall be entitled to apply all or any part of the Secured Obligations secured hereby as a credit to the purchase price.

Purchase by Agent. The Agent may purchase the Collateral free from any right of redemption: (a) at any public sale or (b) at any private sale if the Collateral is of a type which the Agent in good faith determines to be either of a type customarily sold in a recognized market or of a type which is the subject of widely distributed standard price quotations, all such rights of redemption, in either case, being hereby waived and released.

Purchase by Agent. Upon the occurrence of an Event of Project Termination and upon the written request of Agent, which shall be received not later than fifteen (15) Business Days subsequent to receipt of notice from Owner or any Assignee pursuant to this Agreement that such Event of Project Termination has occurred, Agent shall have the right, not later than thirty (30) Business Days after Owner's receipt of such request, to purchase the Project at a price equal to the Acquisition Cost; provided that the purchase option contained in this subsection 18.11 shall only be available to Agent if (a) in the reasonable judgment of Owner and any Assignee, the purchase price and all other amounts paid by Agent will not in the circumstances in which such payment is made constitute a preferential payment or a voidable transfer or otherwise be subject to recapture pursuant to the provisions of the Federal Bankruptcy Code in a bankruptcy proceeding by or against Agent and will not otherwise result in the payment being subject to recapture from Owner or (b) the Guarantor has provided a guaranty of the payment of such purchase price and all other amounts required to be paid by Agent under this subsection 18.11, which guaranty shall be in form and substance reasonably satisfactory to Owner and any Assignee. In connection with, and as a condition to, the purchase of the Project pursuant hereto, (i) Agent shall pay at the time of purchase, in addition to the Acquisition Cost, all other amounts payable by Agent under this Agreement, including, without limitation, all Accrued Project Termination Obligations (after taking into account the application under the Financing Arrangements of such purchase price and other payments made hereunder), all amounts payable pursuant to Section 12 hereof, and all transfer taxes, transfer gains taxes, mortgage recording taxes, if any, recording and filing fees and all other similar taxes, fees, expenses and closing costs (including reasonable attorney's fees) in connection with the conveyance of the Project to Agent and all other amounts owing hereunder as of the date of such purchase and all Unrecovered Liabilities and Judgments, and (ii) when Owner transfers title, such transfer shall be of all of Owner's right, title and interest in and to the Project, but on an as-is, non-installment sale basis, without warranty by, or recourse to, Owner.

Purchase by Agent. Upon any sale held by Agent or by any receiver or public officer, Agent may bid for and purchase the Property for the benefit of Lenders and, upon compliance with the terms of sale, may hold, retain and possess and dispose of the Property in its own absolute right for the benefit of Lenders without further accountability.

Purchase by Agent. Upon any foreclosure sale, Agent or any Lender may bid for and purchase all or any portion of the Property.

Purchase by Agent. Upon the occurrence of an Event of Default and upon the written request of Agent, which shall be received not later than fifteen (15) Business Days subsequent to receipt of notice from Owner or any Assignee pursuant to this Agreement that such Event of Default has occurred, Agent shall have the right, not later than thirty (30) Business Days after Owner's receipt of such request, to purchase all Unit Premises, Unit Improvements, Unit FF&E and Units under this Agreement at a price equal to their Unit Acquisition Cost. In connection with, and as a condition to, the purchase of such Unit Premises, Unit Improvements, Unit FF&E and Units pursuant hereto, Agent shall pay at the time of purchase, in addition to the Unit Acquisition Cost, all other amounts payable by Agent under Section 14 of this Agreement.

Purchase by Agent. At any public sale, and to the extent permitted by Law on any private sale, bid for and purchase any or all of the Collateral offered for sale and, upon compliance with the terms of such sale, hold, retain, sell or otherwise dispose of such Collateral without any further accountability to the Debtor or any other Person with respect to such holding, retention, sale or other disposition, except as required by Law. In any such sale to the Agent, the Agent may, for the purpose of making payment for all or any part of the Collateral so purchased, use any claim for any or all of the Secured Liabilities then due and payable to it as a credit against the purchase price.