PURCHASE MONEY NOTE AND MORTGAGE Sample Clauses

PURCHASE MONEY NOTE AND MORTGAGE. Seller agrees to hold a purchase money note and mortgage in the amount of $50,000.00. Said purchase money note shall bear interest at 9 Y:z % per annum with monthly payments of interest only until April 1 , 2004, at which time the entire principal balance and any accrued but unpaid interest shall be due and payable in full. The purchase money note and mortgage shall be in a form customarily used by commercial banks for similar loans in Pinellas County, Florida. Said purchase money note and mortgage may be prepaid in whole or in part at any time without penalty and shall be subordinate only to a first mortgage securing indebtedness of not more than $115,000.00. Buyer agrees to execute, record at its expense and authorize Seller to deliver to the holder of the first mortgage a notice pursuant to Fla. Stat. 697 ..04( 1 )(b) limiting the maximum principal amount of the first mortgage to $115,000.00.
Sample 1
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PURCHASE MONEY NOTE AND MORTGAGE. In order to effect the above-referenced take-out financing arrangement by or before December 31, 1997, Seller shall accept a Promissory Note ("Purchase Money Note") from Buyer in a principal amount to be agreed upon by the parties, but not to exceed Two Hundred Ninety Thousand Dollars ($290,000.00). This Purchase Money Note shall bear interest at the rate of eight and one-half percent (8.5%) per annum for a term of five (5) years. Principal and accrued interest shall be amortized over a twenty (20) year schedule and paid in fifty-nine (59) equal monthly installments with a single, balloon payment of all outstanding principal and accrued interest due in full upon the fifth (5th) anniversary date of the Purchase Money Note. Said Purchase Money Note shall be guaranteed by Delaware Transportation Group, Inc. and secured by a first-priority mortgage lien (the "Purchase Money Mortgage") on all of the Buyer's real property, including all Rail Line segments, rail corridors, the CSX interchange and engine house grants of easement, aforesaid, and all outparcels but excluding Track, in form and substance acceptable to the Seller. Seller's security shall also include a collateral assignment of all real property leases and collateral assignment of that certain Option to purchase the stock shares of Gettysburg Passenger Service, Inc., a Pennsylvania corporation ("GPS"). Buyer shall pay all costs associated with the preparation, delivery and recording of the mortgage and the collateral assignment documents, including any transfer or recording taxes associated with same. Seller agrees that Buyer may convey the Rail Lines to its affiliate, Pennsylvania Land Company, LLC, a Delaware limited liability company after repayment of the Short Term Note and subject to the lien of the Purchase Money Mortgage, without release to Buyer.
Sample 1
PURCHASE MONEY NOTE AND MORTGAGE. At Closing, the balance of the Purchase Price shall be paid by way of a purchase money promissory note (the "Purchase Money Note"), in the form attached as EXHIBIT "2" to this Agreement, to be executed by Purchaser and delivered to Seller at Closing, evidencing Purchaser's obligation to pay to Seller the balance of the Purchase Price, in the principal amount of SEVENTEEN MILLION AND N0/100 U.S. DOLLARS (U.S. $17,000,000.00), which Purchase Money Note shall be secured by a purchase money mortgage (the "Purchase Money Mortgage") covering the Property and the Additional Property, in the form attached as EXHIBIT "3" to this Agreement, to be executed by Purchaser and recorded at Closing, and by a UCC Financing Statement (the "UCC Financing Statement") relating to the Property, in the form attached as EXHIBIT "4" to this Agreement, to be filed at Closing. As shall be more particularly described in the Purchase Money Note, (i) interest on the unpaid balance of the Purchase Money Note shall accrue at the rate of eight percent (8%) per annum for the first two years after Closing, and at the rate of ten percent (10%) per annum thereafter until the maturity date, and shall be paid monthly in arrears, (ii) the maturity date of the Purchase Money Note shall be the earlier to occur of (A) three years after Closing, and (B) sixty days after issuance by the County of a special management area use permit for development of any portion of the Property, and (iii) the obligation to pay principal and interest under the Purchase Money Note shall be non-recourse as to Purchaser. The Purchase Money Mortgage shall at all times, until its release in accordance with its terms, constitute a first mortgage lien on the Property prior to all other financial encumbrances affecting the Property, and subject only to the Permitted Exceptions (as defined below). No construction shall occur on the Property until payment in full of the Purchase Money Note and release of the Purchase Money Mortgage.
Sample 1

Related to PURCHASE MONEY NOTE AND MORTGAGE

  • Mortgage Lessee does hereby agree to make reasonable modifications of this Lease requested by any Mortgagee of record from time to time, provided such modifications are not substantial and do not increase any of the Rents or obligations of Lessee under this Lease or substantially modify any of the business elements of this Lease.

  • Optional Payments and Modifications of Certain Debt Instruments (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of (including any “call,” open market purchase or cash payment in connection with the Borrower’s election to cash settle or “net share” settle in connection with a “conversion” requirement under any Convertible Notes) or otherwise optionally or voluntarily defease or segregate funds with respect to any Junior Financing except (i) pursuant to Restricted Payments permitted by Section 8.6(f), (g), (h), (i), (k) and (l), (ii) with the proceeds of other Junior Indebtedness pursuant to a Permitted Refinancing or (iii) the conversion of any Junior Financing to Capital Stock (other than Disqualified Capital Stock that is not permitted hereunder) including payments permitted under Section 8.6(h) in connection therewith; provided that nothing in this Section 8 shall restrict the Group Members from repaying intercompany loans so long as such repayments are in accordance with the terms of the Intercompany Note, if applicable; provided further that with respect to the Convertible Notes, (A) the 2026 Convertible Notes may be converted into the right to receive cash in accordance with the conversion provisions of the 2026 Convertible Notes Indenture (and the Borrower may pay cash settlements to the holders of the 2026 Convertible Notes in accordance with the 2026 Convertible Notes Indenture); and (B) the 2026 Convertible Notes may be redeemed or repurchased in connection with the “call” provisions set forth in Section 3.01 of the 2026 Convertible Notes Indenture pursuant to the terms thereof. (b) Amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any Junior Financing other than any amendment that is not (i) materially adverse to the Borrower and the Restricted Subsidiaries and/or the Secured Parties or (ii) more onerous in any material respect than the existing applicable provisions in the Junior Financing or the applicable provision set forth in this Agreement, in each case as determined by the board of directors (including an authorized committee thereof) of the Borrower in good faith; provided that, for the avoidance of doubt, in no event shall any such amendment, modification or change shorten the maturity or average life to maturity of any Junior Financing (or any Permitted Refinancings thereof), require any payment with respect thereto sooner than previously scheduled, increase the interest rate or fees applicable thereto or grant collateral as security thereof. (c) Amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any Organizational Document of any Restricted Subsidiary if such amendment, modification, waiver or change could reasonably be expected to have a Material Adverse Effect or would be materially adverse to the Lenders.

  • Mortgage Loan The appraisal was conducted by an appraiser who had no interest, direct or indirect, in the Mortgaged Property or in any loan made on the security thereof; and whose compensation is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and the appraiser both satisfy the applicable requirements of Title XI of the Financial Institution Reform, Recovery, and Enforcement Act of 1989 and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated;

  • Maintenance of Security Interests in Financed Equipment The Servicer shall, in accordance with its customary servicing procedures, take such steps as are necessary to maintain perfection of the security interest created by each Receivable in the related Financed Equipment. The Servicer is hereby authorized to take such steps as are necessary to re-perfect such security interest on behalf of the Issuing Entity and the Indenture Trustee in the event of the relocation of the Financed Equipment or for any other reason.

  • Repurchase of Mortgage Loans with First Payment Defaults With respect to any Mortgage Loan, in the event that the first scheduled payment of principal and interest due either (i) after origination of such Mortgage Loan, or (ii) after the related Closing Date is not paid within sixty (60) days of the related Due Date, the Seller, at the Purchaser's option, shall repurchase such Mortgage Loan from the Purchaser at the Repurchase Price. The Seller shall repurchase such delinquent Mortgage Loan within thirty (30) days of such request unless the Seller can provide evidence reasonably acceptable to the Purchaser in its good faith discretion that such delinquency was due to a servicing error. Notwithstanding the foregoing, the Purchaser may, in its sole discretion, elect to submit for the Seller's consideration a revised Purchase Price Percentage (as defined in the related Purchase Price and Terms Agreement) (in each case, a "Revised Pricing Offer") with respect to any such Mortgage Loan. Thereafter, the Seller shall accept or reject such Revised Pricing Offer. In the event the Seller rejects a Revised Pricing Offer, the applicable Mortgage Loan shall be repurchased pursuant to the previous paragraph. In the event the Seller accepts a Revised Pricing Offer with respect to any such Mortgage Loan (such loan, a "Repriced Mortgage Loan") the Seller shall refund to the Purchaser an amount equal to (i) the product of (x) the difference between the original related Purchase Price Percentage and (y) the applicable Revised Pricing Offer, and (ii) the outstanding principal balance of such Repriced Mortgage Loan as of the related Cut-off Date (such product, in each case, the "Repricing Adjustment"), plus accrued interest on such Repricing Adjustment calculated at the federal funds rate as of the related Closing Date. Such amount shall be paid by the Seller to the Purchaser within thirty (30) days thereof.

  • Security Instrument Borrower will execute the Security Instrument dated of even date with this Loan Agreement. The Security Instrument will be recorded in the applicable land records in the Property Jurisdiction.

  • Loan Agreements Notwithstanding any term hereof (or any term of the UCC that might otherwise be construed to be applicable to a “securities intermediary” as defined in the UCC) to the contrary, none of the Collateral Agent, the Collateral Custodian nor any securities intermediary shall be under any duty or obligation in connection with the acquisition by the Borrower, or the grant by the Borrower to the Collateral Agent, of any Loan Asset in the nature of a loan or a participation in a loan to examine or evaluate the sufficiency of the documents or instruments delivered to it by or on behalf of the Borrower under the related Loan Agreements, or otherwise to examine the Loan Agreements, in order to determine or compel compliance with any applicable requirements of or restrictions on transfer (including without limitation any necessary consents). The Collateral Custodian shall hold any Instrument delivered to it evidencing any Loan Asset granted to the Collateral Agent hereunder as custodial agent for the Collateral Agent in accordance with the terms of this Agreement.

  • Mortgage Loan Schedules The Mortgage Loan Seller agrees to provide to the Purchaser as of the date hereof a preliminary listing of the Mortgage Loans (the “Preliminary Mortgage Loan Schedule”) setting forth the information listed on Exhibit 2 to this Agreement with respect to each of the Mortgage Loans being sold by the Mortgage Loan Seller. If there are changes to the Preliminary Mortgage Loan Schedule, the Mortgage Loan Seller shall provide to the Purchaser as of the Closing Date a final schedule (the “Final Mortgage Loan Schedule”) setting forth the information listed on Exhibit 2 to this Agreement with respect to each of the Mortgage Loans being sold by the Mortgage Loan Seller to the Purchaser. The Final Mortgage Loan Schedule shall be delivered to the Purchaser on the Closing Date, shall be attached to an amendment to this Agreement to be executed on the Closing Date by the parties hereto and shall be in form and substance mutually agreed to by the Mortgage Loan Seller and the Purchaser (the “Amendment”). If there are no changes to the Preliminary Mortgage Loan Schedule, the Preliminary Mortgage Loan Schedule shall be the Final Mortgage Loan Schedule for all purposes hereof.

  • Security Instruments (i) The Administrative Agent shall fail to have an Acceptable Security Interest in any portion of the Collateral or (ii) any Security Instrument shall at any time and for any reason cease to create the Lien on the Property purported to be subject to such agreement in accordance with the terms of such agreement, or cease to be in full force and effect, or shall be contested by the Borrower, any Guarantor or any of their respective Subsidiaries;

  • The Loan Section 2.01. (a) ADB agrees to lend to the Borrower from ADB's ordinary capital resources an amount of one hundred million Dollars ($100,000,000), as such amount may be converted from time to time through a Currency Conversion in accordance with the provisions of Section 2.06 of this Loan Agreement.

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