Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's satisfaction (as evidenced by a written acceptance of such cure executed by Agent), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent shall deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such note. (b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent shall endorse the Pledged Notes Receivable "Pay to the order of Silverleaf Resorts, Inc. without recourse", and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's sole cost and expense.
Appears in 2 contracts
Samples: Loan, Security and Agency Agreement (Silverleaf Resorts Inc), Loan, Security and Agency Agreement (Silverleaf Resorts Inc)
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b2.4(b) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's ’s satisfaction (as evidenced by a written acceptance of such cure executed by Agent), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent shall deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's ’s rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such note.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent shall endorse the Pledged Notes Receivable "“Pay to the order of Silverleaf Resorts, Inc. without recourse"”, and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's ’s sole cost and expense.
Appears in 2 contracts
Samples: Loan and Security Agreement (Silverleaf Resorts Inc), Loan and Security Agreement (Silverleaf Resorts Inc)
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b2.4(b) of this Agreement with respect to Pledged Notes Receivable pursuant that cease to which a default by the Purchaser thereof has occurredbe Eligible Notes Receivable, and Borrower thereafter desires to enforce such ineligible Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's satisfaction (as evidenced by a written acceptance of such cure executed by Agent), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent shall endorse the ineligible Note Receivable "Pay to the order of Silverleaf Resorts, Inc., without recourse," and deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such note.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent shall endorse the Pledged Notes Receivable "Pay to the order of Silverleaf Resorts, Inc. without recourse", and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's sole cost and expense. In addition, if requested by Borrower in its written request, Agent shall execute and deliver to Borrower UCC-3 termination statements covering the ineligible Note Receivable being returned to Borrower, provided that such termination statements are limited to the specific ineligible Notes Receivable being released, are prepared by Borrower at Borrower's sole cost and expense.
Appears in 1 contract
Samples: Loan, Security and Agency Agreement (Silverleaf Resorts Inc)
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's ’s satisfaction (as evidenced by a written acceptance of such cure executed by Agent), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent shall deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's ’s rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such note.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent shall endorse the Pledged Notes Receivable "“Pay to the order of Silverleaf Resorts, Inc. without recourse"”, and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's ’s sole cost and expense.
Appears in 1 contract
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b2.5(a)(ii) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's Lender’s satisfaction (as evidenced by a written acceptance of such cure executed by AgentLender), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent Lender shall deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's Lender’s rights thereunder and AgentLender, notwithstanding such delivery, shall continue to have, on behalf of Lenders, have a first priority security interest in any such note.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent Lender shall endorse the Pledged Notes Receivable "“Pay to the order of Silverleaf Resorts, Inc. without recourse"”, and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's ’s sole cost and expense.
Appears in 1 contract
Samples: Loan and Security Agreement (Silverleaf Resorts Inc)
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b2.9(b) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to AgentTFC's satisfaction (as evidenced by a written acceptance of such cure executed by AgentTFC), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty five (305) days after its receipt of a written request from Borrower, Agent Custodian shall deliver such ineligible Ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such notenote until payment in full is made and such note is released to Borrower.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time five (5) days thereafter, Agent shall endorse the Pledged Notes Receivable "Pay to the order of Silverleaf Resorts, Inc. ______________________ without recourse", and shall cause the Custodian to deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's sole cost and expense.
Appears in 1 contract
Samples: Acquisition, Construction and Receivable Loan, Security and Agency Agreement (Bluegreen Corp)
Return of Notes Receivable. (a) In the event Borrower complies with its Obligations under Section 2.5(b2.4(b) of this Agreement with respect to Pledged Notes Receivable pursuant to which a default by the Purchaser thereof has occurred, and Borrower thereafter desires to enforce such Note Receivable against the Purchaser thereof, then provided that no Event of Default has occurred which has not been cured to Agent's satisfaction (as evidenced by a written acceptance of such cure executed by Agent), and no event has occurred which with notice, the passage of time or both, would constitute an Event of Default, then within thirty (30) days after its receipt of a written request from Borrower, Agent shall deliver such ineligible Note Receivable to Borrower, provided that such delivery shall be for the sole purpose of enforcing Agent's rights thereunder and Agent, notwithstanding such delivery, shall continue to have, on behalf of Lenders, a first priority security interest in any such note.
(b) In the event that all Obligations hereunder are fully satisfied, then within a reasonable time thereafter, Agent shall endorse the Pledged Notes Receivable "“Pay to the order of Silverleaf Resorts, Inc. without representation, warranty or recourse"”, and deliver such Pledged Notes Receivable, together with any other nonrecourse Collateral reassignment documents requested and prepared by Borrower, at Borrower's sole cost and expense.
Appears in 1 contract
Samples: Loan and Security Agreement (Silverleaf Resorts Inc)