Rights of Lenders. City is aware that financing for acquisition, development and/or construction of the Property and Improvements may be provided, in whole or in part, from time to time, by one or more third parties (each a “Lender”) and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) to Developer or any assignee (a “Borrower”). City agrees that such collateral assignments are permissible without further consent on the part of City. If a Lender is permitted, under the terms of its agreement with Borrower, to cure a Default by Borrower and/or to assume Borrower’s position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower under this Agreement. If City is notified in writing of any such collateral assignment and the identity and address of any such Lender, and City gives any notice, demand, election or other communication required under this Agreement (collectively called “Notices”) to Developer, City shall concurrently give a copy of each such Notice to the Lender at the address designated by the Lender. Such copies of the Notices shall be given to the Lender pursuant to Section 6.5. No Notice given by City to a Borrower shall be binding upon or affect the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The Lender shall have the right for a period of thirty (30) days after the expiration of any grace period afforded a Borrower (or such longer period as the Lender may reasonably require) to perform any term, covenant or condition and to remedy any uncured default by the Borrower, and City shall accept such performance with the same force and effect as if furnished by the Borrower and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict or limit in any way the right of the Lender to take title to all or any portion of its collateral pursuant to a foreclosure proceeding, trustee’s sale, or deed in lieu of foreclosure (each a “foreclosure”), and following any such foreclosure, Lender will not have any obligation to Complete construction of the Project. Upon request by a Lender, City will enter into a separate assumption or similar agreement with such Lender consistent with the provisions of this Section 6.16.
Appears in 2 contracts
Samples: Development and Disposition Agreement, Development and Disposition Agreement
Rights of Lenders. The City is aware that financing for the acquisition, development and/or construction of the Property and Improvements on one or more of the Lots may be provided, in whole or in part, from time to time, by one or more third parties (each a “collectively "Lender”) "), and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) loan to Developer or any assignee (a “Borrower”)Developer. City agrees that such collateral assignments are permissible without further consent on the part of City. If Developer defaults under this Agreement, City shall provide notice of such Event of Default, at the same time notice is provided to Developer, to any Lender who requests in writing that it be notified of such event and who provides City with an address to which notices are to be sent. As of the Effective Date, the “Lender,” as to Lots 1 and 3 of the Plat, is Bank of the Ozarks, 0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000, Attention Xxxxxxx Xxxxxxx (with a copy to Bank of the Ozarks, 6th & Commercial, X.X. Xxx 000, Xxxxx, Xxxxxxxx 00000, Attention Xxxxxx Xxxxxx). If a Lender is permitted, permitted under the terms of its agreement with Borrower, the Developer to cure a Default by Borrower default and/or to assume Borrower’s Developer's position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower Developer under this Agreement. If City is notified in writing of any such collateral assignment and the identity and address of any such Lender, and City gives shall give any notice, demand, election or other communication required under this Agreement (collectively called “Notices”"Notice") to the Developer, the City shall concurrently give a copy of each such Notice to the Lender at the address designated by the Lender. Such copies of the Notices shall be given to the Lender pursuant to Section 6.5. No Notice given by City to a Borrower shall be binding upon or affect the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The Lender shall have the right for a period of thirty (30) days after the expiration of any grace period afforded a Borrower (or such longer period as the Lender may reasonably require) to perform any term, covenant or condition and to remedy any uncured default by the Borrower, and City shall accept such performance with the same force and effect as if furnished by the Borrower and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict restrict, or limit in any way the right of the a Lender (including any nominee or designee of Lender) to take title to all or any portion of its collateral collateral, pursuant to a foreclosure proceeding, trustee’s 's sale, or deed in lieu of foreclosure foreclosure. If Lender shall take title to all or any portion of the Property, City shall, at the request of Lender, continue performance, on behalf of such Lender, of all of City’s obligations under the terms of this Agreement. The City shall, at any time upon request by Developer or its Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, consent to collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (each a “foreclosure”or, if appropriate, specifying such amendment or modification), and following that no default by Developer exists hereunder (or, if appropriate, specifying the nature and duration of any existing default) and certifying to such foreclosure, Lender will not have any obligation to Complete construction of other matters reasonably requested by the ProjectDeveloper or its Lender. Upon request by a Lender, the City will enter into a separate assumption or similar agreement with such Lender consistent with the provisions of this Section 6.16.paragraph. Upon reasonable advance notice from Lender, Developer shall allow Lender and its agents the right to enter upon any part of the Property at any reasonable time during the term of this Agreement for the purpose of examining or inspecting the Property. This Agreement may be assigned to Lender by the Developer pursuant to the terms of the loan documents and Developer will execute all documents required by Lender in connection with any such assignment. The following is a list of Exhibits attached hereto and incorporated herein: Exhibit A Schedule of Performance Exhibit B City Special Warranty Deed Exhibit C City Parcel Exhibit D Sewer Easement Exhibit E Access Easement Exhibit F Communications Easement Exhibit G GPLET Lease
Appears in 2 contracts
Samples: Development Agreement, Development Agreement
Rights of Lenders. City is aware that financing for acquisition, development and/or construction of the Property and Improvements may be provided, in whole or in part, from time to time, by one or more third parties (each a “Lender”) and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) to Developer or any assignee (a “Borrower”)Limitations on Lenders' Obligations. City agrees that such collateral assignments are permissible without further consent on the part of City. If a Lender is permitted, under the terms of its agreement with Borrower, to cure a Default by Borrower and/or to assume Borrower’s position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower under this Agreement. If City is notified in writing of any such collateral assignment and the identity and address of any such Lender, and City gives any notice, demand, election or other communication required under this Agreement (collectively called “Notices”) to Developer, City shall concurrently give a copy of each such Notice to the Lender at the address designated by the Lender. Such copies of the Notices shall be given to the Lender pursuant Subject to Section 6.5. No Notice given by City to a Borrower shall be binding upon or affect the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender9.9, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The Lender shall have the right for a period of thirty (30) days after the expiration of any grace period afforded a Borrower (or such longer period the applicable Standstill Period and the giving of notice as the Lender may reasonably require) to perform any term, covenant or condition and to remedy any uncured default required by the Borrower, Interim Financing Order or the Final Financing Order and City shall accept such performance in any event not inconsistent with the same force Applicable Budget:
(a) Subject to each Grantor's rights and effect as if furnished duties under the Bankruptcy Code (including section 365 of the Bankruptcy Code), it is expressly agreed by each Grantor that, anything herein to the Borrower contrary notwithstanding, such Grantor shall remain liable under its Contracts to observe and perform all the conditions and obligations to be observed and performed by it thereunder. The Administrative Agent and the Lender Lenders shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict or limit in any way the right of the Lender to take title to all or any portion of its collateral pursuant to a foreclosure proceeding, trustee’s sale, or deed in lieu of foreclosure (each a “foreclosure”), and following any such foreclosure, Lender will not have any obligation or liability under any Contract by reason of or arising out of this Agreement, the Loan Documents, or the granting to Complete construction the Administrative Agent (for the ratable benefit of the ProjectLenders) of a security interest therein or the receipt by the Administrative Agent or the Lenders of any payment relating to any Contract pursuant hereto, nor shall the Administrative Agent or the Lenders be required or obligated in any manner to perform or fulfill any of the obligations of any Grantor under or pursuant to any Contract, or to make any payment, or to make any inquiry as to the nature or the sufficiency of any payment received by it or the sufficiency of any performance by any party under any Contract, or to present or file any claim, or to take any action to collect or enforce any performance or the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.
(b) Subject to Section 9.5, the Administrative Agent authorizes each Grantor to collect its Accounts, provided that such collection is performed in accordance with such Grantor's customary procedures, and the Administrative Agent may, upon the occurrence and during the continuation of any Event of Default and without notice limit or terminate said authority at any time.
(c) The Administrative Agent may at any time, upon the occurrence and during the continuation of any Event of Default, after first notifying the Borrower of its intention to do so, notify Account Debtors, notify the other parties to the Contracts of the Borrower or any other Grantor, notify obligors of Instruments and Investment Property of the Borrower or any other Grantor and notify obligors in respect of Chattel Paper of the Borrower or any other Grantor that the right, title and interest of the Borrower or such Grantor in and under such Accounts, such Contracts, such Instruments, such Investment Property and such Chattel Paper have been assigned to the Administrative Agent and that payments shall be made directly to the Administrative Agent. Upon the request by a Lenderof the Administrative Agent, City the Borrower or such other Grantor will enter into a separate assumption so notify such Account Debtors, such parties to Contracts, obligors of such Instruments and Investment Property and obligors in respect of such Chattel Paper. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent may in its own name, or similar agreement in the name of others, communicate with such Lender consistent parties to such Accounts, Contracts, Instruments, Investment Property and Chattel Paper to verify with such Persons to the provisions Administrative Agent's reasonable satisfaction the existence, amount and terms of this Section 6.16any such Accounts, Contracts, Instruments, Investment Property or Chattel Paper.
Appears in 1 contract
Samples: Secured Super Priority Debtor in Possession Credit Agreement (Globalstar Telecommunications LTD)
Rights of Lenders. The City is aware that financing for acquisition, development and/or construction of the Property and Improvements may be provided, in whole or in part, from time to time, by one or more third parties (each a “collectively "Lender”") and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) loan to Developer or any assignee (a “Borrower”)an Owner. City agrees that such collateral assignments are permissible without further consent on the part of City. If an Owner defaults under this Agreement, City shall provide notice of such Event of Default, at the same time notice is provided to such Owner, to any Lender who requests in writing that it be notified of such event and who provides City with an address to which notices are to be sent. If a Lender is permitted, permitted under the terms of its agreement with Borrower, the Owner to cure a Default by Borrower default and/or to assume Borrower’s such Owner's position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower Owner under this Agreement. If City is notified in writing of any such collateral assignment and the identity and address of any such Lender, and City gives shall give any notice, demand, election or other communication required under this Agreement (collectively called “"Notices”") to Developerthe Owner, the City shall concurrently give a copy of each such Notice to the Lender at the address designated by the Lender. Such copies of the Notices shall be given to the Lender pursuant to Section 6.5. No Notice given by City to a Borrower shall be binding upon or affect the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The Lender shall have the right for a period of thirty (30) days after the expiration of any grace period afforded a Borrower (or such longer period as the Lender may reasonably require) to perform any term, covenant or condition and to remedy any uncured default by the Borrower, and City shall accept such performance with the same force and effect as if furnished by the Borrower and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict restrict, or limit in any way the right of the a Lender to take title to all or any portion of its collateral collateral, pursuant to a foreclosure proceeding, trustee’s 's sale, or deed in lieu of foreclosure foreclosure. The City shall, at any time upon request by an Owner or its Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, consent to collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (each a “foreclosure”or, if appropriate, specifying such amendment or modification), and following that no default by such Owner exists hereunder (or, if appropriate, specifying the nature and duration of any existing default) and certifying to such foreclosure, Lender will not have any obligation to Complete construction of other matters reasonably requested by the ProjectOwner or its Lender. Upon request by a Lender, the City will enter into a separate assumption or similar agreement with such Lender consistent with the provisions of this Section 6.16paragraph.
Appears in 1 contract
Samples: Development Parcel Agreement
Rights of Lenders. The City is aware that financing for acquisition, development and/or construction of the Property and Improvements may be provided, in whole or in part, from time to time, by one or more third parties (each a “collectively "Lender”") and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) loan to Developer or any assignee (a “Borrower”)Developer. City agrees that such collateral assignments are permissible without further consent on the part of City. If Developer defaults under this Agreement, City shall provide notice of such Event of Default, at the same time notice is provided to Developer, to any Lender who requests in writing that it be notified of such event and who provides City with an address to which notices are to be sent. If a Lender is permitted, permitted under the terms of its agreement with Borrower, the Developer to cure a Default by Borrower default and/or to assume Borrower’s Developer's position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower Developer under this Agreement. If City is notified in writing of any such collateral assignment and the identity and address of any such Lender, and City gives shall give any notice, demand, election or other communication required under this Agreement (collectively called “"Notices”") to the Developer, the City shall concurrently give a copy of each such Notice to the Lender at the address designated by the Lender. Such copies of the Notices shall be given to the Lender pursuant to Section 6.5. No Notice given by City to a Borrower shall be binding upon or affect the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The Lender shall have the right for a period of thirty (30) days after the expiration of any grace period afforded a Borrower (or such longer period as the Lender may reasonably require) to perform any term, covenant or condition and to remedy any uncured default by the Borrower, and City shall accept such performance with the same force and effect as if furnished by the Borrower and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibit, restrict restrict, or limit in any way the right of the a Lender to take title to all or any portion of its collateral collateral, pursuant to a foreclosure proceeding, trustee’s 's sale, or deed in lieu of foreclosure foreclosure. The City shall, at any time upon request by Developer or its Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, consent to collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (each a “foreclosure”or, if appropriate, specifying such amendment or modification), and following that no default by Developer exists hereunder (or, if appropriate, specifying the nature and duration of any existing default) and certifying to such foreclosure, Lender will not have any obligation to Complete construction of other matters reasonably requested by the ProjectDeveloper or its Lender. Upon request by a Lender, the City will enter into a separate assumption or similar agreement with such Lender consistent with the provisions of this Section 6.16paragraph.
Appears in 1 contract
Samples: Development Parcel Agreement
Rights of Lenders. City is aware that financing for acquisition, development and/or construction (a) Upon the creation by the Buyer of Project Encumbrances in favour of any Lender in compliance with Section 7.1:
(i) The Buyer shall promptly give the Seller notice of such occurrence and of the Property and Improvements may be provided, in whole or in part, from time to time, by one or more third parties (each a “Lender”) and that each Lender may request a collateral assignment of this Agreement as part of the collateral for its loan(s) to Developer or any assignee (a “Borrower”). City agrees that such collateral assignments are permissible without further consent on the part of City. If a Lender is permitted, under the terms of its agreement with Borrower, to cure a Default by Borrower and/or to assume Borrower’s position with respect to this Agreement, City agrees to recognize such rights of Lender and to otherwise permit Lender to assume all of the rights and obligations of Borrower under this Agreement. If City is notified in writing of any such collateral assignment and the identity name and address of any such Lender,
(ii) The Seller hereby irrevocably agrees to:
(1) perform its obligations under this Agreement and the Ancillary Agreements for the benefit of the Lender (or its Qualified Successor) provided the Buyer, the Lender or the Qualified Successor is performing the Buyer's obligations under this Agreement and the Ancillary Agreements, and
(2) execute and deliver to the Lender such acknowledgments, consents, opinions or other agreements with the Lender as the Lender may reasonably require to accomplish and perfect the creation of such Project Encumbrances and other rights of the Lender, and City gives as reasonably necessary to subordinate any notice, demand, election Encumbrances covering Specified Collateral granted to the Seller to any Project Encumbrances or other communication required rights granted to the Lender.
(b) Unless and until a Lender (or its Qualified Successor) has assumed the obligations of the Buyer under this Agreement and the Ancillary Agreements in accordance with this Article 7, the Buyer shall continue as a party to this Agreement and the Ancillary Agreements for all purposes.
(collectively called “Notices”c) to Developer, City shall concurrently give a copy of each such Notice to Provided that the Lender at Buyer has notified the address designated by the Lender. Such copies Seller of the Notices shall be given to name and address of the Lender pursuant to Section 6.5. No Notice given by City to a Borrower 7.2(a)(i), the Seller irrevocably agrees that the Lender shall be binding upon entitled to (but shall not be obligated to) exercise all rights, perform all obligations and cure any defaults of the Buyer under this Agreement or affect any Ancillary Agreement.
(d) Upon the occurrence and during the continuation of any default by the Buyer under this Agreement or any Ancillary Agreement that entitles the Seller to exercise any of its remedies under this Agreement or any Ancillary Agreement, the Seller agrees:
(i) to give the Lender unless a copy of the Notice is given to the Lender pursuant to this Section 6.16. In the case of an assignment of the loan or change in address of the Lender, the assignee or Lender may change the address to which copies of Notices are to be sent by giving written notice to City. The of such default, in the manner specified in Section 16.2;
(ii) that the Lender shall have the right for right, but not the obligation, to cure any such Buyer default under this Agreement or any Ancillary Agreement within a period of thirty sixty (3060) days after the expiration of any grace period afforded a Borrower (or such longer period as receipt by the Lender may of the notice of such default; and
(iii) not to invoke any of its remedies, either express or implied, with respect to such default during any period within which the Lender is entitled to cure such default pursuant to Section 7.2(d)(ii) or, if such default is not reasonably requirecapable of being cured within such sixty (60) day period, during any further time period that the Lender is proceeding with due diligence to perform cure any term, covenant or condition and to remedy any uncured such default which is susceptible of cure by the BorrowerLender except as necessary for the Seller to comply with Law or to preserve any rights to payment, and City shall accept such performance with indemnity or contribution hereunder (including, without limitation, pursuant to Section 8.2(b) hereof) or to defend itself against any claim made against it by a third party arm's length Person which is not the same force and effect as if furnished by Buyer.
(e) If the Borrower Lender should acquire this Agreement and the Lender shall thereby and hereby be subrogated to the rights of City. Nothing contained in this Agreement shall be deemed to prohibitAncillary Agreements by foreclosure, restrict or limit in any way the right of the Lender to take title to all or any portion of its collateral pursuant to a foreclosure proceeding, trustee’s sale, or deed an assignment in lieu of foreclosure (each a “foreclosure”)or otherwise, and following any such foreclosure, the Seller agrees that the Lender will not have any obligation may assign this Agreement to Complete construction of the Project. Upon request by a Lender, City will enter into a separate assumption or similar agreement with such Lender consistent with the provisions of this Section 6.16.a
Appears in 1 contract
