Common use of Special Purpose Entity/Separateness Clause in Contracts

Special Purpose Entity/Separateness. (a) Until the Debt has been paid in full and the obligations under the Mortgage Loan Documents, the Loan Documents and the Mezzanine Loan Documents have been paid in full, each Borrower hereby represents, warrants and covenants that (i) such Borrower is, shall be and shall continue to be a Special Purpose Entity and (ii) each Mortgage Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the Mortgage Loan Agreement as in effect on the date hereof).

Appears in 3 contracts

Samples: First Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), First Mezzanine Loan Agreement (Morgans Hotel Group Co.), First Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC)

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Special Purpose Entity/Separateness. (a) Until the Debt has been paid in full and the obligations under the Mortgage Loan Documents, the Loan Documents and the Mezzanine Loan Documents have been paid in full, each Borrower hereby represents, warrants and covenants that (i) such Borrower is, shall be and shall continue to be a Special Purpose Entity and Entity, (ii) each Mortgage Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the Mortgage Loan Agreement as in effect on the date hereof), and (iii) each First Mezzanine Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the First Mezzanine Loan Agreement as in effect on the date hereof).

Appears in 2 contracts

Samples: Second Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), Second Mezzanine Loan Agreement (Morgans Hotel Group Co.)

Special Purpose Entity/Separateness. (a) Until the Debt has been paid in full and the obligations under the First Mortgage Loan Documents, the Loan Documents and the Mezzanine Loan Documents have been paid in full, each Borrower hereby represents, warrants and covenants that (i) such Borrower is, shall be and shall continue to be a Special Purpose Entity and (ii) each Mortgage Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the First Mortgage Loan Agreement as in effect on the date hereof).

Appears in 2 contracts

Samples: Second Mortgage Loan Agreement, Second Mortgage Loan Agreement (Bref Hr, LLC)

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Special Purpose Entity/Separateness. (a) Until the Debt has been paid in full and the obligations under the Mortgage Loan Documents, the Loan Documents and the Mezzanine Loan Documents have been paid in full, each Borrower hereby represents, warrants and covenants that (i) such Borrower is, shall be and shall continue to be a Special Purpose Entity and Entity, (ii) each Mortgage Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the Mortgage Loan Agreement as in effect on the date hereof) and (iii) each First Mezzanine Borrower is, shall be and shall continue to be a “Special Purpose Entity” (as such term is defined in Section 1.1 of the First Mezzanine Loan Agreement as in effect on the date hereof).

Appears in 1 contract

Samples: Second Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC)

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