Strict Foreclosure. (a) Pledgee may, but shall have no obligation to, in its sole and absolute discretion, either negotiate an agreement (“Strict Foreclosure Agreement”) with Pledgor, or make a written proposal (“Strict Foreclosure Proposal”) to Pledgor, to retain the Collateral in full or partial satisfaction of the Guaranteed Obligations in accordance with the procedures specified in Section 9-620 of the Code.
(b) In the case of a Strict Foreclosure Proposal, Pledgor shall, within sixty (60) days of Pledgor’s receipt of the Strict Foreclosure Proposal, indicate Pledgor’s (i) acceptance or rejection of such Strict Foreclosure Proposal and (ii) waiver of any right to redeem the Collateral pursuant to Section 9-624(c) of the Code (“UCC Waiver”). Xxxxxxx’s indication of acceptance of a Strict Foreclosure Proposal shall be made by delivering a notice in a form substantially identical to the form attached hereto as Exhibit B.
(c) Pledgee shall notify any guarantor, any other creditor with perfected lien rights in the Collateral, and any other Person entitled to notice under Section 9-621 of the Code (“Interested Parties”) of any Strict Foreclosure Agreement or Strict Foreclosure Proposal.
(d) If Pledgee fails to receive (i) Pledgor’s acceptance of a Strict Foreclosure Proposal and UCC Waiver or (ii) acknowledgements from all Interested Parties of acceptance of the Strict Foreclosure Agreement or the Strict Foreclosure Proposal, as applicable) and their respective UCC Waivers, within ten (10) Business Days of receipt of the notice periods specified in subsections (b) and (c) above (collectively the “Notice Period”), then Pledgor, or such other Interested Party, as applicable, shall be deemed to have objected to the Strict Foreclosure Agreement or the Strict Foreclosure Proposal, as applicable.
(e) Notwithstanding the acceptance of either a Strict Foreclosure Agreement or a Strict Foreclosure Proposal by Pledgor and each Interested Party within the applicable Notice Period, Pledgor and Pledgee shall not be required to consummate such transfer of the Collateral unless and until (i) twenty (20) days have elapsed after the delivery of such acceptance and, (ii) any Interested Party shall have not paid and satisfied the Guaranteed Obligations in full within such twenty (20) day period as contemplated under Section 9-623 of the Code (a “Redemption”). If a Redemption is consummated, Xxxxxxx’s acceptance shall be deemed to have been revoked with the consent of Pledgee.
(f) If all the condi...
Strict Foreclosure. Pursuant to Articles 9-620 and 9-621 of the New York UCC, and solely to the extent applicable to the transactions contemplated hereby, as adopted in other states, the Foreclosing Lenders agree as of the Effective Date to accept FTE’s and the other Credit Parties’ interests in the Subject Collateral in full satisfaction of the Obligations (the “Strict Foreclosure”). Upon the effectiveness of the Strict Foreclosure on the Effective Date (as defined below), (i) Benchmark Holdings, in respect of the Benchmark Subject Collateral, and (ii) Lateral Holdings, in respect of the Lateral Subject Collateral, shall own all of the Credit Parties’ rights, titles and interests in and to the applicable Subject Collateral free and clear of all liens, claims, interests and encumbrances to the full extent provided under applicable law. Each Credit Party irrevocably consents to and unconditionally accepts the Foreclosing Lenders’ and the Agent’s acceptance of the Subject Collateral as set forth above in satisfaction of the Obligations in accordance with and as required by Articles 9-620(a)(1) and 9-620(c)(2) of the New York UCC. Each Credit Party agrees the Strict Foreclosure shall constitute an “acceptance” of collateral in satisfaction of the Obligations in accordance with and to the extent required by Articles 9-620(a)(1) and 9-620(c)(2) of the New York UCC. The Credit Parties shall execute and deliver to the Foreclosing Lenders and the Agent such additional documents and take such further action as may be necessary or reasonably desirable to effectuate the Strict Foreclosure. By consenting to this Proposal, the Credit Parties (a) covenant and agree that they will not challenge, object to or otherwise contest the effectiveness of the Strict Foreclosure; and (b) waive any right to redeem the Subject Collateral under Article 9-623 of the New York UCC. In accordance with Articles 9-620 through 9-622 of the New York UCC, subject to the terms and conditions set forth in this Proposal, on the Effective Date, the Foreclosing Lenders hereby direct the Agent to convey, and based on that direction, the Agent hereby conveys all of its right, title and interest in and to (i) the Benchmark Subject Collateral to Benchmark Holdings and (ii) the Lateral Subject Collateral to Lateral Holdings.
Strict Foreclosure. The Pledgors acknowledge that, in addition to a public or private sale of the Collateral, the Secured Party shall have the right to retain the Collateral in full or partial satisfaction of the Secured Obligations if the Secured Party complies with the requirements of the UCC regarding strict foreclosure.
Strict Foreclosure. Lender may, in its discretion, either negotiate an agreement (“Strict Foreclosure Agreement”) with Borrower, or make a written proposal (“Strict Foreclosure Proposal”) to Borrower, to retain the Collateral in full or partial satisfaction of the obligations in accordance with the procedures specified in Section 9-620 of the UCC. Borrower and each Pledged Entity shall fully cooperate, at their sole expense, in all matters deemed reasonably necessary by Lender to effect the transfer of ownership on the records of the applicable Pledged Entity in accordance with any applicable requirements of the Governing Documents of such Pledged Entity or the Mortgage Loan Documents in connection with any Strict Foreclosure Agreement or Strict Foreclosure Proposal. Such cooperation shall include using Borrower’s best efforts to assist Lender in obtaining any necessary review, approvals and other administrative action from such Pledged Entity or Mortgage Lender. Such assistance shall include at Lender’s request (i) attending all meetings with, and providing all related financial and operational documents and materials to such third parties, and (ii) providing such assurances and executing such documentation as is required by such third parties or Lender to effect such transfer.
Strict Foreclosure. As a material inducement and as partial consideration for Lender’s agreement to enter into this Agreement, Borrower and each Pledgor hereby covenants, agrees and consents to a strict foreclosure of Lender’s security interest in the Pledged Shares in the event an Event of Default occurs under the Note after the date hereof or in the event of Borrower’s breach of any term, condition, covenant, agreement or obligation of Borrower set forth in this Agreement. Borrower further acknowledges, covenants and agrees that in the event Lender forecloses on the Pledged Shares, the agreed upon value of such Pledged Shares shall be equal to $10,000.00 and, accordingly, at such time that Lender completes its foreclosure of the Pledged Shares the Outstanding Balance of the Note will be reduced by $10,000.00.
Strict Foreclosure. Pursuant to and in accordance with Section 9-620 of the UCC:
Strict Foreclosure. In the event the Secured Party elects not to sell the Pledged Shares, the Secured Party may elect to follow the procedures set forth in the UCC for retaining the Pledged Shares in satisfaction of the Secured Obligations, subject to the Obligor's rights under such procedures.
Strict Foreclosure. (a) Mezzanine Lender may, in its sole and absolute discretion, either negotiate an agreement (“Strict Foreclosure Agreement”) with Mezzanine Borrower, or make a written proposal (“Strict Foreclosure Proposal”) to Mezzanine Borrower, to retain the Pledged Collateral in full or partial satisfaction of the Obligations in accordance with the procedures specified in Section 9-
Strict Foreclosure. 5.1 Songstagram hereby agrees to turn over all collateral pledged in connection with the SG Security Agreement and consents to bBooth retaining such collateral in satisfaction of the indebtedness due under the SG Secured Note as provided for in Section 9620 of the California Uniform Commercial Code. In connection therewith, Songstagram agrees to enter into a Surrender of Collateral, Consent to Strict Foreclosure and Release Agreement.
5.2 As and so often as bBooth may require, Songstagram and Wxxxxx will, at the expense of bBooth, execute and deliver to bBooth all such further documents, do or cause to be done all such further acts and things, and give all such further assurances as in the opinion of bBooth or its counsel are necessary or advisable to give full effect to the provisions and intent of this Agreement.
Strict Foreclosure. Borrower acknowledges and agrees that: (a) some or all of the Collateral may be retained by Lender in either full or partial satisfaction of the Loans and Obligations, as determined by Xxxxxx; (b) Borrower will remain liable to Lender for any deficiency amount remaining due pursuant to the Loans and Obligations after the crediting of value received by Lender as a result of the Collateral that was so retained; and (c) repossession of some or all of the 601 MLA (Rev. 7/21) MASTER LOAN AGREEMENT Page 13 Collateral by Lender shall not constitute a retention of the Collateral in either full or partial satisfaction of the Loans and Obligations unless Xxxxxx notifies Borrower in writing that Lender is retaining some or all of the Collateral in partial or full satisfaction of the Loans and Obligations.
