Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement. (b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”): (i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension. (ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. (iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions: (A) Satisfy the requirements for Letters of Credit in Section 11.16 of the Continuing Covenant Agreement. (B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note. (C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan. (c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account. (d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following: (i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions: (A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim. (ii) The Project Loan is paid in full. (e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents. (f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement. (i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives. (ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date. (iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 3 contracts
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(A) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
. (ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 3 contracts
Samples: Guaranty (Steadfast Apartment REIT, Inc.), Guaranty (Steadfast Apartment REIT, Inc.), Guaranty (Steadfast Apartment REIT III, Inc.)
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
. (iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 3 contracts
Samples: Guaranty (Strategic Student & Senior Housing Trust, Inc.), Guaranty (Strategic Student & Senior Housing Trust, Inc.), Guaranty (Strategic Student & Senior Housing Trust, Inc.)
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender Xxxxxx has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender Xxxxxx has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. If Funding Lender Xxxxxx has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 2 contracts
Term of Existence. (a) This Section 22 14 will only apply to any Guarantor(s) a Guarantor that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant AgreementDate (“Expiring Guarantor”).
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Expiring Guarantor must take do one of the following actions (“Guarantor Expiration Alternatives”):following:
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension and copies of the organizational document(s) which evidence the Extension.
(ii) Cause one or more natural persons or entities Persons who individually or collectively, as applicable, is/are acceptable to Funding Lender, in Xxxxxx’s discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) ), or other collateral acceptable to Funding Lender Lender, in Xxxxxx’s discretion, as collateral security for the Project LoanLoan (“Guaranty Collateral”). The If Guarantor delivers the Term Extension Letter of Credit Credit, it must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 of the Continuing Covenant Agreement.
(B) Be be in an amount equal to 10% of five times the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project LoanPrincipal Amount and must be acceptable to Lender in its discretion.
(c) If Guarantor provides the Term Extension Letter of Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must renew the Term Extension Letter of Credit Issuer that Issuer will not no less than 30 days prior to each applicable expiration date; if Guarantor fails to so renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:Credit as Guaranty Collateral.
(id) Funding Lender has Following a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw draw on the Term Extension Letter of Credit in an amount equal to or the claim Guaranty Collateral and apply the proceeds to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds portion of such draw to fully or partially satisfy the claim. If claim that is covered by the amount of the proceeds. Guarantor will remain fully liable for any portion of the claim that exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for Credit or the remainder of the claim.
(ii) The Project Loan is paid in fullGuaranty Collateral.
(e) The requirement to provide a After the Indebtedness is paid in full, Lender will release the Term Extension Letter of Credit or the Guaranty Collateral, as applicable, to Expiring Guarantor or its designee, or if no designee was identified and Expiring Guarantor is no longer in addition toexistence, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing DocumentsBorrower.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 2 contracts
Samples: Guaranty Agreement, Guaranty Agreement
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(A) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 2 contracts
Samples: Guaranty (Steadfast Apartment REIT, Inc.), Guaranty (Steadfast Apartment REIT, Inc.)
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), ) each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender Xxxxxx has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 2 contracts
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $15,000,000 and a minimum required liquidity of $3,376,000.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$3,376,000.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $1,620,000.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$1,620,000.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $5,000,000 and a minimum required liquidity of $1,403,200.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$1,403,200.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $1,576,700.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note.$1,576,700
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply In the event Guarantor fails to any Guarantor(sprovide to Lender Notice, given not later than six (6) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of Guarantor’s term of existence, that Guarantor has extended its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after later than the Maturity Date of the Loan (a “ExtensionTerm Extension Event of Default”) and provide Funding Lender with Notice then Guarantor must do one of the Extension.following within 10 days after the Term Extension Event of Default:
(iii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in as collateral security for the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender Loan a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security in the amount of $2,254,000 and otherwise meeting the requirements set forth in this Loan Agreement and in accordance with Lender’s standard requirements for letters of credit, except that the Project Loan. The initial term of the Term Extension Letter of Credit must meet all of the following conditions:be no less than six (6) months; or
(Aii) Satisfy provide Lender with a replacement Guarantor, which replacement Guarantor must be acceptable to Lender in Lender’s sole discretion. If the requirements for Letters replacement Guarantor is an entity other than a publically-traded REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of Credit in Section 11.16 $10,000,000 and a minimum required liquidity of the Continuing Covenant Agreement$2,254,000.
(Bb) Be in an amount equal to 10% If Guarantor provides the Term Extension Letter of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30-days’ prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default has occurred.
(dc) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).[intentionally omitted]
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $1,725,400.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$1,725,400.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $2,319,300.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$2,319,300.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $15,000,000.00 and a minimum required liquidity of $3,551,900.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$3,551,900.00.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project the Loan is paid in full. The Term of Extension Letter of Credit or other collateral delivered by Guarantor to Lender shall be drawn upon and the proceeds thereof applied only to satisfy Guarantor’s obligations under this Guaranty.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), ) each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender Xxxxxx has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Samples: Guaranty
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity ) Guarantor must take do one of the following actions (“Guarantor Expiration Alternatives”):following:
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $1,634,000.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters The Term Extension Letter of Credit must be in Section 11.16 of the Continuing Covenant Agreementform found on Xxxxxxx Mac’s website.
(B) Be The Term Extension Letter of Credit must name Lender as the sole beneficiary, have an initial term of not less than 6 months and be issued by a bank acceptable to Lender in an amount equal to 10% of the outstanding principal balance of the Project Noteits sole discretion.
(C) Include an automatic renewal provision or have a term that extends six months beyond The Term Extension Letter of Credit must be in the Maturity Date amount of the Project Loan$1,634,000.00.
(cb) If Guarantor provides the Term Extension Letter of Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy (ii) the claimMortgage is paid in full. If Funding Lender has previously drawn on the The Term of Extension Letter of Credit pursuant or other collateral delivered by Guarantor to Section 22(c), then Funding Lender may apply shall be drawn upon and the proceeds of such draw thereof applied only to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio), if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $2,832,500.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$2,832,500.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $2,735,700.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$2,735,700.00.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project the Loan is paid in full. The Term of Extension Letter of Credit or other collateral delivered by Guarantor to Lender shall be drawn upon and the proceeds thereof applied only to satisfy Guarantor’s obligations under this Guaranty.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), ) each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender Xxxxxx has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Samples: Guaranty
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $2,734,600.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$2,734,600.00.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project the Loan is paid in full. The Term of Extension Letter of Credit or other collateral delivered by Guarantor to Lender shall be drawn upon and the proceeds thereof applied only to satisfy Guarantor’s obligations under this Guaranty.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity ) Guarantor must take do one of the following actions (“Guarantor Expiration Alternatives”):following:
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $2,810,500.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters The Term Extension Letter of Credit must be in Section 11.16 of the Continuing Covenant Agreementform found on Xxxxxxx Mac’s website.
(B) Be The Term Extension Letter of Credit must name Lender as the sole beneficiary, have an initial term of not less than 6 months and be issued by a bank acceptable to Lender in an amount equal to 10% of the outstanding principal balance of the Project Noteits sole discretion.
(C) Include an automatic renewal provision or have a term that extends six months beyond The Term Extension Letter of Credit must be in the Maturity Date amount of the Project Loan$2,810,500.00.
(cb) If Guarantor provides the Term Extension Letter of Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy (ii) the claimMortgage is paid in full. If Funding Lender has previously drawn on the The Term of Extension Letter of Credit pursuant or other collateral delivered by Guarantor to Section 22(c), then Funding Lender may apply shall be drawn upon and the proceeds of such draw thereof applied only to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio), if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $1,739,500.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$1,739,500.00.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project the Loan is paid in full. The Term of Extension Letter of Credit or other collateral delivered by Guarantor to Lender shall be drawn upon and the proceeds thereof applied only to satisfy Guarantor’s obligations under this Guaranty.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $10,000,000 and a minimum required liquidity of $1,942,600.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$1,942,600.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity ) Guarantor must take do one of the following actions (“Guarantor Expiration Alternatives”):following:
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $10,000,000.00 and a minimum required liquidity of $2,596,300.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters The Term Extension Letter of Credit must be in Section 11.16 of the Continuing Covenant Agreementform found on Xxxxxxx Mac’s website.
(B) Be The Term Extension Letter of Credit must name Lender as the sole beneficiary, have an initial term of not less than 6 months and be issued by a bank acceptable to Lender in an amount equal to 10% of the outstanding principal balance of the Project Noteits sole discretion.
(C) Include an automatic renewal provision or have a term that extends six months beyond The Term Extension Letter of Credit must be in the Maturity Date amount of the Project Loan$2,596,300.00.
(cb) If Guarantor provides the Term Extension Letter of Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy (ii) the claimMortgage is paid in full. If Funding Lender has previously drawn on the The Term of Extension Letter of Credit pursuant or other collateral delivered by Guarantor to Section 22(c), then Funding Lender may apply shall be drawn upon and the proceeds of such draw thereof applied only to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio), if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
. (ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity ) Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend extend its Term to a date that is at least 6 months after not earlier than the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension. If Guarantor has not provided Lender with Notice of the Extension at least 6 months prior to the expiration of its Term (“Term Extension Event of Default”), then Guarantor must do one of the following within 10 days after the Term Extension Event of Default:
(i) Guarantor must provide Lender with a replacement Guarantor, which replacement Guarantor must be acceptable to Lender in Lender’s sole discretion. If the replacement Guarantor is an entity other than a publicly-traded REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $15,000,000.00 and a minimum required liquidity of $3,850,000.00.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and Guarantor must deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters The Term Extension Letter of Credit must be in Section 11.16 of the Continuing Covenant Agreementform found on Xxxxxxx Mac’s website.
(B) Be The Term Extension Letter of Credit must name Lender as the sole beneficiary, have an initial term of not less than 6 months and be issued by a bank acceptable to Lender in an amount equal to 10% of the outstanding principal balance of the Project Noteits sole discretion.
(C) Include an automatic renewal provision or have a term that extends six months beyond The Term Extension Letter of Credit must be in the Maturity Date amount of the Project Loan$3,850,000.00.
(cb) If Guarantor provides the Term Extension Letter of Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30-days’ prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(c) [intentionally omitted]
(d) Funding Lender will hold the The Term of Extension Letter of Credit or, if Funding or other collateral delivered by Guarantor to Lender has previously shall be drawn on the Term Extension Letter of Credit pursuant to Section 22(c), upon and the proceeds of the Term Extension Letter of Credit, until the first thereof applied only to occur of the following:
(i) Funding Lender has a claim against Guarantor satisfy Guarantor’s obligations under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity ) Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $15,000,000 and a minimum required liquidity of $4,763,000.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$4,763,000.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(A) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
. (iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(B) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Samples: Guaranty (Strategic Student & Senior Housing Trust, Inc.)
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty reflecting a minimum net worth requirement of $15,000,000 and a minimum required liquidity of $4,365,000.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$4,365,000.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow accountEvent of Default had occurred.
(dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), and apply the proceeds of to such claim, or (ii) the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, Loan is paid in which case Funding Lender may take either of the following actions:
(A) Draw on the full. The Term Extension Letter of Credit in an amount equal or other collateral delivered by Guarantor to the claim Lender shall be drawn upon and apply the proceeds thereof applied only to fully or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claimGuarantor’s obligations under this Guaranty.
(ii) The Project Loan is paid in full.
(ed) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter letter of Credit credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (Guaranty, if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(fe) If Guarantor fails to exercise one of the Guarantor Fund Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Fund Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender.
(ii) Guarantor must exercise one of the Fund Expiration Alternatives prior to the Term Expiration Date. If However, if a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Fund Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) The Guarantor’s requirements to deliver the Guarantor Financial Statements are is in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).. The following changes are made to the Guaranty which precedes this Rider:
A. Section 23 is deleted and replaced with the following:
Appears in 1 contract
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Loan Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender Xxxxxx has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender Xxxxxx has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. If Funding Lender Xxxxxx has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
Appears in 1 contract
Samples: Guaranty
Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take do one of the following actions (“Guarantor Fund Expiration Alternatives”):
(i) Extend Guarantor must extend its Term to a date that is at least no earlier than 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause Guarantor must cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, in its sole discretion, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender. If the replacement Guarantor is an entity other than a publicly-held REIT, the replacement Guaranty must be modified to include Xxxxxxx Mac’s standard form Minimum Net Worth/Liquidity Rider to Guaranty (CME and Portfolio) reflecting a minimum net worth requirement of $15,000,000.00 and a minimum required liquidity of $3,848,200.00.
(iii) Deliver Guarantor must deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender Lender, in its discretion, as collateral security for the Project Loan. The Term Extension Letter If Guarantor delivers a letter of Credit credit, the letter of credit must meet all of the following conditions:
(A) Satisfy It must satisfy the requirements for Letters of Credit set forth in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be It must be in an the amount equal to 10% of the outstanding principal balance of the Project Note$3,848,200.00.
(Cb) Include an automatic renewal provision or have a term that extends six months beyond If Guarantor provides the Maturity Date Term Extension Letter of the Project Loan.
(c) Credit, Guarantor must ensure that the Term Extension Letter of Credit remains in force and effect until the Project Loan is paid in fullMaturity Date. If Funding Lender receives any Notice from Guarantor must continuously renew the Term Extension Letter of Credit Issuer that Issuer will not renew later than 30 days prior to the then expiration of the Term Extension Letter of Credit, then Funding or Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in as if an escrow account.
Event of Default had occurred. Rider To GuarantyTerm of Existence of Guarantor Expiring Prior to Maturity Date Page 1 (dc) Funding The Lender will hold the Term Extension Letter of Credit or, if Funding or the proceeds until (i) such time as there is a claim against the Guarantor in which case Lender has previously drawn will be entitled to draw on the Term Extension Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully such claim, or partially satisfy the claim. If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project the Loan is paid in full.
(e) . The requirement to provide a Term of Extension Letter of Credit is in addition to, or other collateral delivered by Guarantor to Lender shall be drawn upon and not in substitution for, any requirement the proceeds thereof applied only to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that satisfy Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternativesobligations under this Guaranty.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
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Term of Existence. (a) This Section 22 will only apply to any Guarantor(s) that is an entity whose term of existence expires prior to the Maturity Date. This Section 22 is subject to Section 8.02 of the Continuing Covenant Agreement.
(b) At least 6 months prior to the expiration of its term of existence (“Term”), each entity Guarantor must take one of the following actions (“Guarantor Expiration Alternatives”):
(i) Extend its Term to a date that is at least 6 months after the Maturity Date (“Extension”) and provide Funding Lender with Notice of the Extension.
(ii) Cause one or more natural persons or entities who individually or collectively, as applicable, is/are acceptable to Funding Lender, to execute and deliver to Funding Lender a guaranty in the same form as this Guaranty, without any cost or expense to Funding Lender.
(iii) Deliver to Funding Lender a letter of credit (“Term Extension Letter of Credit”) or other collateral acceptable to Funding Lender as collateral security for the Project Loan. The Term Extension Letter of Credit must meet all of the following conditions:
(A) Satisfy the requirements for Letters of Credit in Section 11.16 11.15 of the Continuing Covenant Loan Agreement.
(B) Be in an amount equal to 10% of the outstanding principal balance of the Project Note.
(C) Include an automatic renewal provision or have a term that extends six months beyond the Maturity Date of the Project Loan.
(c) Guarantor must ensure the Term Extension Letter of Credit remains in force until the Project Loan is paid in full. If Funding Lender receives any Notice from the Term Extension Letter of Credit Issuer that Issuer will not renew the Term Extension Letter of Credit, then Funding Lender may immediately draw upon the Term Extension Letter of Credit in full and hold the proceeds in an escrow account.
(d) Funding Lender will hold the Term Extension Letter of Credit or, if Funding Lender has previously drawn on the Term Extension Existence Letter of Credit pursuant to Section 22(c), the proceeds of the Term Extension Letter of Credit, until the first to occur of the following:
(i) Funding Lender has a claim against the Guarantor under the terms of this Guaranty, in which case Funding Lender may take either of the following actions:
(A) Draw on the Term Extension Letter of Credit in an amount equal to the claim and apply the proceeds to fully or partially satisfy the claim. .
(A) If Funding Lender has previously drawn on the Term Extension Letter of Credit pursuant to Section 22(c), then Funding Lender may apply the proceeds of such draw to fully or partially satisfy the claim. If the amount of the claim exceeds the amount of the Term Extension Letter of Credit, Guarantor will remain liable to Funding Lender for the remainder of the claim.
(ii) The Project Loan is paid in full.
(e) The requirement to provide a Term Extension Letter of Credit is in addition to, and not in substitution for, any requirement to provide a Letter of Credit pursuant to the Minimum Net Worth/Liquidity Rider to Guaranty (if applicable) or any other Letter of Credit required under the terms of the Financing Loan Documents.
(f) If Guarantor fails to exercise one of the Guarantor Expiration Alternatives at least 6 months prior to the expiration of the Term (“Term Expiration Date”), Guarantor must deliver to Funding Lender monthly financial statements (each a “Guarantor Financial Statement”) in the form required under Section 6.07(f) of the Continuing Covenant Loan Agreement.
(i) Guarantor must begin delivering the Guarantor Financial Statement on the first day of the month which is 6 months prior to the Term Expiration Date and continue delivering the Guarantor Financial Statement on the first day of every month thereafter until Guarantor exercises one of the Guarantor Expiration Alternatives. The Guarantor Financial Statement must demonstrate a net worth and liquidity that are acceptable to Funding Lender. If a Guarantor Financial Statement indicates that Guarantor’s net worth or liquidity is unacceptable to Funding Lender, upon Notice from Funding Lender, Guarantor must immediately exercise one of the Guarantor Expiration Alternatives.
(ii) Guarantor must exercise one of the Guarantor Expiration Alternatives prior to the Term Expiration Date.
(iii) Guarantor’s requirements to deliver the Guarantor Financial Statements are in addition to any other requirements set forth in the Financing Loan Documents requiring Guarantor to deliver any financial information (including the Guarantor’s requirements regarding financial covenants set forth in Section 20).
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