Common use of WATER RIGHTS ACQUISITION Clause in Contracts

WATER RIGHTS ACQUISITION. Notwithstanding Sections 10.1, 10.3, 10.4, 10.5, and 10.6 of this Agreement, the Borrower may enter into and complete the Water Rights Acquisition and the Water Service Agreement and the transactions contemplated thereby. The Borrower's incurrence of Indebtedness per the Water Services Agreement shall not be counted against: (i) the $2,000,000 amount set forth in Section 10.4(d), (ii) the $4,000,000 amount set forth in Section 10.4(e), or (iii) the $25,000,000 amount set forth in Section 10.4(f). With respect to the Water Rights Acquisition, (i) the Borrower shall grant to the Agent (to secure the payment and performance of the Liabilities) a second priority lien and security interest in the water rights being acquired as part of the Water Rights Acquisition (subject only to a prior lien and security interest in favor of the City of Dodge City, Kansas to secure the Borrower's obligations under the Water Services Agreement), which the Lenders acknowledge will be encumbered, at least in part by a water rights lease in favor of the City and corresponding sublease in favor of the Borrower; and (ii) the Borrower shall grant to the Agent (to secure the payment and performance of the Liabilities) a first priority lien and security interest in the sublease by the Borrower from the City of the water rights under the lease in favor of the City, all to be evidenced by documentation, in form and substance reasonably acceptable to the Agent. The aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. The aforementioned lien and security interest in the sublease by the Borrower from the City of the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. In the event that the aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition in favor of the Lenders shall be documented and recorded prior to the documentation of the aforementioned lease, lien or security interest in the water rights in favor of the City, then the Agent shall execute on behalf of the Lenders a subordination agreement in favor of the City, reasonably acceptable to the Agent and to the City.

WATER RIGHTS ACQUISITION. Notwithstanding Sections 10.1, 10.3, 10.4, 10.5, and 10.6 of this Agreement, the Borrower may enter into and complete the Water Rights Acquisition and the Water Service Agreement and the transactions contemplated thereby. The Borrower's incurrence of Indebtedness per the Water Services Agreement shall not be counted against: against (i) the $2,000,000 20,000,000 amount set forth in Section 10.4(d), ) or (ii) the $4,000,000 5,000,000 amount set forth in Section 10.4(e), or (iii) the $25,000,000 amount set forth in Section 10.4(f). National Beef Packing Company Credit Agreement 85 With respect to the Water Rights Acquisition, (i) the Borrower shall grant to the Agent (to secure the payment and performance of the Liabilities) a second priority lien and security interest in the water rights being acquired as part of the Water Rights Acquisition (subject only to a prior lien and security interest in favor of the City of Dodge City, Kansas to secure the Borrower's obligations under the Water Services Agreement), which the Lenders acknowledge will be encumbered, at least in part by a water rights lease in favor of the City and corresponding sublease in favor of the Borrower; and (ii) the Borrower shall grant to the Agent (to secure the payment and performance of the Liabilities) a first priority lien and security interest in the sublease by the Borrower from the City of the water rights under the lease in favor of the City, all to be evidenced by documentation, in form and substance reasonably acceptable to the Agent. The aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. The aforementioned lien and security interest in the sublease by the Borrower from the City of the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. In the event that the aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition in favor of the Lenders shall be documented and recorded prior to the documentation of the aforementioned lease, lien or security interest in the water rights in favor of the City, then the Agent shall execute on behalf of the Lenders a subordination agreement in favor of the City, reasonably acceptable to the Agent and to the City.

WATER RIGHTS ACQUISITION. Notwithstanding Sections 10.1the terms of the Agreement set forth in Section 10.1 of the Agreement, 10.3Encumbrances, 10.4Section 10.3 of the Agreement Deposits, 10.5Investments, Advances or Loans, Section 10.4 of the Agreement, Indebtedness, Section 10.5 of the Agreement, Guarantees and Other Contingent Obligations, and Section 10.6 of this the Agreement, Disposition of Property, the Borrower may enter into and complete the Water Rights Acquisition and the Water Service Agreement and the transactions contemplated thereby. The Borrower's incurrence of Indebtedness debt by the Borrower per the Water Services Agreement shall not be counted against: (i) the $2,000,000 amount set forth in Section 10.4(d), (ii) the $4,000,000 amount set forth in Section 10.4(e), or (iii) the $25,000,000 amount set forth in Section 10.4(f10.4(g). With respect to the Water Rights Acquisition, (i) the Borrower shall grant to the Agent (to secure Agent, for the payment and performance ratable benefit of the Liabilities) Lenders, a second priority lien and security interest in the water rights being acquired as part of the Water Rights Acquisition (subject only to a prior lien and security interest in favor of the City of Dodge City, Kansas to secure the Borrower's ’s obligations under the Water Services Agreement), which the Lenders acknowledge will be encumbered, at least in part by a water rights lease in favor of the City and corresponding sublease in favor of the Borrower; and (ii) the Borrower shall grant to the Agent (to secure Agent, for the payment and performance ratable benefit of the Liabilities) Lenders, a first priority lien and security interest in the sublease by the Borrower from the City of the water rights under the lease in favor of the City, all to be evidenced by documentation, in form and substance reasonably acceptable to the Agent. The aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. The aforementioned lien and security interest in the sublease by the Borrower from the City of the water rights being acquired as part of the Water Rights Acquisition shall be documented and recorded as soon as practicable. In the event that the aforementioned lien and security interest in the water rights being acquired as part of the Water Rights Acquisition in favor of the Lenders shall be documented and recorded prior to the documentation of the aforementioned lease, lien or security interest in the water rights in favor of the City, then the Agent shall execute on behalf of the Lenders a subordination agreement in favor of the City, reasonably acceptable to the Agent and to the City.