SPE Entities definition
Examples of SPE Entities in a sentence
Borrower shall not enter into, or be a party to, any transaction with an Affiliate of Borrower, Principal, the Operating Lessee SPE Entities or any of the partners of Borrower, Principal or the Operating Lessee SPE Entities except in the ordinary course of business and on terms which are fully disclosed to Lender in advance and are no less favorable to Borrower or such Affiliate than would be obtained in a comparable arm's-length transaction with an unrelated third party.
Notwithstanding the foregoing, Borrower shall not, and shall not permit or suffer any person to, pledge, hypothecate, encumber or grant a security interest in or lien on any direct or, except as set forth in this Section 8.5 indirect, interest in Borrower, Mezzanine Borrower or any SPE Entities.
The Borrowers and the SPE Entities have made their own independent decisions to enter into the Loan Documents and as to whether the transactions contemplated thereby are appropriate and proper based upon their own judgment and upon advice from such advisors (including without limitation, legal counsel and accountants) as they have deemed necessary.
With respect to Borrower, there are currently no SPE Entities and Agent shall not require the Managing Member to be a SPE Entity.
The Borrowers and the SPE Entities are not relying upon any advice from the Agent as to any aspect of the transactions contemplated hereby the legal, accounting or tax treatment of such transactions.
There shall have been no material adverse change in the financial condition or business condition of the Properties, Borrower, Borrower Principal, any SPE Component Entity, the Operating Lessee SPE Entities or any other person or party contributing to the operating income and operations of the Properties since the date of the most recent financial statements and/or other information delivered to Lender.
Neither Borrower nor Borrower Principal, any SPE Component Entity, Affiliated Manager or any of the Operating Lessee SPE Entities shall be the subject of any bankruptcy, reorganization, or insolvency proceeding.
The Borrowers and the SPE Entities have complied with all applicable anti-money laundering laws and regulations, including without limitation the USA PATRIOT Act (collectively, the "Anti-Money Laundering Laws"); The Borrowers have conducted the requisite due diligence in connection with the transactions contemplated hereby for purposes of the Anti-Money Laundering Laws.
The representations and warranties in this Agreement by Contributor are made as of the date hereof, and shall be remade by Contributor as of the date of each Closing (as applicable to the Properties or the Interests being contributed or sold to the Company, and/or the SPE Entities, as applicable, at such Closing) with the same force and effect as if in fact specifically remade at that time.
Contributor, Owner and the SPE Entities will maintain insurance in the current amounts through the date of the consummation of the Closing.