Assumed Encumbrances Sample Clauses

Assumed Encumbrances. 17 5.1. In General................................................................................................................. 17 5.2. Purchaser’s Obligation to Assume.............................................................................. 17 5.3. Loan Assumption Application.................................................................................... 17 5.4. Additional Requirements of Purchaser........................................................................ 18
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Assumed Encumbrances. (a) Purchaser agrees that, at the Closing (i) Purchaser shall reaffirm all of the Partnership's obligations under the Note and all of the other Loan Documents and accept title to the Property subject to the Mortgage and the other Loan Documents, and (ii) USDA shall release Sellers, as well as any guarantors, if any, and other obligated parties (other than the Partnership) under the Loan Documents, from all obligations under the Loan Documents (and any related guarantees or letters of credit), including, without limitation, any obligation to make payments of principal and interest under the Note, to replenish any unfunded required accounts, escrows or reserves and/or cure any physical deficiencies at the Property, all in form and substance satisfactory to Sellers (collectively, the foregoing (i) and (ii) referred to herein as the "Loan Continuation and Release"). Purchaser further acknowledges that the Loan Documents require the satisfaction by Purchaser of certain requirements as set forth therein to allow for the Loan Continuation and Release. Accordingly, Purchaser, at its sole cost and expense shall satisfy the requirements set forth in the Loan Documents to allow for the Loan Continuation and Release, including, without limitation, submitting a complete application to USDA for assumption of the Loan together with all documents and information required in connection therewith (the "Loan Continuation Application") no later than the expiration of the Feasibility Period. Purchaser shall provide Sellers with a copy of the Loan Continuation Application and shall provide evidence of its submission to USDA within three (3) business days after such submittal. Purchaser acknowledges and agrees that Purchaser is solely responsible for the preparation and submittal of the Loan Continuation Application, including the collection of all materials, documents, certificates, financials, signatures, and other items required to be submitted to USDA in connection with the Loan Continuation Application.
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Assumed Encumbrances. 4.5.1 Purchaser recognizes and agrees that, in connection with a loan (the "Loan") made to Seller by Keycorp Real Estate Capital Markets, Inc., as assigned to Federal Home Loan Mortgage Corporation (the "Lender"), the Property presently is encumbered by a deed of trust dated June 30, 2008 and recorded on July 1, 2008 at Reception No. 20081358, and re-recorded July 9, 2008 at reception No. 2008094512 (the "Assumed Deed of Trust") and certain other security and related documents in connection with the Loan (collectively, the "Assumed Encumbrances"). The Loan is evidenced by that certain promissory note dated June 30, 2008 in the stated principal amount of $14,082,000.00 (the "Note," and together with the Assumed Deed of Trust, the Assumed Encumbrances and any other documents executed by Seller in connection with the Loan, the "Assumed Loan Documents"), executed by Seller and payable to the order of the Lender. Within five (5) days after the Effective Date, Seller agrees that it will make available to Purchaser (in the same manner in which Seller is permitted to make the Materials available to Purchaser under Section 3.5.1) copies of the Assumed Loan Documents which are in Seller's possession or reasonable control (subject to Section 3.5.2).
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Assumed Encumbrances. 4.5.1 Purchaser acknowledges that the Property is encumbered by that certain loan (the "Recast Loan") made to Seller by Federal Home Loan Mortgage Corporation ("Lender"), pursuant to that certain Amended and Restated Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing dated June 30, 2008 and recorded July 2, 2008 in the Real Property Records of Collin County, Texas at Clerk's File No. 00000000000000000 (the "Recast Mortgage") and certain other security and related documents in connection with the Recast Loan (collectively, the "Recast Encumbrances"). The Recast Loan is evidenced by that certain Amended and Restated Multifamily Note, executed by Seller and dated June 30, 2008, in the stated principal amount of $5,119,062.00 (the "Recast Note," and together with the Recast Mortgage, the Recast Encumbrances and any other documents executed by Seller in connection with the Recast Loan, the "Recast Documents"). Purchaser further acknowledges that the Property is also encumbered by that certain loan (the "Second Loan" and, together with the Recast Loan, the "Loans") made to Seller by Xxxxx Fargo Bank, National Association, a national banking association ("Xxxxx Fargo"), pursuant to that certain Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing dated June 30, 2008 and recorded July 2, 2008 in the Real Property Records of Collin County, Texas at Clerk's File No. 20080702000812280, as assigned by Xxxxx Fargo to Lender pursuant to that certain Assignment of Security Interest, dated June 30, 2008 and recorded July 2, 2008 in the Real Property Records of Collin County, Texas at Clerk's File No. 20080702000812300 (the "Second Mortgage" and, together with the Recast Mortgage, the "Assumed Deeds of Trust") and certain other security and related documents in connection with the Second Loan (collectively, the "Second Encumbrances" and, together with the Recast Encumbrances, the "Assumed Encumbrances"). The Second Loan is evidenced by that certain Multifamily Note, executed by Seller and dated June 30, 2008, in the stated principal amount of $3,900,000.00 (the "Second Note," and together with Second Mortgage, the Second Encumbrances, the Recast Documents and any other documents executed by Seller in connection with the Recast Loan or the Second Loan, the "Assumed Loan Documents"). The Recast Note and the Second Note are hereinafter collectively referred to as the "Notes." Within 5 days after the Eff...
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Assumed Encumbrances. 4.7.1 Purchaser recognizes and agrees that, in connection with the Loan made by Lender, each Property is encumbered by the applicable Assumed Deed of Trust and the applicable Assumed Encumbrances. The Loan is evidenced by the Note applicable to such Property. Within 10 days after the Effective Date, each Seller agrees that it will make available to Purchaser (in the same manner in which such Seller is permitted to make the Materials available to Purchaser under Section 3.5.1) copies of the Assumed Loan Documents which are in such Seller’s possession or reasonable control (subject to Section 3.5.2).
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Assumed Encumbrances. 4.7.1 Purchaser recognizes and agrees that, in connection with the Loan made by Lender, the Property is encumbered by the Assumed Deed of Trust and the Assumed Encumbrances. The Loan is evidenced by the Note. Purchaser acknowledges that, prior to the Effective Date, Seller has delivered to Purchaser copies of the Assumed Loan Documents which are in Seller’s possession or reasonable control (subject to Section 3.5.2).
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Assumed Encumbrances. 4.5.1. Purchaser recognizes and agrees that, in connection with a loan (the “Loan”) made to Seller by Federal Home Loan Mortgage Corporation (as assignee of Capmark Finance Inc. (the “Lender”), the Property presently is encumbered by a deed of trust dated July 24, 2006 and recorded July 28, 2006 as instrument number 2006-1008352 of the Official Records of Maricopa County, Arizona, and a deed of trust dated March 31, 2008 and recorded April 01, 2008 as instrument number 2008-286048 of the Official Records of Maricopa County, Arizona (collectively, the “Assumed Deed of Trust”) and certain other security and related documents in connection with the Loan (collectively, the “Assumed Encumbrances”). The Loan is evidenced by that certain promissory note dated as of July 26, 2006 in the stated principal amount of $14,400,000.00 and that certain promissory note dated as of March 31, 2008 in the stated principal amount of $5,770,000.00 (collectively, the “Note,” and together with the Assumed Deed of Trust, the Assumed Encumbrances and any other documents executed by Seller in connection with the Loan, the “Assumed Loan Documents”), executed by Seller and payable to the order of the Lender. Within 3 Business Days after the Effective Date, Seller agrees that it will make available to Purchaser (in the same manner in which Seller is permitted to make the Materials available to Purchaser under Section 3.5.1) copies of the Assumed Loan Documents which are in Seller’s possession or reasonable control (subject to Section 3.5.2).
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Assumed Encumbrances. 4.5.1 Purchaser recognizes and agrees that, in connection with two (2) loans (collectively, the " Loans", each a “Loan”) made to Seller by Lender, the Property presently is encumbered by the Assumed Deeds of Trust and certain other security and related documents in connection with the Loans (collectively, the " Assumed Encumbrances"). The Loans are evidenced by the Notes. After the Effective Date, Seller agrees that it will deliver to Purchaser (in the same manner in which Seller is permitted to make the Materials available to Purchaser under Section 3.5.1) copies of the Assumed Loan Documents (subject to Section 3.5.2).
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Assumed Encumbrances 
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Related to Assumed Encumbrances

  • Permitted Encumbrances The term “Permitted Encumbrances” shall mean:

  • Liens and Encumbrances The Company shall not directly or indirectly make, create, incur, assume or permit to exist any assignment, transfer, pledge, mortgage, security interest or other lien or encumbrance of any nature in, to or against any part of the Pledged Property or of the Company's capital stock, or offer or agree to do so, or own or acquire or agree to acquire any asset or property of any character subject to any of the foregoing encumbrances (including any conditional sale contract or other title retention agreement), or assign, pledge or in any way transfer or encumber its right to receive any income or other distribution or proceeds from any part of the Pledged Property or the Company's capital stock; or enter into any sale-leaseback financing respecting any part of the Pledged Property as lessee, or cause or assist the inception or continuation of any of the foregoing.

  • LIENS; ENCUMBRANCES Borrower acknowledges that, to the extent provided in Section 21, the grant, creation or existence of any mortgage, deed of trust, deed to secure debt, security interest or other lien or encumbrance (a "Lien") on the Mortgaged Property (other than the lien of this Instrument) or on certain ownership interests in Borrower, whether voluntary, involuntary or by operation of law, and whether or not such Lien has priority over the lien of this Instrument, is a "Transfer" which constitutes an Event of Default and subjects Borrower to personal liability under the Note.

  • Taxes; Encumbrances At its option, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral and not permitted pursuant to Section 6.02 of the Credit Agreement, and may pay for the maintenance and preservation of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Collateral Agent on demand for any payment made or any expense incurred by the Collateral Agent pursuant to the foregoing authorization; provided, however, that nothing in this Section 4.06 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents.

  • Title; Encumbrances With respect to the Existing Properties, the Borrower or any Material Subsidiary, as the case may be, has (i) good and marketable fee simple title to the Real Property (other than for Real Property subject to a ground lease, as to which it has a valid leasehold interest) and (ii) good and marketable title to the Personal Property (other than Personal Property for any Hotel Property for which the Property Owner has a valid leasehold interest) free and clear of all Liens, and there exists no Liens or other charges against such Property or leasehold interest or any of the real or personal, tangible or intangible, Property of the Borrower or any Material Subsidiary (including without limitation statutory and other Liens of mechanics, workers, contractors, subcontractors, suppliers, taxing authorities and others; provided that certain Capital Expenditures have been made to the Hotel Properties prior to the Effective Date for which the payment is not past due), except (A) Permitted Encumbrances and (B) the Personal Property (plus any replacements thereof) owned by the participating lessee for such Existing Property.

  • Title to Properties; Liens and Encumbrances The Company has good and marketable title to all of its material properties and assets, both real and personal, and has good title to all its leasehold interests, in each case subject only to mortgages, pledges, liens, security interests, conditional sale agreements, encumbrances or charges created in the ordinary course of business.

  • No Encumbrances Borrower has good and indefeasible title to the Collateral, free and clear of Liens except for Permitted Liens.

  • Title to Properties; Absence of Liens and Encumbrances (a) The Company owns no real property, nor has it ever owned any real property. Schedule 2.10(a) sets forth a list of all real property currently leased by the Company, the name of the lessor and the date of the lease and each amendment thereto. All such current leases are in full force and effect, are valid and effective in accordance with their respective terms, and there is not, under any of such leases, any existing default or event of default (or event which with notice or lapse of time, or both, would constitute a default) by the Company or, to the knowledge of the Company, any other party.

  • Absence of Liens and Encumbrances Company and each of its subsidiaries has good and valid title to, or, in the case of leased properties and assets, valid leasehold interests in, all of its tangible properties and assets, real, personal and mixed, used in its business, free and clear of any liens or encumbrances except as reflected in the Company Financials and except for liens for Taxes not yet due and payable and such imperfections of title and encumbrances, if any, which would not be material to Company.

  • Permitted Liens Create or suffer to exist any Lien upon any of its Property, except the following (collectively, “Permitted Liens”):

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