Cure Rights Sample Clauses
The Cure Rights clause grants a party the opportunity to correct or remedy a breach of contract before the other party can pursue remedies such as termination or legal action. Typically, this clause specifies a notice period during which the breaching party is informed of the issue and given a set amount of time to fix the problem, such as late payments or failure to meet performance standards. Its core function is to promote fairness and cooperation by allowing parties to resolve issues amicably and avoid unnecessary escalation or litigation.
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Cure Rights. In the event any monetary default beyond applicable notice and grace periods or non-monetary default beyond applicable notice and grace periods shall exist with respect to the Mortgage Loan, then, upon notice from the Lead Securitization Note Holder (or the Servicer on its behalf) (a “Cure Option Notice”) of the occurrence of such default beyond applicable notice and grace periods (which notice the Lead Securitization Note Holder (or the Servicer on its behalf) shall promptly give to the Note B Holder upon receipt of knowledge thereof), each Note B Holder shall have the right, exercisable by each Note B Holder giving written notice of its intent to cure a default within five (5) Business Days after receipt of the Cure Option Notice, to cure such default (and if each of the Note B-1 Holder, the Note B-2 Holder and the Note B-3 Holder, or any combination thereof, provide such notice, then such Note B Holders collectively, on a pro rata basis shall have the right to cure such default); provided, in the event a Note B Holder has elected to cure any default, the default must be cured by such Note B Holder within, in the case of a monetary default, ten (10) Business Days after receipt of such Cure Option Notice and, in the case of a non-monetary default, thirty (30) days after receipt of such Cure Option Notice. If a Note B Holder is attempting to cure a non-monetary default, the foregoing cure period of thirty (30) days may be extended for an additional sixty (60) days (for a total of up to ninety (90) days), but only for so long as (i) such Note B Holder is diligently and expeditiously proceeding to cure such non-monetary default, (ii) such Note B Holder makes all Cure Payments that it is permitted to make in accordance with this Section, (iii) such non-monetary default is not the result of a bankruptcy of the Mortgage Loan Borrower or other insolvency related event, and no bankruptcy commences or other insolvency related event occurs during the period that such Note B Holder is otherwise permitted to cure a non-monetary default in accordance with this Section and (iv) there is no material adverse effect on the Mortgage Loan Borrower, the Mortgaged Property or the value of the Mortgage Loan as a result of such non-monetary default or the attempted cure thereof. If a Note B Holder elects to cure a default that can be cured by the payment of money (each such payment, a “Cure Payment”), such Note B Holder shall make such Cure Payment as directed by the Lead Secur...
Cure Rights. The parties agree that Security Trustee, or any other Enforcing Party, may but need not, take steps to cure, or procure the cure of, a Termination Event or (where relevant) prevent the occurrence of a Termination Event. SFV agrees that a Termination Event no longer exists under or for the purposes of the LTESA or the PDA (as applicable) once:
(a) it is cured or procured to be cured by Security Trustee or any other Enforcing Party; or
(b) it is taken to be cured in accordance with clause 4.6 (“Deemed cure”).
Cure Rights. Notwithstanding Sections 5.12 or 5.13 to the contrary, neither party will exercise its right to terminate this Contract in accordance with 5.12 or 5.13 above, as applicable, without first giving the other party five (5) business days’ (or longer in the notifying party’s discretion) notice and opportunity to satisfy the failed condition(s). If, after such notice and cure period the condition remains unsatisfied, this Section 5.14 will be of no further force and effect and this Contract shall be interpreted as if this Section was never included.
Cure Rights. (a) Notwithstanding any provision to the contrary contained in this Agreement or any other Credit Document, for purposes of determining compliance with the Financial Covenants set forth in Section 8.8(a) and Section 8.8(b), respectively, the proceeds (“Cure Proceeds”) of any cash equity contribution (which equity shall be common Equity Interests or other Equity Interests not constituting Disqualified Equity Interests) that is made by any of the holders (direct or indirect) of outstanding Equity Interests in the Borrower to the Borrower after the end of the applicable Fiscal Quarter in respect of which such Cure Proceeds are contributed but, in any event, on or prior to the date that is fifteen (15) Business Days after the date on which financial statements have been, or are required to have been, delivered to the Administrative Agent pursuant to Section 7.1(a) in respect of such Fiscal Quarter (each such period, a “Cure Period”), will be included in the calculation of (and such Cure Proceeds shall increase) Consolidated EBITDA on a dollar-for-dollar basis solely for the limited purpose of determining compliance with the Financial Covenant set forth in Section 8.8(a) and/or the Financial Covenant set forth in Section 8.8(b) (as applicable) for (I) such Fiscal Quarter, and (II) any subsequent fiscal period including such Fiscal Quarter (each such contribution of Cure Proceeds, a “Specified Equity Contribution”), and, for the avoidance of doubt, such Cure Proceeds shall be disregarded and shall not affect the calculation of Consolidated EBITDA for all other purposes of this Agreement and the other Credit Documents (including, without limitation, for purposes of calculating compliance with any of such Financial Covenants with respect to any other fiscal period, calculating compliance with the Financial Covenant set forth in Section 8.8(c) with respect to any fiscal period, calculation of the Applicable Margin, calculation of availability under any Financial Covenant-related basket, carveout or exception set forth in this Agreement or any other Credit Document, or calculation of compliance, on a Pro Forma Basis or otherwise, with any financial ratio-based test or condition related to determining whether the consummation of any Specified Transaction is permitted under this Agreement or any other Credit Document), provided, that:
(i) with respect to each fiscal period consisting of two (2) consecutive full Fiscal Quarters, there shall be at least one (1) Fiscal Q...
Cure Rights. In the event of any default on the part of Landlord, Tenant will give notice by registered or certified mail to any beneficiary of a deed of trust or mortgage covering the Premises or ground lessor of Landlord whose address has been furnished to Tenant, and Tenant agrees to offer such beneficiary, mortgagee or ground lessor a reasonable opportunity to cure the default (including with respect to any such beneficiary or mortgagee, time to obtain possession of the Premises, subject to this Lease and Tenant's rights hereunder, by power of sale or a judicial foreclosure, if such should prove necessary to effect a cure).
Cure Rights. Notwithstanding the foregoing, if the Default reasonably requires more than thirty (30) days to cure, such Default shall not constitute an Event of Default, provided that the curing of the Default is promptly commenced upon receipt by the defaulting party of the notice of the Default, and with due diligence is thereafter continuously prosecuted to completion and is completed within a reasonable period of time, and provided that the defaulting party keeps the non-defaulting party well informed at all times of its progress in curing the Default; provided in no event shall such additional cure period extend beyond 365 days.
Cure Rights. (a) If the Issuer, as holder of a Loan, has the right pursuant to the related Underlying Instruments to cure an event of default on the Underlying Term Loan, the Collateral Manager may, in accordance with the Collateral Manager Servicing Standard advance from its own funds with respect to the Loan as a reimbursable Cure Advance, all such amounts as are necessary to effect the timely cure of such event of default pursuant to the terms of the related Underlying Instruments; provided that (i) such advances may only be made (A) to the extent that the Collateral Manager reasonably believes that such cash advances can be repaid from future payments on the related underlying commercial mortgage loan and in accordance with the Collateral Manager’s Servicing Standard (subject to override by the CLO Servicer pursuant to Section 1.5) and (B) if the Collateral Manager receives written instruction from the Certificateholder with respect thereto, and (ii) the particular advance would not, if made, constitute a Nonrecoverable Cure Advance. The determination by the Collateral Manager that it has made a Nonrecoverable Cure Advance or that any proposed Cure Advance, if made, would constitute a Nonrecoverable Cure Advance shall be made by the Collateral Manager in its reasonable good faith judgment in accordance with the Collateral Manager Servicing Standard and shall be evidenced by an Officer’s Certificate delivered promptly to the Trustee, setting forth the basis for such determination, accompanied by an appraisal, if available, or an independent broker’s opinion of the value of the Underlying Mortgage Property and any information that the Collateral Manager may have obtained and that supports such determination. The Collateral Manager will be entitled to reimbursement in respect of each Cure Advance from any subsequent payments or recoveries on each Collateral Obligation in respect of which such Cure Advance was made in accordance with the Priority of Payments if such reimbursement would not cause an Interest Shortfall; provided that, if at any time the Collateral Manager shall determine in its sole discretion (subject to override by the CLO Servicer as provided in Section 1.5 herein), exercised in good faith and in accordance with the Collateral Manager Servicing Standard, that a Cure Advance previously made is a Nonrecoverable Cure Advance, the Collateral Manager shall be entitled to reimbursements for such Nonrecoverable Cure Advance from subsequent payments or collec...
Cure Rights. In the event of any default on the part of Landlord, Tenant will give notice by registered or certified mail to any beneficiary of a deed of trust or mortgagee covering the Premises or ground lessor of Landlord whose address shall have been furnished to Tenant, and shall offer such beneficiary, mortgagee or ground lessor the same opportunity to cure the default as is provided to Landlord hereunder.
Cure Rights. Notwithstanding anything contained herein to the contrary, a Party that is in Default shall be entitled to cure such Default by satisfying its performance obligation prior to the end of such ninety (90) day period. Furthermore, if such Party is diligently proceeding to cure such Default but such cure cannot be accomplished within such ninety (90) day period, the Party in Default shall be given up to an additional sixty (60) days to cure the Default so long as such Party continues to diligently pursue curing the Default. If the Default is cured by the Party that is in Default prior to the end of the cure period, then the notice of termination shall be null and void. If a Party fails to cure a Default, then this Agreement shall terminate on the date set forth in the notice of Default, but in no event prior to ninety (90) days following the issuance of such notice of Default.
Cure Rights. The ability to cure defaults under the mortgage loan is a critical element of the Intercreditor Agreement for any mezzanine lender. Mortgage lenders will not dispute that mezzanine lenders must have these rights, but the length of the cure period or the aggregate number of cure events will often be debated. It goes without saying that the longer the mezzanine lender can forestall the mortgage lender from exercising its enforcement rights under the mortgage loan documents due to the mezzanine lender exercising its cure rights, the better it is for the mezzanine lender, especially in states that allow for a streamlined or quick mortgage foreclosure process. It is not uncommon to see monetary cure rights limited to as few as 3-4 over the lifetime of the loan, and multiple consecutive month cure periods as long as 3-6 months. There is no "right answer" and this point will be negotiated. The right of the mezzanine lender to purchase the senior mortgage loan in the event of default under the senior loan is a customary feature of any Intercreditor Agreement. However, what, exactly, is included in the loan purchase price and when the mezzanine lender’s rights to purchase the senior loan are cut off or cease are often debated issues. For example, many senior lenders will not require default interest or late fees to be paid by a mezzanine lender who elects to purchase the senior loan, while others will want everything included. The more widely accepted practice is to not require that mezzanine lender to pay these "extras," especially, when the mezzanine lender is not affiliated in any way with the mortgage borrower. Many senior lenders will require that the purchase option cease upon the delivery of a deed in lieu of foreclosure, while others will extend the purchase option for a period of time even after the senior lender has acquired the underlying mortgage loan collateral — essentially allowing the loan purchase option to convert to a property purchase option. If the loan purchase option is converted into a property purchase option and the mezzanine lender exercises the option, the real property will be conveyed and may be subject to a real estate conveyance tax (which may not apply to a purchase of the mezzanine loan) depending on the jurisdiction. Note that many “first drafts” of Intercreditor Agreements prepared by senior lenders will not address and be silent with regard to a deed in lieu of foreclosure scenario. It is incumbent upon the mezzanine lender to a...