Junior Lender Sample Clauses

Junior Lender. Notwithstanding the provisions of Section 9 or any other provisions hereof (including the provisions of Section 12(a)(iii) hereof), no Junior Lender or any Loan Pledgee with respect to a Junior Loan shall Transfer in the aggregate, taking into account all prior Transfers, more than forty nine percent (49%) of its respective beneficial interest in its respective Junior Loan to any Person that is not a Qualified Transferee or a Loan Pledgee, without receiving a Rating Agency Confirmation (in which case the related transferee shall thereafter be deemed to be a “Qualified Transferee” for all purposes of this Agreement), and in connection with any Transfer to a Qualified Transferee, any such Junior Lender shall, if requested by the Rating Agencies, provide to Senior Lender, the other Junior Lenders and the Rating Agencies within five (5) Business Days of such Transfer a certification that such Transfer has been made to a Qualified Transferee or a Loan Pledgee. Any such transferee (other than a Loan Pledgee or a participant in connection with a participation of a portion of the applicable Junior Loan), must assume in writing the obligations of such Junior Lender hereunder arising from and after the date of such Transfer (and such Junior Lender shall remain liable for its obligations hereunder arising prior to the date of such Transfer) and agree to be bound by the terms and provisions hereof. Such proposed transferee (other than a Loan Pledgee (prior to its realization on the Pledged Junior Loan) or a participant in connection with a participation of a portion of the applicable Junior Loan) shall also remake each of the representations and warranties contained herein which are applicable to the Junior Loan being acquired for the benefit of the Senior Lender and the Junior Lenders.
Sample 1
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Junior Lender. Junior Lender hereby represents and warrants to Senior Lender as follows:
Sample 1
Junior Lender. DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT a public agency of the State of California By: __________________________ (Signatures follow on subsequent page) SENIOR LENDER: By: _________________________ Name: _________________________ Title: _________________________ ACKNOWLEDGED AND AGREED AS OF THE DATE FIRST SET FORTH ABOVE: BORROWER: A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ______________________ On _____________________________ before me _______________________________, Notary Public, personally appeared _______________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ______________________________________________ Signature of Notary Public Place Notary Seal Above A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ______________________ On _____________________________ before me _______________________________, Notary Public, personally appeared _______________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ______________________________________________ Signature of Notary ...
Sample 1
Junior Lender. COLUMN FINANCIAL, INC., a Delaware corporation By: /s/ N. Xxxxx XxXxxxx Name: N. Xxxxx XxXxxxx Title: Authorized Signatory STARWOOD PROPERTY MORTGAGE SUB-17, L.L.C. By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Authorized Signatory XXXXX FARGO BANK, NATIONAL ASSOCIATION, NOT IN ITS INDIVIUAL CAPACITY, BUT SOLELY AS MEZZANINE TRUSTEE FOR THE BENEFIT OF CERTIFICATEHOLDERS OF CSMC TRUST 2016-NYRT MZ, COMMERCIAL MEZZANINE PASS THROUGH CERTIFICATES, SERIES 2016-NYRT MZ By: /s/ Xxxxxxxxx Xxxxxx Name: Xxxxxxxxx Xxxxxx Title: Vice president SCHEDULE I (Borrower) ARC NY333W3401, LLC, a Delaware limited liability company ARC NY350BL001, LLC, a Delaware limited liability company ARC NYBLKST002, LLC, a Delaware limited liability company ARC NYCTGRG001, LLC, a Delaware limited liability company ARC NYWSHST001, LLC, a Delaware limited liability company ARC NYGRNAV001, LLC, a Delaware limited liability company ARC NYW42ST001, LLC, a Delaware limited liability company ARC NY120W5701, LLC, a Delaware limited liability company SCHEDULE II (Original Borrower) ARC NY22936001, LLC, a Delaware limited liability company ARC NY21618001, LLC, a Delaware limited liability company ARC NY333W3401, LLC, a Delaware limited liability company ARC NY350BL001, LLC, a Delaware limited liability company ARC NYBLKST002, LLC, a Delaware limited liability company ARC NYCTGRG001, LLC, a Delaware limited liability company ARC NYWSHST001, LLC, a Delaware limited liability company ARC NYGRNAV001, LLC, a Delaware limited liability company ARC NYW42ST001, LLC, a Delaware limited liability company ARC NY120W5701, LLC, a Delaware limited liability company ARC NY24549W17, LLC, a Delaware limited liability company 50 Varick LLC, a New York limited liability company EXHIBIT A (Schedule XVI) See attached. SCHEDULE XVI (Notes (Extension Term))
Sample 1
Junior Lender. Port Authority of Winona. The original principal amount of the Note is $140,000. The term of the Loan is seven (7) years. Interest on this Note accrues at a rate of three percent (3%) per annum. The first payment of principal and interest is due on or before September 1, 2015, and the final payment is due on or before August 1, 2022. The Loan Agreement requires the Borrower to create a minimum of twenty (20) full time equivalent jobs within two years of the Benefit Date and provide documentation of said job creation. The Jobs created must pay an hourly wage of at least $18.00 including benefits. In addition, the Borrower must continue operations in the City of Winona at least five (5) years from the Benefit Date. The Benefit Date is May 14, 2015.
Sample 1
Junior Lender. City of Winona (funds received from the State of Minnesota Initiative Fund). The original principal amount of the Note will be $300,000. Up to $100,000 of the Loan principal will be forgiven upon satisfaction by the Borrower of the terms of the Loan Agreement, specifically job creation, wages, and business operation goals. The repayable portion of the Loan, $200,000, shall bear interest at a rate of three percent (3%) per annum. Interest shall begin to accrue as of the Initial Disbursement Date, The Initial Disbursement Date means the date of the first disbursement of any Loan Proceeds by the Lender to the Borrower. The term of the Loan is seven (7) years. Payments of principal and interest on the non- forgiveable portion of the Loan shall commence on the first day of the first month immediately following the Final Disbursement Date and shall continue on the first day of each and every month thereafter until the Loan is paid in full. The Final Disbursement Date means the date of the final disbursement of the Loan proceeds by the Lender to the Borrower, In accordance with the applicable loan documents, if the Borrower fails to meet the job creation and wage goals stated therein by the Compliance Date and the Lender has not extended the Compliance Date for one year after public hearing and approval of the State of Minnesota, the Borrower will be required to repay the Lender a pro rata share of the $100,000 at $15,000 per job not created, plus interest from the Initial Disbursement Date, which interest shall be computed as follows. If the implicit price deflater for government consumption expenditures and gross investment for state and local governments prepared by the Bureau of Economic Analysis of the United States Department' of Commerce for the 12-month period ending March 31st of the previous year, exceeds three percent (3%) on the date of default, the Borrower shall, in addition to any other payment required under the Note, pay to the Lender the difference between the present value of the interest actually paid and accrued on the Loan and the amount of interest that would have been paid and accrued on the Loan if the interest rate of the Loan at all times had been equal to the implicit price deflater on the date of the date of default.
Sample 1
Junior Lender. Notwithstanding anything contained herein to the contrary, so long as any of the Senior Loan Obligations remain outstanding, Junior Lender must obtain the prior written consent of the Senior Lender prior to commencing any Junior Loan Enforcement Action.
Sample 1
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Junior Lender. BEHRINGER HARVARD PAL I, LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxxx, III Xxxxxx X. Xxxxxxx, III Executive Vice President SUBORDINATE LENDER: LEND LEASE (US) CAPITAL INC. By: /s/ Xxxxxx X. Xxxx Xxxxxx X. Xxxx Vice President
Sample 1
Junior Lender 
Sample 1

Related to Junior Lender

  • Secured Party In performing its obligations under this Agreement, the Secured Party is subject to, and entitled to the benefits of, the terms of the Indenture that apply to the Indenture Trustee.

  • The Lender We can choose to assign or transfer any of our rights or obligations under this Agreement without your or the Guarantor’s specific consent, and each of our assignees and transferees has the same rights against you and the Guarantor under the Relevant Documents as if it were named in this Agreement as the Lender.

  • Senior Loan Documents The executed Senior Loan Documents are the same forms as approved by HUD prior to the date of this Agreement. Upon execution and delivery of the Senior Loan Documents, Borrower shall deliver to Subordinate Lender an executed copy of each of the Senior Loan Documents, certified to be true, correct and complete.

  • Junior Liens It being understood that B notes secured by the same Mortgage as a Mortgage Loan are not subordinate mortgages or junior liens, there are no subordinate mortgages or junior liens encumbering the related Mortgaged Property. The Seller has no knowledge of any mezzanine debt related to the Mortgaged Property and secured directly by the ownership interests in the Mortgagor.

  • SPV Lender Notwithstanding anything to the contrary contained herein, any Lender (a “Granting Lender”) may grant to a special purpose funding vehicle (a “SPV”), identified as such in writing from time to time by the Granting Lender to the Administrative Agent and the Borrower, the option to provide to the Borrower all or any part of any Loan that such Granting Lender would otherwise be obligated to make the Borrower pursuant to this Agreement; provided that (i) nothing herein shall constitute a commitment by any SPV to make any Loan and (ii) if an SPV elects not to exercise such option or otherwise fails to provide all or any part of such Loan, the Granting Lender shall be obligated to make such Loan pursuant to the terms hereof. The making of a Loan by an SPV hereunder shall utilize the Commitment of the Granting Lender to the same extent, and as if, such Loan were made by such Granting Lender. Each party hereto hereby agrees that no SPV shall be liable for any indemnity or similar payment obligation under this Agreement (all liability for which shall remain with the Granting Lender). In furtherance of the foregoing, each party hereto hereby agrees (which agreement shall survive the termination of this Agreement) that, prior to the date that is one year and one day after the payment in full of all outstanding commercial paper or other senior indebtedness of any SPV, it shall not institute against, or join any other person in instituting against, such SPV any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings under the laws of the United States or any State thereof. In addition, notwithstanding anything to the contrary contained in this Section 13.6, any SPV may (i) with notice to, but without the prior written consent of, the Borrower and the Administrative Agent and without paying any processing fee therefor, assign all or a portion of its interests in any Loans to the Granting Lender or to any financial institutions (consented to by the Borrower and Administrative Agent) providing liquidity and/or credit support to or for the account of such SPV to support the funding or maintenance of Loans and (ii) disclose on a confidential basis any non-public information relating to its Loans to any rating agency, commercial paper dealer or provider of any surety, guarantee or credit or liquidity enhancement to such SPV. This Section 13.6(g) may not be amended without the written consent of the SPV. Notwithstanding anything to the contrary in this Agreement, (x) no SPV shall be entitled to any greater rights under Sections 2.10, 2.11 and 5.4 than its Granting Lender would have been entitled to absent the use of such SPV and (y) each SPV agrees to be subject to the requirements of Sections 2.10, 2.11 and 5.4 as though it were a Lender and has acquired its interest by assignment pursuant to clause (b) of this Section 13.6.

  • No Lender Obligations (a) Notwithstanding the provisions of Subsections 1.1(h) and (n) or Section 1.2, Lender is not undertaking the performance of (i) any obligations under the Leases; or (ii) any obligations with respect to such agreements, contracts, certificates, instruments, franchises, permits, trademarks, licenses and other documents.

  • Secured Parties Each Secured Party that is not a party to the Credit Agreement who obtains the benefit of this Agreement shall be deemed to have acknowledged and accepted the appointment of the Administrative Agent pursuant to the terms of the Credit Agreement, and with respect to the actions and omissions of the Administrative Agent hereunder or otherwise relating hereto that do or may affect such Secured Party, the Administrative Agent and each of its Affiliates shall be entitled to all of the rights, benefits and immunities conferred under Article IX of the Credit Agreement.

  • LENDER The term “Lender” shall mean the holder of any promissory note or other evidence of indebtedness secured by the Property or any portion thereof.

  • First Lien Each related Mortgage is a valid and, subject to the limitations and exceptions in paragraph (v) above, enforceable first lien on the related Mortgaged Property including all improvements thereon (other than any tenant owned improvements) and appurtenances and rights related thereto, which Mortgaged Property is free and clear of all encumbrances and liens having priority over or on a parity with the first lien of such Mortgage, except for the following (collectively, the "Permitted Encumbrances"): (A) the lien for real estate taxes, water charges, sewer rents and assessments not yet due and payable; (B) covenants, conditions and restrictions, rights of way, easements and other matters that are of public record or that are omitted as exceptions in the related lender's title insurance policy (or, if not yet issued, omitted as exceptions in a fully binding pro forma title policy or title policy commitment); (C) the rights of tenants (as tenants only) under leases (including subleases) pertaining to the related Mortgaged Property; (D) condominium declarations of record and identified in the related lender's title insurance policy (or, if not yet issued, identified in a pro forma title policy or title policy commitment); and (E) if such Mortgage Loan constitutes a Cross-Collateralized Mortgage Loan, the lien of the Mortgage for another Mortgage Loan contained in the same Cross-Collateralized Group; provided that, in the case of a Trust Mortgage Loan that is part of a Loan Combination, such Mortgage also secures the other mortgage loan(s) in such Loan Combination. With respect to such Mortgage Loan, such Permitted Encumbrances do not, individually or in the aggregate, materially and adversely interfere with the benefits of the security intended to be provided by the related Mortgage, the current principal use or operation of the related Mortgaged Property or the ability of the related Mortgaged Property to generate sufficient cashflow to enable the related Mortgagor to timely pay in full the principal and interest on the related Mortgage Note (other than a Balloon Payment, which would require a refinancing). If the related Mortgaged Property is operated as a nursing facility or a hospitality property, the related Mortgage, together with any security agreement, chattel mortgage or similar agreement and UCC financing statement, if any, establishes and creates a first priority, perfected security interest (subject only to any prior purchase money security interest, revolving credit lines and any personal property leases), to the extent such security interest can be perfected by the recordation of a Mortgage or the filing of a UCC financing statement, in all material personal property owned by the Mortgagor that is used in, and is reasonably necessary to, the operation of the related Mortgaged Property as presently operated by the Mortgagor, and that is located on the related Mortgaged Property, which personal property includes, in the case of Mortgaged Properties operated by the related Mortgagor as a nursing facility or hospitality property, all furniture, fixtures, equipment and other personal property located at the subject Mortgaged Property that are owned by the related Mortgagor and reasonably necessary or material to the operation of the subject Mortgaged Property. In the case of any Mortgage Loan secured by a hotel, the related loan documents contain such provisions as are necessary and UCC financing statements have been filed as necessary, in each case, to perfect a valid first priority security interest, to the extent such security interest can be perfected by the inclusion of such provisions and the filing of a UCC financing statement, in the Mortgagor's right to receive related hotel room revenues with respect to such Mortgaged Property.

  • Unsecured General Creditor The Company shall neither reserve nor specifically set aside funds for the payment of its obligations under this Agreement, and such obligations shall be paid solely from the general assets of the Company.

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