misappropriation, misapplication or conversion by Sample Clauses

misappropriation, misapplication or conversion by a Borrower, a Borrower Party or an affiliate controlled by Borrower or a Borrower Party of insurance or condemnation proceeds paid as a result of a casualty or condemnation, or rents (including prepaid rents) and security deposits paid, (iii) willful misconduct by a Borrower, a Borrower Party or an affiliate controlled by Borrower or a Borrower Party resulting in physical damage or waste to a Project; (iv) removal or disposal of any portion of the Collateral by or on behalf of a Borrower, a Borrower Party or an affiliate controlled by Borrower or a Borrower Party other than in compliance with the Loan documents; (v) fraudulent transfer claims made by a Borrower, a Borrower Party or an affiliate controlled by Borrower or a Borrower Party; (vi) voluntary termination or voluntary material modification of any ground lease by a Borrower without Administrative Agent’s prior written consent other than as permitted under the Loan Documents; (vii) a Borrower’s failure to turn over to Administrative Agent all unapplied tenant security deposits and prepaid rents as required pursuant to the Loan Documents upon Administrative Agent’s request following an Event of Default; (viii) a Borrower’s or a Borrower Party’s interference with Administrative Agent’s or a Lender’s exercise of remedies pursuant to the Loan Documents, other than a Borrower’s or a Borrower Party’s good faith challenge to the existence of the Event of Default which gave rise to the exercise of such remedies; (ix) Borrowers’ failure to make the required monthly payments, first to the Insurance Reserve, and then to the Tax Reserve, or Borrowers’ failure to maintain the insurance required to be maintained by Borrowers pursuant to this Agreement as to which no payments are then being made by Borrowers into the Insurance Reserve, unless monthly Operating Revenues, prior to the payment of Debt Service or any other Operating Expenses then owing, are insufficient to make such payments; (x) failure to pay for any loss, liability or expense incurred by Administrative Agent or a Lender arising out of any Lender Investment Claim, or any other claim or allegation made by a Borrower, a Borrower Party or an affiliate controlled by Borrower or a Borrower Party that the transactions contemplated by the Loan Documents establish a joint venture, partnership or other similar arrangement between Borrowers and one or more of the Lenders and/or Administrative Agent; and (xi) failure to remove in a reasonably prompt timeframe ...
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Related to misappropriation, misapplication or conversion by

  • Misapplication of Funds Distribute any revenue from the Property or any Proceeds in violation of the provisions of this Agreement, fail to remit amounts to the Collection Accounts or Holding Account, as applicable, as required by Section 3.1, misappropriate any security deposit or portion thereof or apply the proceeds of the Loan in violation of Section 2.1.4; or

  • NO GOVERNMENT OBLIGATION TO THIRD PARTIES (1) The Department and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Department, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

  • Prevention of Corruption The Contractor shall not offer, give, or agree to give anything, to any person an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Contract or for showing or refraining from showing favour or disfavour to any person in relation to the Contract.

  • No Undisclosed Events, Liabilities, Developments or Circumstances No event, liability, development or circumstance has occurred or exists, or is reasonably expected to exist or occur with respect to the Company, any of its Subsidiaries or any of their respective businesses, properties, liabilities, prospects, operations (including results thereof) or condition (financial or otherwise), that (i) would be required to be disclosed by the Company under applicable securities laws on a registration statement on Form S-1 filed with the SEC relating to an issuance and sale by the Company of its Common Stock and which has not been publicly announced, (ii) could have a material adverse effect on any Buyer’s investment hereunder or (iii) could have a Material Adverse Effect.

  • Damage to Government Property A. In the event of loss, destruction, or damage to any System Agency or State of Texas owned, leased, or occupied property or equipment by Contractor or Contractor’s employees, agents, Subcontractors, and suppliers, Contractor shall be liable to System Agency and the State of Texas for the full cost of repair, reconstruction, or replacement of the lost, destroyed, or damaged property. B. Contractor shall notify System Agency of the loss, destruction, or damage of equipment or property within one (1) business day. Contractor shall reimburse System Agency and the State of Texas for such property damage within 10 calendar days after Contractor’s receipt of System Agency’s notice of amount due.