Open Date Clause Samples

Open Date. Borrower acknowledges that Lender is making the Loan to Borrower at the interest rate and upon the other terms herein set forth in reliance upon Borrower’s promise to pay the Loan over the full stated term of this Agreement and that Lender may suffer loss or other detriment if Borrower were to prepay all or any portion of the Note more than six (6) months prior to its stated Maturity Date. Borrower may not prepay the Loan in whole or in part at any time until after the twelfth (12th) Payment Due Date (“Open Date”).

Open Date. Purchaser and Seller acknowledge that, in addition to the requirements set forth under the License Agreement granting Franchisor approval rights with respect to when a hotel opens in its system, the hotel will not be opened for business until the Resort Pool is completed, pedestrian beach access is provided to the Hotel Condominium, there is sufficient parking available to the Hotel Condominium as contemplated by Section 12.2 of the Agreement and the Temporary Function Space is completed and available to the hotel (the Hotel Unit, the Units participating in the Rental Program, Hotel Operated Common Properties and the Temporary Function Space is herein after referred to as the “Hotel”). Seller further acknowledges that the Franchisor shall have the right to terminate the License Agreement if the Hotel does not open on or before June 30, 2007. Seller shall use commercially reasonable efforts to complete the Hotel, including the Resort Pool, the Temporary Function Space and pedestrian beach access (which may be a temporary walkway pending commencement of Phase V construction) and parking prior to March 31, 2007. Seller shall not have any liability to Purchaser for the failure of Seller to comply with the estimated completion dates set forth in Section 22 or for failure to use commercially reasonable efforts to complete the Hotel prior to March 31, 2007 unless Seller takes actions or fails to take action with the intent of delaying the opening of the Hotel past March 31, 2007 or otherwise causing Purchaser to breach the License Agreement. This Section 23 shall survive the Closing.

Open Date. ▇▇▇▇▇▇▇▇ acknowledges that ▇▇▇▇▇▇ is making the Loan to it at the interest rate and upon the other terms herein set forth in reliance upon ▇▇▇▇▇▇▇▇’s promise to pay the Loan over the full stated term of this Loan Agreement and that Lender may suffer loss or other detriment if Borrower were to prepay all or any portion of the Note prior to its stated Maturity Date. Except as provided in this Section 2.2, ▇▇▇▇▇▇▇▇ agrees that ▇▇▇▇▇▇▇▇ has no right to prepay all or any part of the Loan prior to the Maturity Date. At any time on and after the twenty-fourth (24th) Payment Date (the “Open Date”), Borrower may prepay the Loan in whole, but not in part, provided Borrower pays with such prepayment (a) all accrued interest and all other outstanding amounts (including, without limitation, the Exit Fee) then due and unpaid under this Note and under the other Loan Documents, and (b) if the prepayment is not made on a Payment Date, Borrower pays with such prepayment the full interest amount that would have accrued for the period from the date of prepayment through the day prior to the next Payment Date. ▇▇▇▇▇▇ is not obligated to accept any prepayment unless accompanied by amounts required hereunder.