Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 7 contracts
Samples: Supplemental Master Tenant Security Agreement, Supplemental Master Tenant Security Agreement, Supplemental Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, ; and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable. The rights and remedies of Lender under this Section 9 are subject to the rights and remedies of First Lender under the First Mortgage Documents.
Appears in 6 contracts
Samples: Security Agreement, Supplemental Operator Security Agreement, Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyXxxxxx, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable.
Appears in 5 contracts
Samples: Security Agreement, Security Agreement, Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxTenant. This power is coupled with an interest and is irrevocable.
Appears in 5 contracts
Samples: Master Tenant Security Agreement, Master Tenant Security Agreement, Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable.
Appears in 3 contracts
Samples: Security Agreement, Security Agreement, Security Agreement
Remedies on Default. (a) Upon the occurrence of an uncured Event of DefaultDefault under this Agreement, the Secured Party Party, at its option, may thendeclare any or all of the Indebtedness, or at any time after including without limitation the occurrence and during the continuation of such Event of DefaultNotes, upon written notice to Master Tenant (A) declare all Obligations be immediately due and payable, without demand or notice to Debtor or any Guarantor. The obligations and whereupon liabilities accelerated thereby shall bear interest (both before and after any judgment) until paid in full at the Obligations will be due and payable automatically and immediatelylower of twelve percent (12%) per annum or the maximum rate not prohibited by applicable law. (b) Upon such uncured Event of default, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise Secured Party shall have all of the rights and remedies afforded to the of a Secured Party under the Uniform Commercial Code, and under any other applicable law. Without limiting the foregoing, Secured Party shall have the right to (i) pursuant to the terms notify any account debtor of Debtor or any obligor on any instrument which constitutes part of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, Collateral to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned make payment to the Secured Party, (ii) with or without legal process, enter any premises where the Collateral may be and give proper receipts take possession and/or remove said Collateral from said premises, (iii) sell the Collateral at public or private sale, in whole or in part, and acquittances therefor have the right to bid and applypurchase at said sale, at its optionand/or (iv) lease or otherwise dispose of all or part of the Collateral, applying proceeds therefrom to the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected obligations then in default. If requested by the Secured Party, of the Obligations; (D) require the Master Tenant to Debtor shall promptly assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in may also render any or all of the Collateral if an Event unusable at the Debtor's premises and may dispose of Default occurssuch Collateral on such premises without liability for rent or costs. This power is coupled with an interest and is irrevocable. If any Any notice which Secured Party is required by law for to give to Debtor under the Secured Party to make a Uniform Commercial Code of the time and place of any public sale or the time after which any private sale or other intended disposition of the Collateral, Collateral is to be made shall be deemed to constitute reasonable notice if such notice is given to the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten last known address of Debtor at least five (105) days before prior to such action. (c) Proceeds from any sale or lease or other disposition shall be applied: first, to all costs of repossession, storage, and disposition including without limitation attorneys', appraisers', and auctioneers' fees; second, to discharge the obligations then in default; third, to discharge any other Indebtedness of Debtor to Secured Party, whether as obligor, endorser, guarantor, surety or indemnitor; fourth, to expenses incurred in paying or settling liens and claims against the Collateral; and lastly, to Debtor, if there exists any surplus. All Debtor shall remain fully liable for any deficiency. (d) In the event this Agreement, any Note or any other Debt Documents are placed in the hands of an attorney for collection of money due or to become due or to obtain performance of any provision hereof, Debtor agrees to pay all reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the further agrees that payment of such fees and other charges, and the execution of documents, all in the name of Master Xxxxxxis secured hereunder. This power is coupled with an interest and is irrevocable.(e)
Appears in 2 contracts
Samples: Master Security Agreement (Plymouth Rubber Co Inc), Master Security Agreement (Plymouth Rubber Co Inc)
Remedies on Default. Upon the occurrence and continuance of an Event of Default the Agent may, and at the request of the Required Lenders shall, by notice to the Borrower, take any or all of the following actions, (i) terminate the Commitments, (ii) demand cash collateral in the full amount of the Outstanding L/C Exposure, (iii) declare the Notes, all interest thereon and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Commitments shall be terminated, the cash collateral shall be due, the Revolving Credit Notes, all such interest and all such amounts shall become and be forthwith due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Borrower and (iv) proceed to enforce its rights whether by suit in equity or by action at law, whether for specific performance of any covenant or agreement contained in this Agreement or any Loan Document, or in aid of the exercise of any power granted in either this Agreement or any Loan Document or proceed to obtain judgment or any other relief whatsoever appropriate to the enforcement of its rights, or proceed to enforce any other legal or equitable right which the Agent may have by reason of the occurrence of any Event of Default hereunder or under any Loan Document, provided, however, upon the occurrence of an Event of DefaultDefault referred to in Section 6.01(e), the Secured Party may thenCommitments shall be immediately terminated, or at any time after the occurrence cash collateral shall be immediately due, the Revolving Credit Notes, all interest thereon and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations other amounts payable under this Agreement shall be immediately due and payablepayable without presentment, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waivesprotest or further notice of any kind, and proceed to enforce payment of the Obligations; (B) exercise all of which are hereby expressly waived by the rights and remedies afforded Borrower. Any amounts collected pursuant to action taken under this Section 6.02 shall be applied to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documentspayment of, (ii) under the UCCfirst, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses costs incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, Agent in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any taking such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Projectaction, including, but not limited towithout limitation, reasonable attorneys fees and expenses, second, to cash collateral for the provision .of any and all information and dataOutstanding L/C Exposure, the third, to payment of fees and other chargesthe accrued but unpaid interest on the Revolving Credit Notes, and fourth, to payment of the execution unpaid principal of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocableRevolving Credit Notes.
Appears in 2 contracts
Samples: Loan Agreement (Del Laboratories Inc), Loan Agreement (Del Laboratories Inc)
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable. The rights and remedies of Lender under this Section 9 are subject to the rights and remedies of First Lender under the First Mortgage Documents.
Appears in 2 contracts
Samples: Supplemental Operator Security Agreement, Supplemental Operator Security Agreement
Remedies on Default. Upon the occurrence of If there shall have occurred and be continuing an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to Default under the terms of the Master Lease Documents and the Loan DocumentsPurchase Agreement, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to then the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those shall have such rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law remedies with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in Collateral or any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, thereof and the proceeds of any thereof as are provided by the Code and such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The other rights and remedies of Lender with respect thereto which it may have at law or in equity or under this Section 10 are subject Security Agreement, including to the rights extent not inconsistent with the provisions of the Code or any other applicable Law, the right to take over and remedies collect the Collateral which consists of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, amounts owing to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and Grantor to the extent not prohibited by applicable law law. To this end, the Secured Party shall have the right to (a) transfer all or any part of any of the Collateral into the Secured Party's name or into the name of its nominee or nominees and thereafter receive all cash, stock and other dividends or distributions paid or payable in respect thereof, and otherwise act with respect thereto as the absolute owner thereof; (b) notify the obligors on any of the Collateral, whether accounts or otherwise, to make payment thereon directly to the Secured Party, whether or not the Grantor was theretofore making collections thereon; (c) take control of and manage the Collateral; (d) apply to the payment of the Secured Indebtedness, whether it be due and payable or not, any moneys, including cash dividends and income from the Collateral, now or hereafter in the hands of the Secured Party, on deposit or otherwise, belonging to Grantor, in accordance with Section 9 hereof; (e) endorse the name of the Grantor upon any checks or other evidences of payment or any document or instrument that may come into the possession of the Secured Party as proceeds of or relating to such Grantor's Collateral; (f) demand, xxx for, collect, compromise and give acquittances for the Collateral; (g) prosecute, defend or compromise any action, claim or proceeding with respect to the Healthcare AssetsCollateral; and (h) take such other action as the Secured Party may deem appropriate, Master Tenant irrevocably appoints including extending or modifying the terms of payment of the debtors of Grantor. In addition, upon the occurrence of an Event of Default but subject to any restrictions set forth in the Termination Agreement, Grantor, at the request of the Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do shall assemble all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over portion of the Project, including, but not limited to, Grantor's Collateral at such locations as the provision .of any and all information and data, the payment of fees and other chargesSecured Party shall designate which are reasonably convenient to Grantor, and the execution Secured Party may sell, assign, give an option or options to purchase or otherwise dispose of documentsall or any part of the Collateral at any public or private sale at such place or places and at such time or times and upon such terms, all whether for cash or on credit, and in such manner, as the Secured Party may determine, and apply the proceeds so received in accordance with Section 9 hereof. Written notice of sale mailed by certified mail, return receipt requested, to the Grantor, at least ten (10) days prior to such sale shall be deemed reasonable notice. In the event of a breach by Grantor in the name performance of Master Xxxxxx. This power is coupled with an interest any of the terms of this Security Agreement, the Secured Party may demand specific performance of this Security Agreement and is irrevocableseek injunctive relief and may exercise any other remedy, available at law or in equity, it being recognized that the remedies of the Secured Party at law may not fully compensate the Secured Party for the damages it may suffer in the event of a breach hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (VDC Corp LTD), Asset Purchase Agreement (VDC Corp LTD)
Remedies on Default. Upon the occurrence of If an Event of Default occurs, the Secured Party shall deliver to Master Tenant written Notice, as provided in paragraph 16, of the Event of Default, in order to provide Master Tenant an opportunity to cure, or cause to be cured, the Event of Default. The foregoing notwithstanding, if the Event of Default is a default pursuant to another document, Secured Party shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Master Tenant that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Master Xxxxxx’s failure to cure, or cause to be cured, the Event of Default within the applicable time period specified in the Notice, the Secured Party may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 12 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, Agreement the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 2 contracts
Samples: Master Tenant Security Agreement, Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 2 contracts
Samples: Master Tenant Security Agreement, Master Tenant Security Agreement
Remedies on Default. (a) Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Lender to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable. The rights and remedies of Lender under this Section 9 are subject to the rights and remedies of First Lender under the First Mortgage Documents.
Appears in 1 contract
Remedies on Default. Upon (a) If an Event of Default occurs under this Agreement, the occurrence Secured Party/Borrower shall deliver to Master Tenant written Noticenotice, as provided in paragraph 16,17, of an the Event of Default, in order to provide Master Tenant an opportunity to cure, or cause to be cured, the Event of Default within thirty (30) days. The foregoing notwithstanding, if the Event of Default is a default pursuant to another documentthe Master Lease or the Master Tenant’s Regulatory Agreement, Secured Party/Borrower shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Master Tenant that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Master Tenant’s failure to cure, or cause to be cured, the Event of Default within the applicable time period specified in the Noticenotice, the Secured Party Party/Borrower may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) i)/Borrower and/or pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 1213 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (CCB) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party/Borrower, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party/Borrower, of the Obligations; (DDC) require the Master Tenant to assemble the Collateral and make it available to the Secured Party Party/Borrower at a place to be designated by the Secured Party Party/Borrower which is reasonably convenient to both parties, and (EED) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the [[The acceleration clause was deleted because it is inappropriate for a Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power which is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make not a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender borrower under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.Note]]
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. 503 (a) Upon the occurrence of an Event of Default, the Secured Party may then, or at any 504 time after the occurrence and during the continuation of such Event of Default, upon written 505 notice to Master Tenant Xxxxxx (A) declare all Obligations immediately due and payable, and whereupon 506 the Obligations will be due and payable automatically and immediately, without notice or demand, 507 which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) 508 exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the 509 Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or 510 in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive 511 the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and 512 shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper 513 receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after 514 deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, 515 of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available 516 to the Secured Party at a place to be designated by the Secured Party which is reasonably 517 convenient to both parties, and (E) without limiting the provisions of this Section , apply (or 518 instruct another Person to apply) to the Obligations the balance of any deposit account that is part 519 of the Collateral. 520 (b) Without limitation of those rights and remedies, the Secured Party may, upon 521 written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title 522 and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its 523 designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law 524 with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the 525 Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of 526 the Collateral if an Event of Default occurs. This power is coupled with an interest and is 527 irrevocable. 528 (c) If any notice is required by law for the Secured Party to make a sale or other 529 disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not 530 be unreasonable as to time if given in compliance with this Agreement ten (10) days before any 531 sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other 532 legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare 533 for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand 534 for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyXxxxxx, its successors and assigns, as Master XxxxxxOperator’s’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Security Agreement
Remedies on Default. (a) Upon the occurrence of an any Event of DefaultDefault described in Section 7(a)(j), any and all of the Indebtedness (including, without limitation, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (AOther Agreement) declare all Obligations shall automatically become immediately due and payable, and whereupon without any action by any person or entity. Upon the Obligations will occurrence of any other Event of Default under this Agreement, the Secured Party, at its option, may declare any or all of the Indebtedness (including, without limitation, the Other Agreement) to be immediately due and payable automatically and immediatelypayable, without demand or notice to Customer or demandany Guarantor. The obligations and liabilities accelerated thereby shall bear interest (both before and after any judgment) until paid in full at the lower of eighteen percent (18%) per annum or the maximum rate not prohibited by applicable law. (b) Upon such declaration of default, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise Secured Party shall have all of the rights and remedies afforded to the of a Secured Party under the Uniform Commercial Code, and under any other applicable law. Without limiting the foregoing, Secured Party shall have the right to (i) pursuant to the terms notify any Customer of Customer or any obligor on any instrument which constitutes part of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, Collateral to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned make payment to the Secured Party, (ii) with or without legal process, enter any premises where the Collateral may be and give proper receipts take possession and/or remove said Collateral from said premises, (iii) sell the Collateral at public or private sale, in whole or in part, and acquittances therefor have the right to bid and applypurchase at said sale, at its optionand/or (iv) lease or otherwise dispose of all or part of the Collateral, applying proceeds therefrom to the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected obligations then in default. If requested by the Secured Party, of the Obligations; (D) require the Master Tenant to Customer shall promptly assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in may also render any or all of the Collateral if an Event unusable at the Customer's premises and may dispose of Default occurssuch Collateral on such premises without liability for rent or costs. This power is coupled with an interest and is irrevocable. If any Any notice which Secured Party is required by law for to give to Customer under the Secured Party to make a Uniform Commercial Code of the time and place of any public sale or the time after which any private sale or other intended disposition of the Collateral, Collateral is to be made shall be deemed to constitute reasonable notice if such notice is given to the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten last known address of Customer at least five (105) days before prior to such action. (c) Proceeds from any sale or lease or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligationsshall be applied: first, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.reasonably costs of
Appears in 1 contract
Remedies on Default. Upon the occurrence (Including Power of an Sale). If any Default or Event of DefaultDefault occurs, all of the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Brightstar Obligations shall be immediately due and payable, without notice and whereupon the Obligations will be due Secured Party shall have all the rights and payable automatically remedies of a secured party under the Uniform Commercial Code. Without limitation thereto, the Secured Party shall have the following rights and immediatelyremedies; (i) to take immediate possession of the Collateral, without notice or demandresort to legal process, and for such purpose, to enter upon any premises on which the Master Tenant expressly waivesCollateral or any part thereof may be situated and to remove the same therefrom, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and applyor, at its option, to render the net proceeds thereof, after deducting expenses Collateral unusable or dispose of collection, as a credit upon any portion, as selected by such Collateral on the Secured Party, of the ObligationsDebtor's premises; (Dii) to require the Master Tenant Debtor to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and Party; (E) without limiting the provisions of this Section , apply (or instruct another Person to applyiii) to exercise its right of set-off against amounts, if any, owed to the Obligations Debtor by the balance Secured Party, without advance notice, regardless of any deposit account that is part whether such accounts are general or special; (iv) to dispose of the Collateral. Without limitation of those rights and remedies, as a unit in parcels, separately or with any real property interests also securing the Brightstar Obligations, in any county or place selected by the Secured Party, at either private or public sale (at which public sale the Secured Party maymay be the purchaser) with or without having the Collateral physically present at said sale; (v) any notice of sale, upon written disposition or other action by the Secured Party required by law and sent to the Debtor at the Debtor's address shown above, or at such other address of the Debtor as may from time to time be shown on the records of the Secured Party, at least 10 days prior to such action, shall constitute reasonable notice to the Master Tenant, take, Debtor and publicly such notice shall be deemed given or privately sell or convey, full right, title and interest in and sent when mailed postage prepaid to the CollateralDebtor, or any part of it, in the name of address as provided herein; (vi) the Secured Party and/or its designees. Subject shall be entitled to apply the terms proceeds of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred payments received by the Secured Party with respect to collect any of the ObligationsCollateral, to retake, hold, prepare for sale, the Brightstar Obligations in such order and to dispose of the Collateral will be (i) payable to manner as the Secured Party on its demand for payment, (ii) part of the Obligations, may determine; and (iiivii) secured any Collateral that is subject to rapid declines in value and is customarily sold in recognized markets may be disposed of by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination in a recognized market for such collateral without providing notice of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocablesale.
Appears in 1 contract
Remedies on Default. Upon the occurrence of (a) If an Event of Default occurs, the Secured Party shall deliver to Operator written notice, as provided in paragraph 16, of the Event of Default, in order to provide Operator an opportunity to cure the Event of Default within thirty (30) days. The foregoing notwithstanding, if the Event of Default is a default pursuant to another document, Secured Party shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Operator that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Operator’s failure to cure the Event of Default within the applicable time period specified in the notice, the Secured Party may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 12 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (CB) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (DC) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (ED) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Operator Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (A) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party Lender (i) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyXxxxxx, of the Obligations; (D) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocableinterest.
Appears in 1 contract
Samples: Security Agreement
Remedies on Default. If Upon the occurrence of an Event of DefaultDefault occurs, the Secured Party shall deliver to Operator written Notice, as provided in paragraph 16, of the Event of Default, in order to provide Operator an opportunity to cure the Event of Default. The foregoing notwithstanding, if the Event of Default is a default pursuant to another document, Secured Party shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Operator that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Operator’s failure to cure the Event of Default within the applicable time period specified in the Notice, the Secured Party, Lender may then, or at any time after the occurrence failure to cureoccurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (A) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will willshall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party PartyLender (i) pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 12 below),, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyPartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyPartyLender, of the Obligations; (D) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party PartyLender at a place to be designated by the Secured Party PartyLender which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 1(bc), apply (, or instruct another Person to apply) ), to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party PartyLender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party PartyLender and/or its designees. Subject to the terms of this AgreementAgreement the , and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party PartyLender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party PartyLender to make a sale or other disposition of the Collateral, the Secured Party PartyLender and the Master Tenant Operator agree that notice will willshall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' attorneys'attorneys’ and paralegal fees and other legal expenses incurred by the Secured Party PartyLender to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will willshall be (i) payable to the Secured Party PartyLender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party PartyLender under this Agreement or under any other Master Lease Document or otherof the Loan DocumentDocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Security Agreement
Remedies on Default. Upon the occurrence of If there shall have occurred and be ---------------------- continuing an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to Default under the terms of the Master Lease Documents and the Loan DocumentsNote, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to then the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those shall have such rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law remedies with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in Collateral or any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, thereof and the proceeds of any thereof as are provided by the Code and such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The other rights and remedies of Lender with respect thereto which it may have at law or in equity or under this Section 10 are subject Security Agreement, including to the rights extent not inconsistent with the provisions of the Code or any other applicable law, the right to take over and remedies collect the Collateral which consists of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, amounts owing to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and Grantor to the extent not prohibited by applicable law law. To this end, the Secured Party shall have the right to (a) transfer all or any part of any of the Collateral into the Secured Party's name or into the name of its nominee or nominees and thereafter receive all cash, stock and other dividends or distributions paid or payable in respect thereof, and otherwise act with respect thereto as the absolute owner thereof; (b) notify the obligors on any of the Collateral, whether accounts or otherwise, to make payment thereon directly to the Secured Party, whether or not the Grantor was theretofore making collections thereon; (c) take control of and manage the Collateral; (d) apply to the payment of the Secured Indebtedness, whether it be due and payable or not, any moneys, including cash dividends and income from the Collateral, now or hereafter in the hands of the Secured Party, on deposit or otherwise, belonging to Grantor, in accordance with Section 9 hereof; (e) endorse the name of the Grantor upon any checks or other evidences of payment or any document or instrument that may come into the possession of the Secured Party as proceeds of or relating to such Grantor's Collateral; (f) demand, xxx for, collect, compromise and give acquittances for the Collateral; (g) prosecute, defend or compromise any action, claim or proceeding with respect to the Healthcare AssetsCollateral; and (h) take such other action as the Secured Party may deem appropriate, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary including extending or required by modifying the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the terms of payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.the
Appears in 1 contract
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 10(a), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon the occurrence (Including Power of an Sale). If any Default or Event of DefaultDefault occurs, all of the Secured Party may then, or at Brightstar Obligations relating to the Collateral owned by any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations Debtor shall be immediately due and payable, without notice and whereupon the Obligations will be due Secured Party shall have all the rights and payable automatically remedies of a secured party under the Uniform Commercial Code. Without limitation thereto, the Secured Party shall have the following rights and immediatelyremedies; (i) to take immediate possession of the Collateral, without notice or demandresort to legal process, and for such purpose, to enter upon any premises on which the Master Tenant expressly waivesCollateral or any part thereof may be situated and to remove the same therefrom, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and applyor, at its option, to render the net proceeds thereof, after deducting expenses Collateral unusable or dispose of collection, as a credit upon any portion, as selected by such Collateral on the Secured Party, of the ObligationsDebtor's premises; (Dii) to require the Master Tenant Debtor to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and Party; (E) without limiting the provisions of this Section , apply (or instruct another Person to applyiii) to exercise its right of set-off against amounts, if any, owed to the Obligations Debtor by the balance Secured Party, without advance notice, regardless of any deposit account that is part whether such accounts are general or special; (iv) to dispose of the Collateral. Without limitation of those rights and remedies, as a unit in parcels, separately or with any real property interests also securing the Brightstar Obligations relating to the Collateral owned by any Debtor, in any county or place selected by the Secured Party, at either private or public sale (at which public sale the Secured Party maymay be the purchaser) with or without having the Collateral physically present at said sale; (v) any notice of sale, upon written disposition or other action by the Secured Party required by law and sent to the Debtor at the Debtor's address shown above, or at such other address of the Debtor as may from time to time be shown on the records of the Secured Party, at least 10 days prior to such action, shall constitute reasonable notice to the Master Tenant, take, Debtor and publicly such notice shall be deemed given or privately sell or convey, full right, title and interest in and sent when mailed postage prepaid to the CollateralDebtor, or any part of it, in the name of address as provided herein; (vi) the Secured Party and/or its designees. Subject shall be entitled to apply the terms proceeds of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred payments received by the Secured Party with respect to collect any of the ObligationsCollateral, to retake, hold, prepare for sale, and the Brightstar Obligations relating to dispose of the Collateral will be (i) payable to owned by any Debtor in such order and manner as the Secured Party on its demand for payment, (ii) part of the Obligations, may determine; and (iiivii) secured any Collateral that is subject to rapid declines in value and is customarily sold in recognized markets may be disposed of by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination in a recognized market for such collateral without providing notice of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocablesale.
Appears in 1 contract
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (AAi) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (BBii) exercise all of the rights and remedies afforded to the Secured Party Lender (iiA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiiiB) under the UCC, and/or (iiiiiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (CCiii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyXxxxxx, of the Obligations; (DDiv) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (EEv) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master TenantOperator’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyLender, its successors and assigns, as Master XxxxxxOperator’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Security Agreement
Remedies on Default. Upon the occurrence of (a) If an Event of Default occurs, the Secured Party shall deliver to Master Tenant written notice, as provided in paragraph 17, of the Event of Default, in order to provide Master Tenant an opportunity to cure, or cause to be cured, the Event of Default within thirty (30) days. The foregoing notwithstanding, if the Event of Default is a default pursuant to another document, Secured Party shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Master Tenant that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Master Tenant’s failure to cure, or cause to be cured, the Event of Default within the applicable time period specified in the notice, the Secured Party may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; Obligations (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 13 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section 10(a),, apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of the Master Lease Documents and the Loan Documents, (ii) under the UCC, and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and applyLender may, at its optionoption and without any further notice, demand, presentment, protest or other action, declare the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, then unpaid balance of the Obligations; Obligations (D) require the Master Tenant to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, principal and interest under the provision .of any Note) to be immediately due and all information and datapayable. Furthermore, unless prohibited by applicable law, the Obligations secured hereby shall automatically and simultaneously mature and become due and payable, without notice or demand, upon any Event of Default pursuant to Section 7.1(f). If all or any part of the Obligations secured hereby are not paid as and when due and payable, whether by acceleration or otherwise, then the Lender may, at its option, without notice or demand of any kind: (2) obtain appointment of a receiver for all or any of the Collateral, the Borrower hereby consenting to the appointment of such a receiver and agreeing not to oppose any such appointment. Any receiver so appointed shall have such powers as may be conferred by the appointing authority including any or all of the powers, rights and remedies which the Lender is authorized to exercise by this Agreement or any of the other Loan Documents, and shall have the right to incur such obligations and to issue such certificates therefor as the appointing authority shall authorize; (3) transfer all or any part of the Collateral into the name of the Lender or its nominee, at the Borrower's expense, with or without disclosing that such Collateral is subject to the Lender's security interest; (4) enter upon premises upon which the Collateral is located and, to the extent permitted by law without legal process, take exclusive possession of the Collateral, and redeem the Collateral, or any part thereof (irrespective of redemption penalty); (5) appropriate and apply toward payment of fees such of the Obligations, and other chargesin such order of application, as the Lender may from time to time elect, all or any part of any balances, credits, items or monies in any Lender deposit or deposit account constituting a part of the Collateral; (6) sell the Collateral at public or private sale, either in whole or in part, and the execution of documents, all Lender may purchase the Collateral at any such public sale and at any private sale as permitted by law. Such sale shall result in the name sale, conveyance and disposition of Master Xxxxxx. This all right, title and interest of the Borrower in all or any part of the Collateral which is the subject of such a disposition and the Lender is authorized as attorney‑in‑fact for the Borrower to sign and execute any transfer, conveyance or instrument in writing that may be necessary or desirable to effectuate any such disposition of the Collateral, which power is shall be coupled with an interest; and (7) exercise all other rights of a secured party under the UCC and all other rights under law or pursuant to this Agreement, all of which shall be cumulative. If any notification of intended disposition of any Collateral is required by law, reasonable notification shall be deemed given if written notice is deposited in the U.S. Mail, first class or certified postage prepaid, addressed to the Borrower and such other persons or entities as the Lender deems to be appropriate, stating all items required by applicable statutes, including the time and place of any public sale or the time after which any private sale or disposition is to be made, at least ten (10) days prior thereto. The proceeds of any disposition of the Collateral shall be applied in the following order (a) First, to pay all costs and expenses associated with the retaking, holding, preparation and disposition of the Collateral; (b) Then to pay attorneys' fees; (c) Next, to pay all accrued but unpaid interest upon the Obligations in such order as the Lender may determine in its discretion; and is irrevocable(d) Finally, to all unpaid principal outstanding upon the Obligations, whether or not due and payable, in such order as the Lender may determine in its discretion. Any remaining surplus shall be paid to the Borrower or otherwise in accordance with law. If the proceeds of such disposition are insufficient to pay the Obligations in full, the Borrower and all other Persons liable thereon shall remain fully obligated to the Lender for the unpaid balance thereof. Nothing contained in this Agreement shall obligate the Lender to collect, sell or otherwise dispose of any or all of the Collateral prior to exercising any other rights or remedies available to the Lender.
Appears in 1 contract
Remedies on Default. Upon the occurrence of (a) If an Event of Default occurs, the Secured Party shall deliver to Operator written Noticenotice, as provided in paragraph 16, of the Event of Default, in order to provide Operator an opportunity to cure the Event of Default within thirty (30) days. The foregoing notwithstanding, if the Event of Default is a default pursuant to another document, Secured Party shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Operator that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Operator’s failure to cure the Event of Default within the applicable time period specified in the Noticenotice, the Secured Party may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to the terms of this Agreement and/or any of the Master Lease Documents and the other Loan Documents, (ii) under the UCCUCC (as defined in Section 12 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (CCB) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (DDC) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient to both parties, and (EED) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Operator Security Agreement
Remedies on Default. Upon the occurrence of an Event of Default, the Secured Party Lender may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant Operator, (Ai) declare all of the Obligations immediately due and payable, and whereupon whereupon, the Obligations will shall be due and payable automatically and immediately, without further notice or demand, which the Master Tenant Operator expressly waives, and proceed to enforce payment of the Obligations; (Bii) exercise all of the rights and remedies afforded to the Secured Party Lender (iA) pursuant to the terms of the Master Lease Documents and this Agreement and/or any of the Loan Documents, (iiB) under the UCC, and/or (iiiC) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to the Healthcare Assets); (Ciii) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant Operator thereto and shares of Master Tenant Operator therein being hereby assigned to the Secured PartyLender, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured PartyLender, of the Obligations; (Div) require the Master Tenant Operator to assemble the Collateral and make it available to the Secured Party Lender at a place to be designated by the Secured Party Lender which is reasonably convenient to both parties, and (Ev) without limiting the provisions of this Section 1(c), apply (apply, or instruct another Person to apply) , to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party Lender may, upon written notice to the Master TenantOperator, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party Lender and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant Operator hereby constitutes and appoints the Secured Party Lender as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party Lender to make a sale or other disposition of the Collateral, the Secured Party Lender and the Master Tenant Operator agree that notice will shall not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' ’ and paralegal fees and other legal expenses incurred by the Secured Party Xxxxxx to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will shall be (i) payable to the Secured Party Lender on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant Operator further specifically agrees that, in any exercise of the rights of the Secured Party Lender under this Agreement or under any other Master Lease Document or of the Loan DocumentDocuments, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant Operator hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant Operator shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party Lender or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s Operator name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant Operator irrevocably appoints Secured PartyXxxxxx, its successors and assigns, as Master Xxxxxx’s Operator true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master XxxxxxOperator. This power is coupled with an interest and is irrevocable.
Appears in 1 contract
Samples: Security Agreement
Remedies on Default. Upon (a) If an Event of Default occurs under this Agreement, the occurrence Secured Party/Borrower shall deliver to Master Tenant written notice, as provided in paragraph 17, of an the Event of Default, in order to provide Master Tenant an opportunity to cure, or cause to be cured, the Event of Default within thirty (30) days. The foregoing notwithstanding, if the Event of Default is a default pursuant to the Master Lease or the Master Tenant’s Regulatory Agreement, Secured Party/Borrower shall not treat such default as an Event of Default pursuant to this Agreement prior to the expiration of the applicable notice and cure periods pursuant to such other document, and shall give timely notice to Master Tenant that such default constitutes an Event of Default pursuant to this Agreement, but shall not be required to provide additional cure periods or rights. Upon Master Tenant’s failure to cure, or cause to be cured, the Event of Default within the applicable time period specified in the notice, the Secured Party Party/Borrower may then, or at any time after the occurrence and during failure to cure the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) Party/Borrower and/or pursuant to the terms of the Master Lease Documents this Agreement and the Loan Documents, (ii) under the UCCUCC (as defined in Section 13 below), and/or (iii) by law and/or in equity (subject, however, to any limitations imposed by applicable lawlaw with respect to Healthcare Assets); (CB) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party/Borrower, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party/Borrower, of the Obligations; (DC) require the Master Tenant to assemble the Collateral and make it available to the Secured Party Party/Borrower at a place to be designated by the Secured Party Party/Borrower which is reasonably convenient to both parties, and (ED) without limiting the provisions of this Section 1(b), apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without limitation of those rights and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the [[The acceleration clause was deleted because it is inappropriate for a Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or all of the Collateral if an Event of Default occurs. This power which is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party to make not a sale or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to dispose of the Collateral will be (i) payable to the Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the Collateral. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender borrower under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees and other charges, and the execution of documents, all in the name of Master Xxxxxx. This power is coupled with an interest and is irrevocable.Note]]
Appears in 1 contract
Samples: Master Tenant Security Agreement
Remedies on Default. Upon Notwithstanding any provision of any document or instrument evidencing or relating to any Liability, and subject to Senior Lender's rights, (i) upon the occurrence of any Event of Default specified in Sections 8(a), (c) and (d), Secured Party at its option may declare all of the Liabilities immediately due and payable without notice or demand of any kind on the part of Secured Party and (ii) upon the occurrence of an Event of DefaultDefault specified in Section 8(b), all of the Secured Party may then, or at any time after the occurrence and during the continuation of such Event of Default, upon written notice to Master Tenant (A) declare all Obligations immediately due and payable, and whereupon the Obligations will Liabilities shall be due and payable automatically and immediately, without notice or demand, which the Master Tenant expressly waives, and proceed to enforce payment of the Obligations; (B) exercise all of the rights and remedies afforded to the Secured Party (i) pursuant to in accordance with the terms of the Master Lease Documents applicable instrument, document, note, agreement or guaranty. Debtor expressly waives protest, notice, presentment, dishonor, and the Loan Documents, (ii) demand of any kind. Secured Party may exercise from time to time any rights and remedies available under the UCCUniform Commercial Code of Illinois, and/or (iii) by law and/or in equity (subject, however, including the right to any limitations imposed by applicable law); (C) collect and receive the proceeds of all Awards (as defined in Exhibit B), the rights of Master Tenant thereto and shares of Master Tenant therein being hereby assigned to the Secured Party, and give proper receipts and acquittances therefor and apply, at its option, the net proceeds thereof, after deducting expenses of collection, as a credit upon any portion, as selected by the Secured Party, of the Obligations; (D) require the Master Tenant to have Debtor assemble the Collateral and make deliver it available to the a place designated by Secured Party. Debtor shall pay all related expenses, including attorneys' fees and reasonable time charges of attorneys who may be employees of Secured Party or any affiliate or parent of Secured Party. If any notification of intended disposition of any of the Collateral is required by law, such notification, if mailed, shall be deemed reasonably and properly given if mailed at a place least ten days before such disposition, postage prepaid, addressed to be designated by Debtor at the address of Debtor shown below. Secured Party which is reasonably convenient shall, in addition to both parties, and (E) without limiting the provisions of this Section , apply (or instruct another Person to apply) to the Obligations the balance of any deposit account that is part of the Collateral. Without not in limitation of those all rights of offset under applicable law, have the right to appropriate and remedies, the Secured Party may, upon written notice to the Master Tenant, take, and publicly or privately sell or convey, full right, title and interest in and to the Collateral, or any part of it, in the name of the Secured Party and/or its designees. Subject to the terms of this Agreement, and subject to any restrictions in applicable law with respect to the Healthcare Assets, the Master Tenant hereby constitutes and appoints the Secured Party as its true and lawful attorney in fact to assign and transfer its interest in any or apply all of the Collateral if an Event in its possession to payment of Default occursthe Liabilities. This power is coupled with an interest and is irrevocable. If any notice is required by law for the Secured Party may proceed to make a sale sell or other disposition of the Collateral, the Secured Party and the Master Tenant agree that notice will not be unreasonable as to time if given in compliance with this Agreement ten (10) days before any sale or other disposition of the Collateral. All reasonable attorneys' and paralegal fees and other legal expenses incurred by the Secured Party to collect the Obligations, to retake, hold, prepare for sale, and to otherwise dispose of the Collateral will at public or private sale for cash or credit; provided, however, that Debtor shall be (i) payable to credited with proceeds of such sale only when the proceeds are actually received by Secured Party on its demand for payment, (ii) part of the Obligations, and (iii) secured by the CollateralParty. The Master Tenant further specifically agrees that, in any exercise of the rights of the Secured Party under this Agreement or under any other Master Lease Document or Loan Document, (i) any combination Any proceeds of the Collateral and/or any other security for the Obligations may be offered for sale and (ii) all of the Collateral and/or any other security for the Obligations may be sold for one total price, and the proceeds of any such sale accounted for in one account without distinction among the items of security or without assigning to them any proportion of such proceeds, the Master Tenant hereby waiving the application of any doctrine of marshaling. The rights and remedies of Lender under this Section 10 are subject to the rights and remedies of First Lender under the First Mortgage Documents. Master Tenant shall cooperate in any legal and lawful manner necessary or required, to permit applied by Secured Party or its successors and assigns, or its nominee to continue to operate and maintain the Healthcare Facility for the Approved Use in Master Tenant’s name, place and stead. For this purpose, and to the extent not prohibited by applicable law with respect to the Healthcare Assets, Master Tenant irrevocably appoints Secured Party, its successors and assigns, as Master Xxxxxx’s true and lawful attorney-in-fact, to do all things necessary or required by the state in which the Project is located or any other government authority with jurisdiction over the Project, including, but not limited to, the provision .of any and all information and data, the payment of fees expenses and other chargescosts to exercise of Secured Party's rights hereunder, and any balance of such proceeds shall be applied toward the execution of documents, all Liabilities in such order as Secured Party shall determine in its sole discretion. Any balance remaining shall be returned to the name of Master Xxxxxx. This power is coupled with an interest and is irrevocableDebtor.
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