SPECIAL ASSETS Sample Clauses
The 'Special Assets' clause defines certain assets that are treated differently from standard assets within an agreement, often due to their unique characteristics or higher risk profile. In practice, this clause may identify specific loans, properties, or financial instruments that require separate management, reporting, or oversight, such as non-performing loans or assets subject to litigation. Its core function is to ensure that these atypical or higher-risk assets are clearly identified and handled appropriately, thereby allocating risk and clarifying responsibilities between the parties.
SPECIAL ASSETS. (a) Neither Carlyle 14 nor Carlyle 15 will have any interest in any of the Artwork described on EXHIBIT "B" hereto, any benefits therefrom to accrue to M▇▇▇▇▇▇ Partners; provided that if any such artwork shall hereafter be removed from its present location, M▇▇▇▇▇▇ Partners shall promptly replace any Artwork it causes or permits to be removed with other artwork comparable in size and appearance to that so removed, in compliance with any governmental requirements presently in effect and with all requirements in the Permitted Exceptions, Tenant Leases, Loan Documents and Continuing Contracts (as such terms are defined in that certain Agreement Re: Purchase and Sale of Partnership Interests among M▇▇▇▇▇▇ Partners, Carlyle and C▇▇▇▇▇▇ Properties, Inc. dated June 28, 1985) relating to artworks in or around the Building, and shall promptly restore and finish the Property to first-class condition after any such removal.
(b) M▇▇▇▇▇▇ Partners shall have the right, on behalf of the Company, to covenant to the City of Los Angeles any and all "Excess Parking Capacity" (as hereinafter defined) in the Off-Site Parking Facility, pursuant to Section 12.26E5 of the Los Angeles Municipal Code, or any successor provision, for the benefit of any third party for the maintenance of off-street parking spaces for the construction, operation or other benefit of any other development projects or structures in the City of Los Angeles and to receive and own any consideration paid by third parties for such Excess Parking Capacity (all gain and income recognized by the Company for income tax purposes due to such consideration being allocated to M▇▇▇▇▇▇ Partners); provided, however, that no person shall be entitled to actually occupy parking spaces within the Off-Site Parking Facility without both obtaining the consent of the Company and paying to the Company the prevailing market rate for comparable parking rights in downtown Los Angeles, to which Carlyle 14 and Carlyle 15 will be entitled in accordance with their Company interests. As used herein, "Excess Parking Capacity" means that number of code compliance automobile parking spaces in the Off- Site Parking Facility equal to the excess, if any, of (a) the total number of code compliance automobile parking spaces in the Off-Site Parking Facility, over (b) the aggregate number of automobile parking spaces covenanted to the City of Los Angeles or otherwise restricted (including restrictions which are to become effective at some future ...
SPECIAL ASSETS. If any contract, license or permit (the “Special Assets”) may not be hypothecated by its provisions, by virtue of applicable law or without the consent of a third party, the hypothec and security interest created hereby shall be under the suspensive condition of such consent being obtained or such prohibition being waived or removed. Upon such consent being obtained, waived or removed or such legal prohibition ceasing to exist, the hypothec and security interest created hereunder shall automatically apply to such Special Asset without regard to this Section and without the necessity of any further assurance to effect such hypothecation. Unless and until the consent to such hypothecation is obtained as provided above or such legal prohibition ceases to be applicable, the Grantor shall, to the extent it may do so at law or pursuant to the provisions of the Special Assets in question hold all benefit to be derived from such Special Assets for the benefit of the Hypothecary Representative (including, without limitation, the Grantor’s interest in any Special Asset which may be held for the benefit of the Grantor by a third party), as additional security for payment of the Secured Obligations and shall deliver up all such benefit to the Hypothecary Representative, promptly upon demand by the Hypothecary Representative.
SPECIAL ASSETS. Special Assets means all property other than cash and publicly traded securities. The Special Assets to be deposited to the Account are listed on Exhibit A hereto.
SPECIAL ASSETS. The Disclosure Schedule sets forth a true and complete list of all Special Assets of each Bank as of January 31, 1997. The Special Assets of each Bank, as of such date, did not exceed (7.0%) of the total assets of such Bank.
SPECIAL ASSETS. Special Assets means all property to be deposited to the Account listed on Exhibit A hereto.
SPECIAL ASSETS. On or before December 31, 1997 Domestic Borrower agrees to (i) obtain all consents necessary for a transfer of at least one of the two Special Assets which are owned by Domestic Borrower (such transfer (x) to occur in accordance with the terms of the Ground Lease (and with the consent of the lessor under such Ground Lease) with respect to such Special Asset and (y) shall not have a negative impact on the value of such Special Asset), (ii) transfer such Special Asset to Special Subsidiary, (iii) execute and cause Special Subsidiary to execute, to the extent required by Administrative Agent, a reaffirmation of the Affiliate Guaranty, an amendment to the Domestic Collateral Security Agreement, UCC-1 financing statements and other documents requested by Administrative Agent to ensure that Secured Parties have a first priority lien on the stock of Special Subsidiary and (iv) cause such UCC searches to be performed and provide Administrative Agent such other evidence demonstrating that Special Subsidiary is not indebted to any Person (including Guaranteed Indebtedness), in each case as Administrative Agent shall request; provided, however, if Domestic Borrower is unable to cause all of the foregoing to occur on or before December 31, 1997, Domestic Borrower shall on or prior to December 31, 1997 prepay the Domestic Loan, pursuant to Section 2.3, in an amount equal the sum of the Allocated Loan Amounts for at least one of such Special Assets selected by Domestic Borrower in its sole discretion (a "SPECIAL ASSET EARLY REPAYMENT"), and obtain a Partial Release, pursuant to the provisions of Section 2.4.1, for such Special Asset.
SPECIAL ASSETS. (a) The Company may not dispose of Special Assets, except as provided in this Article 20. As provided in this Agreement, all profits, losses and distributions related to Special Assets shall be allocated or distributed to the Special Member.
(b) ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇ and ▇.▇. ▇▇▇▇▇▇▇ (collectively, the "PURCHASING MEMBERS") shall have the obligation, pro rata in accordance with relative Participating Percentages (jointly but not severally) to make payment on the first business day following each Distribution Date (as defined below) to the Special Member in an amount equal to seventy-five percent (75%) of any distributions made by NTS Realty to the Company that are allocable to the Purchasing Members' Class A Interests (the "DISTRIBUTION AMOUNT"), and a number of Special Assets (the "PURCHASED ASSETS") equal to a fraction, the number of which is the Distribution Amount and the denominator of which is the Deemed Value (as defined below) of a single Unit, shall cease to be Special Assets. If any Special Assets remain on the two-year anniversary of the first Distribution Date (the "SECOND ANNIVERSARY DATE"), the Purchasing Members shall be required to make payment to the Special Member in an amount equal to the number of remaining Special Assets multiplied by the Deemed Value, and the remaining Special Assets shall cease to be Special Assets. The Special Member shall have no rights with respect to Purchased Assets once they cease to be Special Assets, and the Manager shall make appropriate adjustments to the number of Class A Interests and the Participating Percentages of the Purchasing Members based on the number of Units that cease to be Special Assets (and allocated among the Purchasing Members based on relative amount paid). For purposes of this paragraph 20.2(b), (i) the "DEEMED VALUE" of a single Unit shall mean one hundred fifteen percent (115%) of the average closing price of a single Unit on any nationally recognized exchange or interdealer quotation system on which the Units are then listed or included for quotation for the 30-day period prior to the date of sale (or if there is no trading on a particular day, then closing price shall equal the closing price on the last day on which trading occurred); and (ii) "DISTRIBUTION DATE" shall mean a date on which NTS Realty makes a distribution to its partners. Once the Company no longer holds Special Assets pursuant to the transactions contemplated by this paragraph 20.2(b), the Special Member...