Xxxxxxxxx, Esq (b) If to Indemnitee, to the address specified on the last page of this Agreement or to such other address as either party may from time to time furnish to the other party by a notice given in accordance with the provisions of this Section 8. All such notices, claims and communications shall be deemed to have been duly given if (i) personally delivered, at the time delivered, (ii) mailed, five days after dispatched, and (iii) sent by any other means, upon receipt.
Xxxxxxxx, Esq If to Borrower, Property Manager, any Guarantor or any Affiliate of Borrower, Property Manager or any Guarantor: c/o Affordable Residential Communities 000 Xxxxx Xxxxxx, Xxxxx 000 Xxxxxx, XX 00000 Attention: Xxxxx XxXxxxxx, Vice President and Xxxxx Xxxxxx, Vice President and General Counsel and Xxxxx Xxxxxxx, Chief Financial Officer With a copy to: GMAC Commercial Mortgage Corporation 000 Xxxxxx Xxxx Horsham, Pennsylvania 19044-0809 Attention: Loan Servicing And an additional copy to: Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP 0 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxx X. Xxxxx III, Esq. And an additional copy to: Proskauer Rose LLP 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxxx X. Xxxxxxxxxxx, Esq. Each party may designate a change of address by notice to the other parties, given at least fifteen (15) days before such change of address is to become effective. In no event shall GMAC be removed as a notice party without its prior written approval.
Xxxxxxx, 265 Cal App. 2d 40 (1968). By executing this Guaranty, Holdings freely, irrevocably, and unconditionally: (i) waives and relinquishes that defense and agrees that Holdings will be fully liable under this Guaranty even though the Secured Parties may foreclose, either by judicial foreclosure or by exercise of power of sale, any deed of trust securing the Obligations; (ii) agrees that Holdings will not assert that defense in any action or proceeding which the Secured Parties may commence to enforce this Guaranty; (iii) acknowledges and agrees that the rights and defenses waived by Holdings in this Guaranty include any right or defense that Holdings may have or be entitled to assert based upon or arising out of any one or more of §§ 580a, 580b, 580d, or 726 of the California Code of Civil Procedure or § 2848 of the California Civil Code; and (iv) acknowledges and agrees that the Secured Parties are relying on this waiver in creating the Obligations, and that this waiver is a material part of the consideration which the Secured Parties are receiving for creating the Obligations.
Xxxxxxx, Esq If to the Executive, to him at the offices of the Company with a copy to him at his home address, set forth in the records of the Company. Any person named above may designate another address or fax number by giving notice in accordance with this Section to the other persons named above.
Xxxxxxxx-Xxxxx Certification Each Form 10-K with respect to the Trust shall include a Xxxxxxxx-Xxxxx Certification in the form attached to this Agreement as Exhibit X required to be included therewith pursuant to the Xxxxxxxx-Xxxxx Act. The Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor, the Asset Representations Reviewer (in the case of the Asset Representations Reviewer, solely with respect to reporting periods in which the Asset Representations Reviewer is required to deliver an Asset Review Report Summary), the Custodian and the Trustee shall provide (and (i) with respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other Servicing Function Participant of such party (other than any party to this Agreement), shall cause such Servicing Function Participant to provide) to the Person who signs the Xxxxxxxx-Xxxxx Certification for the Trust or any Other Securitization Trust (the “Certifying Person”) no later than March 1 in the year immediately following the year as to which such Form 10-K relates or, if March 1 is not a Business Day, on the immediately following Business Day, a certification in the form attached to this Agreement as Exhibit Y-1, Exhibit Y-2, Exhibit Y-3, Exhibit Y-4, Exhibit Y-5, Exhibit Y-6, Exhibit Y-7 and Exhibit Y-8, as applicable, on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. With respect to each Outside Serviced Mortgage Loan serviced under an Outside Servicing Agreement, the Certificate Administrator shall use commercially reasonable efforts to procure, and upon receipt deliver to the Certifying Person, a Xxxxxxxx-Xxxxx back-up certification similar in form and substance to the certifications referenced in the preceding sentence, from the related Outside Servicer, the related Outside Special Servicer, the related Outside Paying Agent and the related Outside Trustee. In the event any Reporting Servicer is terminated or resigns pursuant to the terms of this Agreement, or any applicable Sub-Servicing Agreement or primary servicing agreement, as the case may be, such Reporting Servicer shall provide a certification to the Certifying Person pursuant to this Section 10.06 with respect to the period of time it was subject to this Agreement or the applicable sub-servicing or primary servicing agreement, as the case may be.
Xxxxxxxxx X Xxxxxxx Chairman & CEO Barangay Bagumbayan Paracale, Camarines Norte Tel No. 0000-000-0000/000-0000 Email: xxxxxxxxx_xxxx@xxxxx.xxx November 4, 2008 November 3, 2033 Paracale, Camarines Norte Gold, Copper 173.9329 MPSA 273-2008-V Orophil Stonecraft, Inc. Xx. 0 Xxxxxxx Xxxx Xxx Xxxxxx, Xxxxxx Xxxx November 26, 2008 November 25, 2033 Baao, Camarines Sur Perlite 141.1418 MPSA 279-2009-V Xxxxxxxx X. Xxxxx, Et. Al. c/o Xx. Xxxxxxxx X. Abaño Xxxxx Xxxxxxx Xxxxx Xxxxxx & Xxxxxxx Law Offices Suite 1515 Tektite East Tower Phil Exchange Center Building Exchange Road, Ortigas Center Pasay City Tel No. (000) 000-0000 0000-000-0000 April 8, 2009 April 7, 2034 Bula, Camarines Sur Gypsum 171.6511 MINERAL AGREEMENT NUMBER CONTRACTOR DATE GRANTED DATE EXPIRY LOCATION MINERAL COMMODITY AREA (Has.) MPSA 297-2009-V Guo Long Mining Corp. Xxx Xxxx President Xxxx Xxxxxxxx, Paracale Camarines Norte November 16, 2009 November 15, 2034 Xxxx Xxxxxxxxxx, Camarines Norte Gold, Iron, etc 595.6522 MPSA 306-2009-V Pargum Consolidated Corporation Xxxxxx X. Xxxxxx President 7th Floor, Corporate Business Center 000 Xxxxx Xx Xxxxx xxxxxx Xxxxxx Xxxxxx Xxxxxx Xxxx Tel No.: 000-00-00 000-00-00 Fax No.: 000-00-00 000-00-00 December 23, 2009 December 22, 2034 Xxxx Xxxxxxxxxx, and Paracale, Camarines Norte Gold, etc. 476.6808 MPSA 329-2010-V Filminera Resources Corp March 23, 2010 March 22, 2035 Aroroy, Masbate Gold,etc 584.2034 MPSA 334-2010-V East Environ, Incorporated Xxxxxxxx X. Tolentino Unit J Primrose Building Rose Avenue, Xxxxx Village Las Piñas City May 27, 2010 May 27, 2035 Baao, Camarines Sur Perlite 62.1904 MPSA 300-2009-V Yinlu Bicol Mining Corporation Xxx Xxxx President Xxxx Xxxxxxxx, Paracale Camarines Norte November 24, 2009 November 23, 2034 Paracale & Xxxx Xxxxxxxxxx, Camarines Norte Iron, gold, etc. 663.0746 MINERAL AGREEMENT NUMBER CONTRACTOR DATE GRANTED DATE EXPIRY LOCATION MINERAL COMMODITY AREA (Has.) MPSA 308-2009-V MPSA UNDER REVIEW BY THE DENR Heirs of Xxxxxxx Xxxxxxxx: XXXX. XXXXXXXX X. XXXXX Suite 2104 B, East Tower Philippine Stock Exchange Center Bldg. Eschange Road, Ortigas Center Pasig City XXXXXXX X. XXXXXXXX Unit 2002 B, West Park Alder Condominium Northgate Filinvest Corporate City, Alabang Muntinlupa City XXXXXXX X. XXXXXXXX 0-X Xxxxx Xxxxxx, San Antonio San Francisco Del Monte Quezon City NOTE : MPSA UNDER REVIEW BY THE OSEC December 18, 2009 December 17, 2034 Xxxx Xxxxxxxxxx, Camarines Norte Iron, gold, etc. 153.7478
Xxxxxxxx X X. Xxxxxx, as Trustee .................. 00 Xxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000
Xxxxxxxxxxx X Xxxx, Esq., shall have furnished to the Underwriters his written opinion, as Corporate Counsel of the Enterprise Parties, addressed to the Underwriters and dated such Delivery Date, in form and substance reasonably satisfactory to the Underwriters, substantially to the effect set forth in Exhibit B hereto.
Xxxxxxxxx, Xx Xxxxxxx X. Xxxxxxxxx, Xx., Chief Executive Officer
Xxxxxxxx, Xx (Xxxxxxx Xxxxxxxx).
