Examples of Note C Holder in a sentence
If the subject Note is held by more than one Noteholder at any time, the holders of a majority of interest in the subject Note shall immediately appoint a representative to exercise all rights of such Note C Holder hereunder.
Notwithstanding the foregoing, without the Lead Securitization Noteholder’s prior consent, which may be withheld in the Lead Securitization Noteholder’s sole and absolute discretion, no Note C Holder shall Transfer all or any portion of its Note to a Borrower Restricted Party and any such Transfer shall be absolutely null and void and shall vest no rights in the purported transferee.
Each Note B Holder and each Note C Holder acknowledges that the Senior Noteholders do not owe such Noteholder any fiduciary duty with respect to any action taken under the Mortgage Loan Documents and, except as provided herein, need not consult with such Noteholder with respect to any action taken by any Senior Noteholder in connection with the Mortgage Loan.
Subject to the provisions of Section 5(f) hereof, each Non-Lead Senior Noteholder, each Note B Holder and each Note C Holder further agrees that only the Lead Senior Noteholder, as a creditor, can make any election, give any consent, commence any action or file any motion, claim, obligation, notice or application or take any other action in any case by or against the Mortgage Loan Borrower under the Bankruptcy Code or in any other Insolvency Proceeding.
Each Note B Holder and each Note C Holder expressly and irrevocably waives for itself and any Person claiming through or under such Noteholder any and all rights that it may have under Section 1315 of the New York Real Property Actions and Proceedings Law or the provisions of any similar law which purports to give a junior loan Noteholder the right to initiate any loan enforcement or foreclosure proceedings.
Each Note B Holder and each Note C Holder represents and warrants that it is duly organized, validly existing, in good standing and possesses of all licenses and authorizations necessary to carry on its business.
Each Non-Lead Senior Noteholder, each Note B Holder and each Note C Holder in their capacity as such, hereby agrees that, upon the request of the Lead Senior Noteholder, each Non-Lead Senior Noteholder, each Note B Holder and each Note C Holder shall execute, acknowledge and deliver to the Lead Senior Noteholder all and every such further deeds, conveyances and instruments as the Lead Senior Noteholder may reasonably request for the better assuring and evidencing of the foregoing appointment and grant.
Each Note B Holder and each Note C Holder represents, and it is specifically understood and agreed, that it is acquiring such Note for its own account in the ordinary course of its business and the Senior Noteholders shall otherwise have no liability or responsibility to the related Noteholder except as expressly provided herein or for actions that are taken or omitted to be taken by any Senior Noteholder that constitute gross negligence or willful misconduct or that constitute a breach of this Agreement.
In connection with the Securitization, the Note C Holder agrees to provide for inclusion in any disclosure document relating to the related Securitization such information concerning the Note C Holder and the other Notes as the Note A-1 Holder, the Note A-2 Holder and the Note B Holder reasonably determine to be necessary or appropriate.
For avoidance of doubt, if the Note C Holder elects to exercise its right to purchase a Note pursuant to this Section 12, it must purchase each of Note X-0, Xxxx X-0 and Note B.