Second Mortgagee definition
Examples of Second Mortgagee in a sentence
Where any act requires the consent or approval of the First Mortgagee under the terms of any of the Senior Security Documents and the same or a similar act requires the consent or approval of the Second Mortgagee under any of the Junior Security Documents, the consent or approval of the First Mortgagee shall be deemed also to constitute the consent or approval of the Second Mortgagee.
Promptly following payment to the Second Mortgagee of the full amount of the Junior Indebtedness the Second Mortgagee will do whatever is necessary to discharge the Junior Security Documents and to release the Owner from any further obligations under or pursuant to the Junior Security Documents.
In particular, but without limitation, any notice of the assignment by the Owner to the Second Mortgagee of any of the Assigned Property, and any loss payable clause in favour of the Second Mortgagee endorsed on any of the Insurances, shall be expressed as being subject to the prior rights of the First Mortgagee as first assignee and shall be approved by the First Mortgagee prior to being given to any third party or endorsed on any of the Insurances.
Upon any such waiver, such default shall cease to exist with respect to the Certificates and any Event of Default arising therefrom shall be deemed to have been cured for every purpose and any direction given by the Trustee on behalf of the Certificateholders to the relevant Loan Trustee and/or the Second Mortgagee shall be annulled with respect thereto; but no such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon.
Written notice of the location of each such other office or agency and of any change of location thereof shall be given by the Trustee to the Company, the Loan Trustees and the Second Mortgagee (at their respective addresses specified in the Financing Documents or such other address as may be notified to the Trustee) and the Certificateholders.
The Second Mortgagee undertakes to the First Mortgagee that the Second Mortgagee will not at any time during the Security Period give any notice to any third party inconsistent with the rights and powers of the First Mortgagee under or pursuant to the Senior Security Documents.
If an instrument of acceptance by a successor Trustee shall not have been delivered to the Company, the Authorized Agents, the Loan Trustees, the Trustee and the Second Mortgagee within 30 days after the giving of such notice of resignation, the resigning Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee.
The Trustee, any Paying Agent, Registrar or any of their Affiliates or any other agent in their respective individual or any other capacity may become the owner or pledgee of Certificates and, subject to Sections 310(b) and 311 of the Trust Indenture Act, if applicable, may otherwise deal with the Company, the Loan Trustees or the Second Mortgagee with the same rights it would have if it were not Trustee, Paying Agent, Registrar or such other agent.
Each Certificateholder, by its acceptance of a Certificate, agrees that it will look solely to the income and proceeds from the Trust Property for any payment or distribution due to such Certificateholder pursuant to the terms of this Agreement and that it will not have any recourse to the Company, the Trustee, the Loan Trustees, the Second Mortgagee or the Liquidity Provider, except as otherwise expressly provided herein or in the Intercreditor Agreement.
In the case of any such sale, subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, the Mortgagee shall apply such proceeds in accordance with the terms of the Third Lien Intercreditor Agreement.