Additional Covenants and Agreements of Mortgagor. Mortgagor makes the ------------------------------------------------- following additional covenants and agreements with Mortgagee: (a) Any award of damages under condemnation or payment in lieu hereof for injury to, or the taking of all or any part of the Collateral is hereby assigned to Mortgagee with authority to apply the proceeds on the Note. All such proceeds shall be applied first to accrued interest, if any, and then to the principal amount outstanding on the Note. (b) Any proceeds of any insurance payable by reason of loss or damage to the Collateral is hereby assigned and shall be paid to Mortgagee with authority to apply the proceeds in accordance with the provisions of the Agreement. (c) Mortgagor will hold Mortgagee harmless from all costs and expenses incurred in connection with establishing the priority of this Mortgage, and if Mortgagee becomes a party to any mechanic's lien suit or other proceeding relating to the Collateral or to this Mortgage, Mortgagor will reimburse Mortgagee for Mortgagee's reasonable attorneys' fees, costs and expenses in connection with said suit or proceeding. (d) Mortgagor will not sell, convey, mortgage, pledge, grant a security interest in or otherwise transfer or encumber all or any part of the Mortgaged Premises or the other Collateral (except for sale or trade- in of obsolete Collateral and replacement with new Collateral of comparable quality or sale of inventory in the ordinary course of business) or any interest therein except as may be expressly permitted (i) under the provisions of the Agreement (including any supplement) or (ii) with the prior written consent of Mortgagee. (e) Mortgagor will hold and apply tenants' security deposits, if any, as required by applicable Law. Mortgagor will keep and perform the covenants of lessor under any leases covering the Mortgaged Premises and the covenants of a lessor and a licensor pursuant to applicable Law. (f) Other than as disclosed on the list of Permitted Encumbrances, Mortgagor has good title, free from all security interests, liens and other encumbrances, to all fixtures and Collateral and other Collateral mortgaged and secured hereby. Other than as disclosed on the list of Permitted Encumbrances, no other financing statements or mortgages covering the Collateral is on file or recorded in any office. (g) Mortgagor has made and will make no assignment (except to Mortgagee) of any leases or rentals from the Collateral. (h) Mortgagor will promptly pay when due all charges for utilities or other services to the Mortgaged Premises and the other Collateral including, but not limited to, electricity, water, gas, telephone, sanitary sewer and trash and garbage removal, and upon request of Mortgagee, provide evidence of such payment. (i) If Mortgagor fails to pay taxes or assessments, charges, prior liens or encumbrances, expense or attorneys' fees as specified herein, the Mortgagee, for itself or its assigns, may pay such taxes, assessments, prior liens, expenses, attorneys' fees, and all interest thereon, or effect such insurance, and sums so paid shall bear interest at the Default Rate from the date of such payment until paid by Mortgagor, shall be an additional lien on the Collateral, and shall be immediately due and payable from the Mortgagor, and repayment thereof shall be secured by this Mortgage. (j) Mortgagee shall be entitled to inspect the Collateral at reasonable times during normal business hours and at all times during any emergency. (k) The Mortgaged Premises as improved on the date hereof, and shall so long as this Mortgage is in effect, comply with all requirements of laws, requirements of any federal, state, county, city or other governmental authority having jurisdiction over the Mortgagor, the Mortgaged Premises and other Collateral including, but not limited to, any applicable zoning, occupational, safety and health, energy and environmental laws, ordinances and regulations; and the Mortgagor has obtained and will obtain all necessary consents, permits and licenses to construct, occupy and operate the Collateral, for its intended purposes.
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Sources: Loan Agreement (Jameson Inns Inc)
Additional Covenants and Agreements of Mortgagor. The Mortgagor makes the ------------------------------------------------- following additional covenants and agreements with the Mortgagee:
(a) Any award of damages under condemnation or payment in lieu hereof for injury to, or Subject to the taking of all or any part terms of the Collateral Subordination Agreement (as defined in the Loan Agreement) so long as any portion of the loan under the Senior Loan Agreement (as defined in the Loan Agreement) is hereby assigned to Mortgagee with authority to apply the proceeds on the Note. All such proceeds shall be applied first to accrued interestoutstanding, if any, and then to the principal any amount outstanding on the Note.
(b) Any proceeds of any insurance payable by reason of loss or damage to the Collateral is hereby assigned and shall be paid to Mortgagee with authority to apply the proceeds in accordance with the provisions of the Agreement.
(c) Mortgagor will hold Mortgagee harmless from all costs and expenses incurred in connection with establishing the priority of this Mortgage, and if Mortgagee becomes a party to any mechanic's lien suit or other proceeding relating to the Collateral or to this Mortgage, Mortgagor will reimburse Mortgagee for Mortgagee's reasonable attorneys' fees, costs and expenses in connection with said suit or proceeding.
(d) Mortgagor will not sell, convey, mortgage, pledge, grant a security interest in or otherwise transfer or encumber Loan is outstanding when all or any part of the Mortgaged Premises is taken by eminent domain, or destroyed or damaged, unless the Mortgagor exercises its right to prepay all or a portion of the Loan, the Mortgagor shall proceed promptly to replace, repair, rebuild and restore the Mortgaged Premises to substantially the same condition as existed before the taking or event causing the damage or destruction, with such changes, alterations and modifications (including substitution or addition of other Collateral (except for sale or trade- in of obsolete Collateral and replacement with new Collateral of comparable quality or sale of inventory in the ordinary course of businessproperty) or any interest therein except as may be expressly permitted (i) under desired by the Mortgagor, and reasonably approved by the Mortgagee, and will be suitable for continued operation of the Mortgaged Premises for the business purposes of the Mortgagor. Subject to the provisions of any mortgage which is a Permitted Encumbrance listed in Exhibit B, all proceeds of any condemnation award or property insurance claim shall be paid directly to the Agreement (including any supplement) or (ii) with Mortgagee. The Mortgagee shall apply the prior written consent of Mortgagee.
(e) Mortgagor will hold and apply tenants' security depositsproceeds, less such sum, if any, required for payment of all expenses incurred in collecting the same (“Net Proceeds”), to payment of the costs of repair, replacement, rebuilding or restoration of the Mortgaged Premises upon compliance with such construction and disbursement terms as the Mortgagee may deem reasonably necessary, including deposit with the Mortgagee of such funds of the Mortgagor as may be required to insure payment of all costs of rebuilding and restoration. If such deposit is not made when requested by applicable Lawthe Mortgagee, or if any other Event of Default should occur while the Mortgagee is retaining the Net Proceeds, the Mortgagee may apply said Net Proceeds to the indebtedness of the Mortgagor under the Loan Agreement and the balance of Net Proceeds remaining after payment of all costs of any repair, rebuilding, replacement or restoration of the Mortgaged Property shall be applied against the unpaid principal balance of the Loan. The Mortgagor shall not, by reason of the payment of any costs of repair, rebuilding, replacement or restoration, be entitled to any reimbursement from the Mortgagee or any abatement or diminution of the amounts payable under Article III of the Loan Agreement.
(b) Except for liens and encumbrances listed on Exhibit B hereto (the “Permitted Encumbrances”) or any other liens consented to in writing by the Mortgagee, the Mortgagor will keep and perform the covenants of lessor under any leases covering the Mortgaged Premises free from all liens and encumbrances of every nature heretofore or hereafter arising which might or could be prior to or equal to the covenants security interest of a lessor this Mortgage; and a licensor pursuant to applicable Lawupon written demand of the Mortgagee, the Mortgagor will pay and procure the release of any such lien or encumbrance.
(fc) Other than as disclosed on the list of Permitted Encumbrances, Mortgagor has good title, free from all security interests, liens and other encumbrances, to all fixtures and Collateral and other Collateral mortgaged and secured hereby. Other than as disclosed on the list of Permitted Encumbrances, no other financing statements or mortgages covering the Collateral is on file or recorded in any office.
(g) Mortgagor has made and will make no assignment (except to Mortgagee) of any leases or rentals from the Collateral.
(h) The Mortgagor will promptly pay when due all charges for utilities or other services service to the Mortgaged Premises and the other Collateral including, but not limited to, electricity, water, gas, telephone, sanitary sewer and trash and garbage removal, supplied and upon request of the Mortgagee, provide evidence of such payment.
(id) If The Mortgagor fails will hold the Mortgagee harmless from all costs and expenses in connection with establishing the priority of this Mortgage and if the Mortgagee becomes a party to pay taxes any mechanics’ lien suit or assessmentsother proceeding relating to the premises or to this Mortgage, chargesthe Mortgagor will reimburse the Mortgagee for the Mortgagee’s reasonable attorneys’ fees, prior liens costs and expenses in connection with said suit or encumbrances, expense or attorneys' fees as specified herein, proceeding.
(e) At the request of the Mortgagee, for itself the Mortgagor shall execute and deliver to the Mortgagee such financing statements and other documents and instruments as may be reasonably necessary or its assignsdesirable to maintain, may pay such taxespreserve and protect the validity and perfected status of this Mortgage and the security interests granted hereby.
(f) The Mortgagor shall comply with all present and future laws, assessmentsordinances, prior liensregulations, expensescovenants, attorneys' fees, conditions and all interest thereon, restrictions affecting the Mortgaged Premises or effect such insurance, and sums so paid shall bear interest at the Default Rate from the date of such payment until paid by Mortgagor, shall be an additional lien on the Collateraloperation thereof, and shall pay all fees or charges of any kind in connection therewith.
(g) The Mortgagor represents, warrants, and covenants that the Mortgaged Premises will not be immediately due used or involved in the release, handling, storage, or disposal of Hazardous Substances, AS THOSE TERMS ARE DEFINED IN THE COMPREHENSIVE ENVIRONMENTAL RESPONSE COMPENSATION AND LIABILITY ACT OF 1980, (CERCLA), as amended, 42 U.S.C. Section et seq., THE SUPERFUND AMENDMENTS AND REAUTHORIZATION ACT (S▇▇▇), AND THE MINNESOTA ENVIRONMENTAL RESPONSE AND LIABILTIY ACT (M▇▇▇▇), Minnesota Statutes Section 115B.01 et seq., as amended except in accordance with the requirements of such state and payable from federal statutes; provided however, that the Mortgagor may engage in the manufacturing, processing, storage, transportation and production of ethanol, including all ingredients and byproducts associated therewith. With respect to the foregoing the Mortgagor represents, warrants, and covenants that it has (1) conducted all appropriate inquiry under CERCLA, (2) delivered a Phase I Environmental Assessment, addressed to the Mortgagee, showing no recognized conditions, (3) obtained all necessary federal, state and local permits, licenses and approvals for the construction and operation of the Project in accordance with all air, water, soil and environmental standards, rules, regulations and laws and that it shall not maintain any storage tanks on the Mortgaged Premises except in accordance with such permits and licenses.
(h) The Mortgagor will pay the principal and interest, when due, on prior mortgages and other similar encumbrances.
(i) The Mortgagor shall, at its own expense, cause comprehensive liability insurance to be carried and maintained with respect to the activities to be undertaken by and on behalf of the Mortgagor in connection with the use of the Mortgaged Premises substantially the same as insurance carried by the Mortgagor with respect to other similar activities of the Mortgagor, and repayment thereof shall be secured by this Mortgagesuch policies to name the Mortgagee as loss payee.
(j) Mortgagee shall be entitled to inspect the Collateral at reasonable times during normal business hours and at all times during any emergency.
(k) The Mortgaged Premises as improved on the date hereof, and shall so long as this Mortgage is in effect, comply with all requirements of laws, requirements of any federal, state, county, city or other governmental authority having jurisdiction over the Mortgagor, the Mortgaged Premises and other Collateral including, but not limited to, any applicable zoning, occupational, safety and health, energy and environmental laws, ordinances and regulations; and the Mortgagor has obtained and will obtain all necessary consents, permits and licenses to construct, occupy and operate the Collateral, for its intended purposes.
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