Common use of Borrower Notices and Deliveries Clause in Contracts

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner which might materially adversely affect Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition (financial or otherwise) or business or the Collateral; (ii) any material adverse change in Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, reasonably requested, from time to time, by Lender. In addition, after request by Lender (but no more frequently than twice in any year), Borrower shall(x) furnish to Lender within ten (10) days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) within thirty (30) days, use commercially reasonable efforts to obtain tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the Property in form and substance reasonably satisfactory to Lender.

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written ------------------------------- notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened in writing against Borrower or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner which might Sole Member which, if adversely determined, is likely to materially adversely affect Borrower’s 's or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s Sole Member's condition (financial or otherwise) or business or the Collateralany Property; (ii) any material adverse change in Borrower’s 's or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s Sole Member's condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower has knowledge, and if so, the nature thereof, the period of time it has existed and the action then being taken to remedy it; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission 10K's and 10Q's filed with respect to Borrower, Sole Member or Konover Property Trust, Inc. within five (5) Business Days of such filing (and, after request by Lender, any other Securities and Exchange Commission filings or other public filings, if any, of Borrower, the OP Sole Member or Konover Property Trust, Inc. within five (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (25) Business Days of such filing after request) and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, which are in existence and are reasonably requested, from time to time, by Lender. In addition, after request by Lender, Borrower (x) shall furnish to Lender (but no more frequently than twice in any year), Borrower shall(x) furnish to Lender within ten (10) fifteen days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) within thirty (30) days, use commercially reasonable efforts to obtain and deliver to Lender (but no more frequently than once in any year) within 45 days, tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the each Property in form and substance reasonably satisfactory to Lender.

Borrower Notices and Deliveries. Borrower shall (or and shall cause Senior Mezzanine Loan Mortgage Borrower to or shall cause Owner to) ) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Mortgage Borrower or Owner which might materially adversely affect Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Mortgage Borrower’s or Owner’s condition (financial or otherwise) or business business, the Collateral or the CollateralProperty; (ii) any material adverse change in Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Mortgage Borrower’s or Owner’s condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Mortgage Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, reasonably requested, from time to time, by LenderLender in accordance with the terms of this Agreement and/or other Loan Documents. In addition, after request by Lender (but no more frequently than twice in any year), (x) Borrower shall(x) shall furnish to Lender Lender, within ten (10) days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) Borrower shall cause Mortgage Borrower to furnish to Lender, within thirty (30) days, use commercially reasonable efforts to obtain tenant Tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant Tenant at the Property in form and substance reasonably satisfactory to Lender, and (z) Borrower shall cause Mortgage Borrower to use commercially reasonable efforts to furnish to Lender within thirty (30) days, an estoppel certificate from Franchisor stating that (1) the Franchise Agreement is in full force and effect, (2) neither Franchisor nor Borrower is in default under any of the terms, covenants or provisions of the Franchise Agreement and Franchisor knows of no event which, but for the passage of time or the giving of notice or both, would constitute an event of default under the Franchise Agreement, (3) neither Franchisor nor Borrower has commenced any action or given or received any notice for the purpose of terminating the Franchise Agreement, and (4) all sums due and payable to Franchisor under the Franchise Agreement have been paid in full.

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigationMaterial Litigation, mediation, arbitration, governmental proceedings or claims or investigations pending or threatened in writing against Borrower Borrower, Owner, any Guarantor or that relates to the business of any of the foregoing, the Collateral, the Property or the OP (or collateral for the Loan, and any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner which might materially adversely affect Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition (financial or otherwise) or business or the Collateralupdates thereto; and (ii) any material adverse change in Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition, financial or otherwiseotherwise which is reasonably likely to have a Material Adverse Effect, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide deliver to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two ten (210) Business Days of such filing filing; and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreementsagreements that are in Owner’s or Borrower’s possession and control or otherwise reasonably available to Borrower, reasonably requested, from time to time, by Lender. In addition, after written request by Lender L▇▇▇▇▇ (but no more frequently than twice in any calendar year), Borrower shall(x) furnish shall deliver to Lender within ten (10) daysBusiness Days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower and/or Guarantors set forth in the Loan Documents as of the date requested by Lender or, provided that Borrower and/or Guarantors shall be permitted to the extent of any changes to any update such representations and warrantieswarranties in writing to reflect any changes in facts since the date of this Agreement so long as no fact disclosed in such update is the result of any breach of any covenant, so stating such changesagreement or other obligation of Borrower and/or Guarantors under the Loan Documents and does not constitute any Default or Event of Default by Borrower and/or Guarantors, and (y) within thirty (30) daysor any change that would have a Material Adverse Effect, use commercially in each case as determined by Lender in its reasonable efforts to obtain tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the Property in form and substance reasonably satisfactory to Lenderjudgment.

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner SPE Party which might materially adversely affect Borrower’s or the OP’s (or any other Guarantor’s) or the REITSPE Party’s or Senior Mezzanine Loan Borrower’s or OwnerGuarantor’s condition (financial or otherwise) or business or the CollateralProperty; (ii) any material adverse change in Borrower’s or the OP’s (or any other Guarantor’s) or the REITSPE Party’s or Senior Mezzanine Loan Borrower’s or OwnerGuarantor’s condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other SPE Party, Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreementsagreements in Borrower’s possession or reasonable control, reasonably requested, from time to time, by Lender. In addition, after request by Lender (but no more frequently than twice once in any year, unless an Event of Default has occurred and is continuing), Borrower shall(xshall (x) furnish to Lender Lender, within ten (10) daysdays of Lender’s request, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) within thirty (30) daysrequest, in writing, estoppel certificates from each tenant at the Property when requested by Lender, and use commercially reasonable efforts to obtain deliver to Lender, within forty-five (45) days of Lender’s request, tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the Property in form and substance reasonably satisfactory to Lender.

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower Borrower, or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower Sole Member or Owner which might materially adversely affect Borrower’s ’s, or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan BorrowerSole Member’s or Owner’s condition (financial or otherwise) or business or the Collateral; (ii) any material adverse change in Borrower’s ’s, or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan BorrowerSole Member’s or Owner’s condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan BorrowerSole Member, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) all existing instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreements, reasonably requested, from time to time, by Lender. In addition, after request by Lender (but no more frequently than twice once in any yeartwelve (12) month period), Borrower shall(x) shall furnish to Lender Lender, (x) within ten (10) days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) within thirty (30) days, Borrower shall use commercially reasonable efforts to obtain and deliver within thirty (30) days after request by Lender (but no more than twice in any twelve (12) month period with respect to any one tenant (unless an Event of Default has occurred and is continuing)), tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the Property in form and substance reasonably satisfactory to Lender.

Borrower Notices and Deliveries. Borrower shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigationMaterial Litigation, mediation, arbitration, governmental proceedings or claims or investigations pending or threatened in writing against Borrower Borrower, Mezzanine Borrower, any Guarantor or that relates to the business of any of the foregoing, the Property or the OP (or collateral for the Loan, and any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner which might materially adversely affect Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition (financial or otherwise) or business or the Collateralupdates thereto; and (ii) any material adverse change in Borrower’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s condition, financial or otherwiseotherwise which is reasonably likely to have a Material Adverse Effect, or of the occurrence of any Default or Event of Default of which Borrower has knowledge; and (b) furnish and provide deliver to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two ten (210) Business Days of such filing filing; and (ii) all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title and other insurance reports and agreementsagreements that are in Borrower’s possession and control or otherwise reasonably available to Borrower, reasonably requested, from time to time, by LenderL▇▇▇▇▇. In addition, after written request by Lender L▇▇▇▇▇ (but no more frequently than twice in any calendar year), Borrower shall(x) furnish shall deliver to Lender within ten (10) daysBusiness Days, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower and/or Guarantors set forth in the Loan Documents as of the date requested by Lender or, provided that Borrower and/or Guarantors shall be permitted to the extent of any changes to any update such representations and warrantieswarranties in writing to reflect any changes in facts since the date of this Agreement so long as no fact disclosed in such update is the result of any breach of any covenant, so stating such changesagreement or other obligation of Borrower and/or Guarantors under the Loan Documents and does not constitute any Default or Event of Default by Borrower and/or Guarantors, and (y) within thirty (30) daysor any change that would have a Material Adverse Effect, use commercially in each case as determined by Lender in its reasonable efforts to obtain tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant at the Property in form and substance reasonably satisfactory to Lenderjudgment.

Borrower Notices and Deliveries. Borrower and Operating Lessee shall (or shall cause Senior Mezzanine Loan Borrower to or shall cause Owner to) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower, Borrower Representative, Operating Lessee or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Loan Borrower or Owner Parties which might materially adversely affect Borrower’s, Borrower Representative’s, Operating Lessee’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s Parties’ condition (financial or otherwise) or business or the CollateralProperty; (ii) any material adverse change in Borrower’s, Borrower Representative’s, Operating Lessee’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Loan Borrower’s or Owner’s Parties’ condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower or Operating Lessee has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) Lender all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title appraisals and other insurance reports and agreements, reasonably requested, from time to time, by Lender. In addition, after request by Lender (but no more frequently than twice in any year), Borrower shall(x) shall furnish to Lender (x) within ten (10) daysBusiness Days of request, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower and Operating Lessee set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) within thirty (30) daysdays of request, use commercially reasonable efforts to obtain tenant Tenant estoppel certificates addressed to Lender, its successors and assigns from each commercial tenant Tenant at the Property in form and substance reasonably satisfactory to Lender, and (z) within ten (10) days of request, an estoppel certificate addressed to Lender, its successors and assigns from Franchisor stating that (1) the Franchise Agreement is in full force and effect and has not been modified, amended or assigned, (2) neither Franchisor nor Operating Lessee is in default under any of the terms, covenants or provisions of the Franchise Agreement and Franchisor knows, to the extent true, of no event which, but for the passage of time or the giving of notice or both, would constitute a default under the Franchise Agreement, (3) neither Franchisor nor Operating Lessee has commenced any action or given or received any notice for the purpose of terminating the Franchise Agreement and (4) all sums due and payable to Franchisor under the Franchise Agreement have been paid in full. Lender agrees that it shall not request the estoppels described in the foregoing clause (y) and clause (z) more than one (1) time in any calendar year unless such request is made after the occurrence of an Event of Default or in connection with or contemplation of a Secondary Market Transaction. Borrower shall not be in Default hereunder for failing to provide the estoppel certificates described in clauses (y) or (z) so long as Borrower uses commercially reasonable efforts to obtain the same and keeps Lender reasonably apprised of its progress with respect thereto. Financial Reporting .

Borrower Notices and Deliveries. Borrower and Operating Lessee Owner shall (or and shall cause Senior Mezzanine the Mortgage Loan Borrower to or shall cause Owner Parties to) (a) give prompt written notice to Lender of: (i) any litigation, governmental proceedings or claims or investigations pending or threatened against Borrower, Borrower Representative, Operating Lessee Owner or the OP (or any other Guarantor) or the REIT or Senior Mezzanine Mortgage Loan Borrower or Owner Parties which might materially adversely affect Borrower’s, Borrower Representative’s, Operating Lessee Owner’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Mortgage Loan Borrower’s or Owner’s Parties’ condition (financial or otherwise) or business business, the Property or the Collateral; (ii) any material adverse change in Borrower’s, Borrower Representative’s, Operating Lessee Owner’s or the OP’s (or any other Guarantor’s) or the REIT’s or Senior Mezzanine Mortgage Loan Borrower’s or Owner’s Parties’ condition, financial or otherwise, or of the occurrence of any Default or Event of Default of which Borrower Borrower, Operating Lessee Owner or any Mortgage Loan Party has knowledge; and (b) furnish and provide to Lender: (i) if requested by Lender, any Securities and Exchange Commission or other public filings, if any, of Borrower, the OP (or any other Guarantor), the REIT, Senior Mezzanine Loan Borrower, Owner, Manager, or any Affiliate of any of the foregoing within two (2) Business Days of such filing and (ii) Lender all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, appraisals, title appraisals and other insurance reports and agreements, reasonably requested, from time to time, by Lender. In addition, after request by Lender (but no more frequently than twice in any year), (x) Borrower shall(x) shall furnish to Lender within ten (10) daysBusiness Days of request, a certificate addressed to Lender, its successors and assigns reaffirming all representations and warranties of Borrower and Operating Lessee Owner set forth in the Loan Documents as of the date requested by Lender or, to the extent of any changes to any such representations and warranties, so stating such changes, and (y) Borrower shall (or shall cause Mortgage Borrower to) furnish to Lender within thirty (30) daysdays of request, use commercially reasonable efforts to obtain tenant Tenant estoppel certificates addressed to Lender, its successors and assigns assigns, from each commercial tenant Tenant at the Property in form and substance reasonably satisfactory to Lender, and (z) Borrower shall (or shall cause Mortgage Borrower to) furnish to Lender, within ten (10) days of request, an estoppel certificate addressed to Lender, its successors and assigns from Franchisor stating that (1) the Franchise Agreement is in full force and effect and has not been modified, amended or assigned, (2) neither Franchisor nor Operating Lessee is in default under any of the terms, covenants or provisions of the Franchise Agreement and Franchisor knows, to the extent true, of no event which, but for the passage of time or the giving of notice or both, would constitute a default under the Franchise Agreement, (3) none of Franchisor, Operating Lessee Owner or Operating Lessee has commenced any action or given or received any notice for the purpose of terminating the Franchise Agreement and (4) all sums due and payable to Franchisor under the Franchise Agreement have been paid in full. Lender agrees that it shall not request the estoppels described in the foregoing clause (y) and clause (z) more than one (1) time in any calendar year unless such request is made after the occurrence of an Event of Default or in connection with or contemplation of a Secondary Market Transaction. Borrower shall not be in Default hereunder for failing to provide the estoppel certificates described in clauses (y) or (z) so long as Borrower uses commercially reasonable efforts to obtain (or cause Mortgage Borrower to obtain) the same and keeps Lender reasonably apprised of its progress with respect thereto.