Dispositions of and Limitations on Acts Relating to REO Property Clause Samples

Dispositions of and Limitations on Acts Relating to REO Property. The Master Servicer may commence the process of disposition of REO Property immediately after (i) completion of the acquisition of the REO Property, (ii) resolution of any title issues, including conclusion of any applicable redemption period and (iii) completion of all improvements it deems necessary to address deferred maintenance, life safety and similar property conditions and to repair and restore the REO Property. Any REO Property may remain in a Trust for so long as that REO Property would qualify as “foreclosure property” (within the meaning of Section 860G(a)(8) of the Code and applicable Treasury Regulations) had it been held in a REMIC (as defined in Section 860D of the Code). As provided in clause (f) of Subsection 2.5(3), the Guarantor may purchase any REO Property that is acquired as an asset of the Trust. To the extent provided in the related Servicing Contract, the Direct Servicer or the Master Servicer, as applicable, may renew existing leases or enter into new leases for units within the REO Property on terms similar to those then available in the relevant market area while it remains an asset of the Trust.
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Dispositions of and Limitations on Acts Relating to REO Property. The Master Servicer will commence the process of disposition of REO Property immediately after (i) completion of the acquisition of the REO Property, (ii) resolution of any title issues, including conclusion of any applicable redemption period and (iii) completion of all improvements it deems necessary to address deferred maintenance, life safety and similar property conditions and to repair and restore the REO Property. Any REO Property may remain in a Trust for so long as that REO Property would qualify as “foreclosure property” (within the meaning of Section 860G(a)(8) of the Internal Revenue Code and applicable Treasury Regulations) had it been held in a REMIC (as defined in Section 860D of the Internal Revenue Code). As provided in clause (d) of Subsection 2.5(3), the Guarantor may purchase any REO Property that is acquired as an asset of the Trust. While any REO Property is being marketed for sale or is being held during a redemption period, the Direct Servicer or the Master Servicer, as applicable, may renew existing leases or enter into new leases for units within the REO Property on terms similar to those then available in the relevant market area as a means of preserving and protecting the REO Property while it remains an asset of the Trust. To the extent provided in the applicable Servicing Contract, the Direct Servicer may contract with an independent contractor for all or any portion of the management, maintenance, marketing and disposition of REO Property, provided that any such contractor will be required to conform its actions to the requirements of this Section 5.11 for so long as the REO Property is an asset of the Trust.
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Dispositions of and Limitations on Acts Relating to REO Property. A Mortgaged Property or an interest therein will be acquired on behalf of the Trust (and thereby become REO Property for all purposes of this Agreement) only if, at such time, the Issuer and the Trustee shall have determined, based on advice from counsel, that the acquisition by the Trust of Mortgaged Properties or interests therein is necessary or advisable in light of applicable laws and regulations; at all other times, the provisions of Subsections 2.5(1)(g) and 5.11(2) will control, and no Mortgaged Property or interest therein shall become REO Property. If a Mortgaged Property or an interest therein shall have become REO Property on the foregoing condition, the Master Servicer will commence the process of disposition of REO Property immediately after (i) completion of the acquisition of the REO Property, (ii) resolution of any title issues, including conclusion of any applicable redemption period and (iii) completion of all improvements it deems necessary to address deferred maintenance, life safety and similar property conditions and to repair and restore the REO Property or stabilize its operations. Any REO Property may remain in a Trust for so long as that REO Property would qualify as “foreclosure property” (within the meaning of Section 860G(a)(8) of the Internal Revenue Code and applicable Treasury Regulations) had it been held in a REMIC (as defined in Section 860D of the Internal Revenue Code). As provided in clause (d) of Subsection 2.5(3), the Guarantor may purchase any REO Property that is acquired as an asset of the Trust. While any REO Property is being marketed for sale or is being held during a redemption period, the Primary Servicer or the Master Servicer, as applicable, may renew existing leases or enter into new leases for units within the REO Property on terms similar to those then available in the relevant market area as a means of preserving and protecting the REO Property while it remains an asset of the Trust. To the extent provided in the applicable Servicing Contract, the Primary Servicer may contract with an independent contractor for all or any portion of the operations, management, maintenance, marketing and disposition of REO Property, provided that any such contractor will be required to conform its actions to the requirements of this Section 5.11 for so long as the REO Property is an asset of the Trust.
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Dispositions of and Limitations on Acts Relating to REO Property. A Mortgaged Property or an interest therein will be acquired on behalf of the Trust (and thereby become REO Property for all purposes of this Agreement) only if, at such time, the Issuer and the Trustee shall have determined, based on advice from counsel, that the acquisition by the Trust of Mortgaged Properties or interests therein is necessary or advisable in light of applicable laws and regulations; at all other times, the provisions of Subsections 2.5(1)(g) and 5.10(2) will control, and no Mortgaged Property or interest therein shall become REO Property. If a Mortgaged Property or an interest therein shall have become REO Property on the foregoing condition, the Master Servicer may commence the process of disposition of such REO Property immediately after (i) completion of the acquisition of the REO Property,‌
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Related to Dispositions of and Limitations on Acts Relating to REO Property

  • Certain Matters Relating to Receivables During any Full Security Period, (a) The Administrative Agent shall have the right after the occurrence and during the continuance of an Event of Default to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may require in connection with such test verifications. At any time and from time to time, after the occurrence and during the continuance of an Event of Default, upon the Administrative Agent’s request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) The Administrative Agent hereby authorizes each Grantor to collect such Grantor’s Receivables, and the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Lenders only as provided in Section 7.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the Lenders, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including, without limitation, all original orders, invoices and shipping receipts.

  • Limitations on Actions Any action brought under this Contract, except an action for breach of warranty, shall be brought within the shorter of the statutory limitations period and the period of three years from the date of final payment without any tolling of this statutory limitations period for any reason whatsoever.

  • OTHER PROVISIONS RELATING TO RIGHTS OF HOLDERS OF WARRANT CERTIFICATES

  • Limitations on Dispositions of Collateral The Debtor will not sell, transfer, lease, or otherwise dispose of any of the Collateral, or attempt, offer or contract to do so other than dispositions of Inventory in the ordinary course of the Debtor’s business; provided, however that the Debtor will be allowed to grant licenses to its products and related documentation in the ordinary course of business and to establish or provide for escrows of related intellectual property in connection therewith.

  • Limitations on Asset Sales The Parent shall not, and shall not permit any Restricted Subsidiary to, directly or indirectly, consummate any Asset Sale unless: (1) the Parent or such Restricted Subsidiary receives consideration at the time of such Asset Sale at least equal to the Fair Market Value of the assets included in such Asset Sale; and (2) at least 75% of the total consideration received in such Asset Sale or series of related Asset Sales consists of cash or Cash Equivalents. For purposes of clause (2), the following shall be deemed to be cash: (a) the amount (without duplication) of any Indebtedness (other than Subordinated Indebtedness) of the Parent or such Restricted Subsidiary that is expressly assumed by the transferee in such Asset Sale and with respect to which the Parent or such Restricted Subsidiary, as the case may be, is unconditionally released by the holder of such Indebtedness, (b) the amount of any obligations received from such transferee that are within 60 days converted by the Parent or such Restricted Subsidiary to cash (to the extent of the cash actually so received), and (c) the Fair Market Value of any assets (other than securities, unless such securities represent Equity Interests in an entity engaged solely in a Permitted Business, such entity becomes a Restricted Subsidiary and the Parent or a Restricted Subsidiary acquires voting and management control of such entity) received by the Parent or any Restricted Subsidiary to be used by it in the Permitted Business. If at any time any non-cash consideration received by the Parent or any Restricted Subsidiary, as the case may be, in connection with any Asset Sale is repaid or converted into or sold or otherwise disposed of for cash (other than interest received with respect to any such non-cash consideration), then the date of such repayment, conversion or disposition shall be deemed to constitute the date of an Asset Sale hereunder and the Net Available Proceeds thereof shall be applied in accordance with this Section 4.09. If the Parent or any Restricted Subsidiary engages in an Asset Sale, the Parent or such Restricted Subsidiary shall, no later than 360 days following the consummation thereof, apply all or any of the Net Available Proceeds therefrom to: (1) repay any Indebtedness under the Credit Facilities and, in the case of any such Indebtedness under any revolving credit facility, effect a permanent reduction in the availability of such revolving credit facility; (2) repay any Indebtedness which was secured by the assets sold in such Asset Sale; and/or (3) invest all or any part of the Net Available Proceeds thereof in the purchase of assets (other than securities, unless such securities represent Equity Interests in an entity engaged solely in a Permitted Business, such entity becomes a Restricted Subsidiary and the Parent or a Restricted Subsidiary acquires voting and management control of such entity) to be used by the Parent or any Restricted Subsidiary in the Permitted Business. The amount of Net Available Proceeds not applied or invested as provided in this paragraph will constitute “Excess Proceeds.” When the aggregate amount of Excess Proceeds equals or exceeds $10.0 million, the Issuer shall be required to make an Offer to Purchase from all Holders and, if applicable, redeem (or make an offer to do so) any Pari Passu Indebtedness of the Issuer the provisions of which require the Issuer to redeem such Indebtedness with the proceeds from any Asset Sales (or offer to do so), in an aggregate principal amount of Notes and such Pari Passu Indebtedness equal to the amount of such Excess Proceeds as follows: (1) the Issuer shall (a) make an Offer to Purchase (a “Net Proceeds Offer”) to all Holders, and (b) redeem (or make an offer to do so) any such other Pari Passu Indebtedness, pro rata in proportion to the respective principal amounts of the Notes and such other Indebtedness required to be redeemed, the maximum principal amount of Notes and Pari Passu Indebtedness that may be redeemed out of the amount (the “Payment Amount”) of such Excess Proceeds; (2) the offer price for the Notes shall be payable in cash in an amount equal to 100% of the principal amount of the Notes tendered pursuant to a Net Proceeds Offer, plus accrued and unpaid interest thereon, if any, to the date such Net Proceeds Offer is consummated (the “Offered Price”), and the redemption price for such Pari Passu Indebtedness (the “Pari Passu Indebtedness Price”) shall be as set forth in the related documentation governing such Indebtedness; (3) if the aggregate Offered Price of Notes validly tendered and not withdrawn by Holders thereof exceeds the pro rata portion of the Payment Amount allocable to the Notes, Notes to be purchased shall be selected on a pro rata basis; and (4) upon completion of such Net Proceeds Offer in accordance with the foregoing provisions, the amount of Excess Proceeds with respect to which such Net Proceeds Offer was made shall be deemed to be zero. To the extent that the sum of the aggregate Offered Price of Notes tendered pursuant to a Net Proceeds Offer and the aggregate Pari Passu Indebtedness Price paid to the holders of such Pari Passu Indebtedness is less than the Payment Amount relating thereto (such shortfall constituting a “Net Proceeds Deficiency”), the Issuer may use the Net Proceeds Deficiency, or a portion thereof, for general corporate purposes, subject to the provisions of this Indenture. The Issuer shall comply with applicable tender offer rules, including the requirements of Rule 14e-1 under the Exchange Act and any other applicable laws and regulations in connection with the purchase of Notes pursuant to a Net Proceeds Offer. To the extent that the provisions of any securities laws or regulations conflict with this Section 4.09, the Issuer shall comply with the applicable securities laws and regulations and shall not be deemed to have breached its obligations under this Section 4.09 by virtue of this compliance.