Management of Mortgaged Property Sample Clauses
Management of Mortgaged Property. (i) Each Mortgaged Property shall be managed at all times by the current Manager or another manager reasonably satisfactory to Lender, pursuant to a Management Agreement. Any such Manager may be an Affiliate of Borrower, provided that: (a) the terms and conditions of such Manager’s engagement are at arm’s length, reasonable, competitive and customary in the applicable marketplace; and (b) Lender has approved such Manager and such terms, which approval shall not be unreasonably withheld or delayed. The Management Agreement, dated as of the date hereof, between the Borrower and the Manager is deemed approved by Lender in all respects. Borrower shall cause the Manager of the Mortgaged Property to agree that such Manager’s Management Agreement is subject and subordinate in all respects to the Indebtedness and to the Lien of the Mortgages. A Management Agreement may be terminated or assigned by the Manager (1) by Borrower at any time in accordance with the provisions of such Management Agreement so long as a successor or assignee Manager as specified below shall have been appointed and approved and such successor Manager has (i) entered into (or assumed) a Management Agreement in form and substance approved by Lender, which approval shall not be unreasonably denied, conditioned or delayed, and (ii) has executed and delivered a Manager’s Subordination to Lender, and (2) by Lender upon thirty (30) days’ prior written notice to Borrower and the Manager (a) upon the occurrence and continuation of an Event of Default or (b) if the Manager commits any act which would permit termination under the Management Agreement (subject to any applicable notice, grace and cure periods provided in the Management Agreement) or (c) if a change of majority control occurs with respect to the Manager. Notwithstanding the foregoing, any successor manager selected hereunder by Lender or Borrower to manage the Mortgaged Property shall be a reputable management company having substantial experience in the management of real property of a similar type, size and quality in the state in which the Mortgaged Property is located. Borrower may from time to time appoint a successor manager to manage the Mortgaged Property with Lender’s prior written consent, such consent not to be unreasonably withheld. Borrower acknowledges and agrees that any consent or approval requested of Lender under this Section may be conditioned by Lender, at Lender’s discretion, upon Borrower first obtaining a Rating Co...
Management of Mortgaged Property. Trustor shall manage the Mortgaged Property through its own personnel or a third party manager approved by Beneficiary, and shall not hire, retain or contract with any other third party for property management services without the prior written approval by Beneficiary of such party and the terms of its contract for management services; provided, however, Beneficiary shall not withhold approval of a new manager if the new manager has a reputation and experience in managing properties similar to the Mortgaged Property which are greater than or equal to the present experience and reputation of the current manager.
Management of Mortgaged Property. Mortgagor shall cause the Mortgaged Property to be managed at all times in accordance with sound business practice.
Management of Mortgaged Property. Each Facility will be managed at all times by the Manager pursuant to the Management Agreement unless terminated as herein provided. Any Management Agreement shall be terminated by Borrower, the relevant Operator or the Joint Venture, as applicable at Lender's request, upon thirty (30) days prior written notice to Borrower and the Manager (i) upon the occurrence of an Event of Default, (ii) if Manager commits any act which would permit termination by Borrower, the relevant Operator or the Joint Venture, as applicable, under the Management Agreement, (iii) in the event that, after the Stabilization Date, as of the last day of any calendar quarter, the aggregate Debt Service Coverage Ratio for all of the Facilities, computed on the basis of the prior twelve (12) calendar months on the remaining outstanding balance of the Loan, is less than 1.15 and remains less than 1.15 for three (3) consecutive months computed in each case on the basis of the prior twelve (12) months, (iv) if after the Stabilization Date as of the last day of any calendar quarter, such Adjusted Net Operating Income for all of the Facilities, computed on the basis of the prior twelve (12) calendar months, is less than eighty-five percent (85%) of the Adjusted Net Operating Income on the Stabilization Date and remains less than eighty-five percent (85%) of the Adjusted Net Operating Income for three (3) consecutive months computed in each case on the basis of the prior twelve (12) calendar months or (v) upon the occurrence of a default in any payment obligation or a breach of any other obligation of Borrower to Preferred Equity Holder. Lender shall not have the right to terminate any Management Agreement pursuant to clause (iii) above, if on the first Payment Date after Lender made the determination that Lender had the right to terminate a Manager pursuant to clause (iii) above, Borrower defeases the Loan in accordance with the terms of Section 2.10 in an amount sufficient to cause the Debt Service Coverage Ratio for all of the Facilities (calculated as if such amount was actually applied to reduce the Principal Indebtedness upon which Debt Service was paid and calculated as if the Principal Indebtedness was reamortized on a straight-line basis (as if the reduction had occurred) over the remaining number of months
Management of Mortgaged Property. Without the prior written -------------------------------- consent of the Lender, the Borrower will not execute a Management Agreement or retain a manager to manage the Facility. Upon thirty (30) days written request from Lender to Operator, Operator will enter into a Management Agreement with a manager identified by Lender, (i) upon the occurrence of an Event of Default or (ii) in the event that, as of the last day of a calendar quarter, the Debt Service Coverage Ratio for the Facility, computed on the basis of the prior twelve (12) calendar months, is less than 1.
Management of Mortgaged Property. The collateral is managed by mortgagor. The mortgagor has the right of proper management and rational use. While the mortgagee has the right to supervise and inspect the management and application situation of the collateral;
Management of Mortgaged Property. If the Mortgaged Property ceases to be managed by Mortgagor or such other person or entity as may be approved by Mortgagee in writing; or
Management of Mortgaged Property. The Mortgaged Property will be managed at all times by Manager pursuant to the Management Agreement until terminated as herein provided. Pursuant to the Manager's Subordination, Manager will agree that the Management Agreement is subject and subordinate in all respects to the Lien of the Mortgage. The Management Agreement may be terminated by Agent upon thirty (30) days' prior written notice to Borrower and Manager
(a) upon the occurrence and continuation of an Event of Default, or (b) if Manager commits any act which would permit termination under the Management Agreement, or (c) at any time after the capital stock of the Guarantor ceases to be listed on a national securities exchange in the United States, there is a change in the majority control of Manager. Borrower may from time to time appoint a successor manager to manage the Mortgaged Property with Agent's prior written consent, such consent not to be unreasonably withheld or delayed. Notwithstanding the foregoing, any successor manager selected hereunder by Agent or Borrower to manage the Mortgaged Property shall be a reputable management company having experience in the management of real property of a similar type, size and quality in the state in which the Mortgaged Property is located. Borrower further covenants and agrees that Manager (including any successor property manager serving as Manager) shall at all times during the term of the Loan maintain worker's compensation insurance as required by Governmental Authorities.
Management of Mortgaged Property. Each of the Facilities will be managed at all times by a Property Manager pursuant to a Property Management Agreement until terminated as herein provided. Pursuant to each Property Manager's Subordination, the applicable Property Manager will agree that the applicable Property Management Agreement is subject and subordinate
(a) upon the occurrence of an Event of Default of the type described in clause (i) through (iv) of Section 7.1, or (b) if the Property Manager commits any act which would permit termination under the Property Management Agreement, or (c) there is a proposed change in the majority control of any Borrower (or an Affiliate of any Borrower) which will require notification of the Rating Agencies; provided, however, that the Lender hereby waives compliance with the foregoing requirements with respect to each Property Management Agreement in effect as of the Closing Date until such Property Management Agreement is subject to renewal or expiration by its terms or is otherwise terminated. The Borrowers may from time to time appoint a successor manager to manage any of the Facilities with the Lender's prior written consent. Notwithstanding the foregoing, any successor property manager selected hereunder by the Lender or the Borrowers to serve as Property Manager shall be a reputable management company having at least seven years' experience in the management of commercial buildings of a similar type and quality in the state in which the Facility is located. The Borrowers further covenant and agree that each Property Manager (including any successor property manager serving as a Property Manager) shall at all times during the term of the Loan after the first Advance maintain worker's compensation insurance as required by Governmental Authorities.
Management of Mortgaged Property. Each of the Individual Properties will be managed at all times by a Manager pursuant to a Management Agreement until terminated as herein provided. Pursuant to the Manager's Subordinations, the Manager has agreed that each Management Agreement is subject and subordinate in all respects to the Lien of the Related Mortgages. Each Management Agreement may be terminated by Lender upon 30 days' prior written notice to the relevant Borrower and Manager
(i) upon the occurrence and during the continuance of an Event of Default, or (ii) if the Debt Service Coverage Ratio for the Individual Properties as a whole shall fall below 1.15 as of the last day of a calendar quarter, and, upon such termination, Lender may appoint a replacement manager or managers. Notwithstanding the foregoing, (A) during the period prior to and including the second anniversary of the Securitization Closing Date, Borrower shall have the right, within five Business Days after notice from Lender of its intention to terminate one or more of the Management Agreements pursuant to clause (ii), to deposit with Lender or Servicer the following items (for the purposes of this paragraph, the "U.S. Obligations Deliveries"): (1) U.S. Obligations the payments from which will increase the Debt Service Coverage Ratio to 1.15 when recalculated with an adjustment to Operating Income to include as income the payments to be made from the U.S. Obligations for the next succeeding 12 month period, (2) a security agreement, in form and substance reasonably satisfactory to Lender, creating a first priority lien on the U.S. Obligations, and (3) an opinion of counsel for Borrower in form satisfactory to Lender stating, among other things, that Lender has a first priority perfected security interest in the U.S. Obligations; (B) during the period after but not including the second anniversary of the Securitization Closing Date and before but not including the Optional Prepayment Date, Borrower shall have the right, within five Business Days after notice from Lender of its intention to terminate one or more of the Management Agreements pursuant to clause (ii), to notify Lender in writing of Borrower's election to defease a portion of the Loan in accordance with Section 8.30 in an amount sufficient to increase the Debt Service Coverage Ratio to 1.15; and (C) on and after the Optional Prepayment Date, Borrower shall have the right, within five Business Days after notice from Lender of its intention to terminate one or mor...