From: Ada Clapp <I
To: Jeffrey E. <jeevacation0-„gmail.eoin>
CC: Eileen Alexanderson <
Subject: Substitution of Collateral
Date: Mon, 23 Jun 2014 21:58:58 +0000
Attachments: Art Collateral_on Loan_ or _ to be loaned (6.23.14).xls;
2003 Loan_Agreement Provisions-Substitution_ of_Collateral.pdf
Hi Jeffrey,
See attached regarding outstanding loans of pledged art. Please note that Section 5.H of the Pledge Agreement provides
that the art collateral may be transferred upon not less than 3 business days prior notice to the Bank only in accordance
with the provisions of the Loan Documents, including without limitation, Section II.E.1 and of the Loan Agreement. I
have attached these provisions for your review.
Section of the Loan Agreement provides that on an Adjustment Date (March 1, June 1, September 1 and December 1
prior to the loan termination), Borrowers can request release of specified items of Art Collateral. See details attached.
Alternatively, Section 5.1 of the Pledge Agreement provides that each item of Art Collateral must remain in the location
listed on Schedule A, provided, however that Art Collateral may be moved within the United States if:
a. Narrows gives BAC 10-days prior notice of the move;
b. All UCC filings in effect in any state which are required under the Loan Documents were made
prior to such relocation; and
c. BAC continues to have a valid, legal and perfected first priority interest in the Art following such
relocation.
Please note, according to Withers, if we notify they bank that we are lending a piece of Art Collateral, the bank will want
to add language to the museum loan agreement to the effect that (i) the bank has a security interest in the work, (ii) the
museum will provide the bank with a Certificate of insurance listing the bank as loss payee, (iii) the bank must be kept
informed of the delivery schedule of the work and the museum must acknowledge receipt of the work to the bank., etc.
Please let me have your thoughts on how you wish to proceed.
Ada Clapp
Elysium Management LLC
445 Park Avenue
Suite 1401
New York, New York 10022
Direct Dial: 646-589-0303
Fax: 646-589-0330
Email:
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