Common use of Accounts Generally Clause in Contracts

Accounts Generally. If at any time Administrative Agent reasonably determines that the funds available in any Reserve Account will not be sufficient to pay for the cost or expense for which such funds have been required to be deposited with Administrative Agent hereunder by the date required therefor, or if Administrative Agent determines in good faith (based on the then-current Approved Annual Budget or on review of a physical conditions report for the Property, or any other objective, third party source) to reassess its estimate of the amount reasonably necessary to be reserved for any such costs or expenses, then, at Administrative Agent’s option provided to Borrower in writing, Borrower shall increase its monthly payments to Administrative Agent with respect to the applicable Reserve Account(s) by the amount that Administrative Agent so notifies Borrower is required and/or deposit the shortfall amount determined by Administrative Agent into the applicable Reserve Account(s) within twenty (20) Business Days of notice from Administrative Agent. The insufficiency of any balance in any Reserve Account shall not relieve Borrower from its obligations under the Loan Documents. Subject to the terms and conditions of this Agreement, the Cash Management Account, the Clearing Account, and the Reserve Accounts shall be under the sole dominion and control of Administrative Agent (which dominion and control may be exercised by Servicer), Administrative Agent and Servicer shall have the sole right to make withdrawals from such accounts (without limiting the terms and conditions of this Agreement or the Clearing Account Agreement), and all costs and expenses for establishing and maintaining such accounts shall be paid by Borrower. Administrative Agent may replace such accounts or establish new accounts from time to time in its sole discretion, and Xxxxxxxx hereby agrees that it shall take all action reasonably necessary to facilitate the transfer of the respective obligations, duties and rights of any applicable bank to the successor thereof selected by Administrative Agent in its sole discretion. Interest or other earnings that may accrue with respect to any funds held in a Reserve Account (if any) shall not be required to be remitted to Borrower or any Reserve Account and shall instead he retained by Administrative Agent (or at Administrative Agent’s election, its Servicer or any other designee of Administrative Agent). The funds in the Reserve Accounts shall not constitute trust funds and may be held in Administrative Agent’s name and commingled with other monies held by Administrative Agent.

Accounts Generally. If at any time Administrative Agent reasonably determines The Accounts are, and shall each be treated as, a “securities account” as such term is defined in Section 8-501(a) of the UCC or a “deposit account” as such term is defined in Section 9-102(a)(29) of the UCC, as the context may require. Each item of property (whether investment property, financial asset, securities, instrument, cash or other property) credited to the Accounts shall be treated as a “financial asset” within the meaning of Section 8-102(a)(9) of the UCC. Borrower agrees that the funds available each applicable bank shall, subject to the terms of this Agreement, treat Lender as entitled to exercise the rights that comprise any financial asset credited to the Accounts. All securities or other property underlying any financial assets credited to the Accounts (other than cash) shall be registered in any Reserve Account will not be sufficient to pay for the cost or expense for which such funds have been required to be deposited with Administrative Agent hereunder by the date required therefor, or if Administrative Agent determines in good faith (based on the then-current Approved Annual Budget or on review of a physical conditions report for the Property, or any other objective, third party source) to reassess its estimate name of the amount reasonably necessary applicable bank, indorsed to be reserved for the such bank (or in blank) or credited to another securities account maintained in the name of the applicable bank, and in no case will any financial asset credited to any such costs or expensesaccount be registered in the name of Borrower, then, at Administrative Agent’s option provided to Borrower in writing, Borrower shall increase its monthly payments to Administrative Agent with respect payable to the applicable Reserve Account(s) by the amount that Administrative Agent so notifies order of Borrower is required and/or deposit the shortfall amount determined by Administrative Agent into the applicable Reserve Account(s) within twenty (20) Business Days of notice from Administrative Agent. The insufficiency of any balance in any Reserve Account shall not relieve Borrower from its obligations under the Loan Documentsor specially indorsed to Borrower. Subject to the terms and conditions of this Agreement, the Cash Management Account, the Clearing Account, and the Reserve Accounts shall be under the sole dominion and control of Administrative Agent Lender (which dominion and control may be exercised by Servicer), Administrative Agent . Lender and Servicer shall have the sole right to make withdrawals from such accounts the Accounts (without limiting the terms and conditions of this Agreement or the Clearing Account Agreement), and all out-of-pocket costs and expenses for establishing and maintaining such accounts the Accounts incurred by Lender or Cash Management Bank shall be paid by Borrower. Administrative Agent Lender may replace such accounts the Accounts or establish new accounts Accounts from time to time in its sole discretion, and Xxxxxxxx Borrower hereby agrees that it shall take all reasonable action reasonably necessary to facilitate the transfer of the respective obligations, duties and rights of the any applicable bank to the successor thereof selected by Administrative Agent Lender in its sole discretion. Interest If Lender transfers or other earnings that assigns the Loan, at Lender’s request, the names/beneficiaries of the Accounts may accrue be changed by such transferee of the Loan. Funds in the Clearing Account and the Cash Management Account shall not bear interest (except, with respect to the Cash Management Account, to the extent that the Reserve Accounts are actually subaccounts of the Cash Management Account). In no event shall Lender or any funds held in a Reserve Account (if any) shall not Servicer be required to select any particular interest- bearing account or the account that yields the highest rate of interest, provided that selection of the account shall be remitted to Borrower consistent with the general standards at the time being utilized by Lender or any such Servicer, as applicable, in establishing similar accounts for loans of comparable type. All such interest that so becomes part of the applicable Reserve Account and shall instead he retained by Administrative Agent (or be disbursed in accordance with the disbursement procedures contained herein applicable to such Reserve Account; provided, however, that Lender may, at Administrative Agent’s its election, retain any such interest for its own account during the occurrence and continuance of an Event of Default. Provided no Event of Default has occurred and is continuing beyond any applicable cure periods, Lender or Servicer will direct such bank or any other designee of Administrative Agent). The financial institution where Reserve Accounts are established from time to time to invest funds in the Reserve Accounts in an interest bearing account at a money market rate customarily offered by such bank or financial institution (provided, however, that interest paid or payable with respect to any such account may not be based on the highest rate of interest payable by Lender or such bank or institution on deposits and shall not be calculated based on any particular external interest rate or interest rate index, nor shall any such interest reflect the interest rate utilized by Lender or such bank or institution to calculate interest payable on deposits held with respect to any particular loan or borrower or class of loans or borrowers, and Lender shall have no liability with respect to the amount of interest paid and/or loss of principal). Any interest or other earnings which may accrue on the amounts held in Reserve Accounts shall be added to the applicable Reserve Account and be allocated and/or disbursed in accordance with the terms hereof applicable to such Reserve Account. The Reserve Funds shall not constitute trust funds and may be held in Administrative AgentLender’s name and commingled with other monies held by Administrative AgentLender.

Accounts Generally. If (a) Funds on deposit in each Transaction Account shall be invested by the Transaction Account Bank in Permitted Investments at the direction of Seller. Such investments made at any time Administrative Agent reasonably determines will mature so that funds will be available for withdrawal no later than the funds available in following Settlement Date. All earnings on such investment during any Reserve Account will not such Settlement Period shall be sufficient to pay for the cost or expense for which such funds have been required deemed to be deposited with Administrative Agent hereunder by the date required therefor, or if Administrative Agent determines in good faith (based Available Funds on the thenrelated Settlement Date. (b) If any Transaction Account shall cease to be an Eligible Account, the Administrator, until the Senior Investor Balance has been reduced to zero, shall, as necessary, cause each such account to be moved to an institution at which it shall be an Eligible Account. (c) The Administrator shall have exclusive control of the Transaction Accounts. To the extent that a Transaction Account constitutes a “securities account” as defined in Section 8-current Approved Annual Budget or on review 501(a) of the UCC, the Transaction Account Bank shall act as securities intermediary and will treat the Administrator as entitled to exercise the rights that comprise such property, including all security entitlements, securities, financial assets, investment property and instruments (each as defined in the UCC) attributable to such Transaction Account. In the event that a physical conditions report for Transaction Account is not considered to be a “securities account” under applicable law, such Transaction Account shall be deemed to be a “deposit account” (as defined in the Property, or any other objective, third party sourceUCC) to reassess its estimate the extent a security interest can be granted and perfected under the UCC in such Transaction Account as a deposit account, and the Transaction Account Bank shall maintain such account not as a securities intermediary but as a “bank” (as defined in the UCC). The Administrator shall be deemed to be the customer of the amount reasonably necessary Transaction Account Bank for purposes of such Transaction Account and as such shall be entitled to be reserved for any such costs or expenses, then, at Administrative Agent’s option provided to Borrower in writing, Borrower shall increase its monthly payments to Administrative Agent all rights that customers of banks have under applicable law with respect to deposit accounts, including the applicable Reserve Account(s) by right to withdraw funds from, or close, such Transaction Account (which rights shall be exercised in accordance with the amount that Administrative Agent so notifies Borrower is required and/or deposit terms of this Agreement). Unless a Replacement Event shall take place and be continuing, the shortfall amount determined by Administrative Agent into Administrator shall instruct the applicable Reserve Account(s) within twenty Transaction Account Bank to allow Servicer access to funds in the Transaction Accounts in order to effect the application of funds described in (20) Business Days of notice from Administrative Agent. The insufficiency of any balance in any Reserve Account shall not relieve Borrower from its obligations under the Loan Documents. Subject and subject to the terms and conditions of of) this Agreement, the Cash Management Account, the Clearing Account, Agreement and the Reserve Accounts shall be under the sole dominion and control of Administrative Agent (which dominion and control may be exercised by Servicer), Administrative Agent and Servicer shall have the sole right to make withdrawals from such accounts (without limiting the terms and conditions of this Agreement or the Clearing Account Agreement), and all costs and expenses for establishing and maintaining such accounts shall be paid by Borrower. Administrative Agent may replace such accounts or establish new accounts from time to time in its sole discretion, and Xxxxxxxx hereby agrees that it shall take all action reasonably necessary to facilitate the transfer of the respective obligations, duties and rights of any applicable bank to the successor thereof selected by Administrative Agent in its sole discretion. Interest or other earnings that may accrue with respect to any funds held in a Reserve Account (if any) shall not be required to be remitted to Borrower or any Reserve Account and shall instead he retained by Administrative Agent (or at Administrative Agent’s election, its Servicer or any other designee of Administrative Agent). The funds in the Reserve Accounts shall not constitute trust funds and may be held in Administrative Agent’s name and commingled with other monies held by Administrative AgentTransaction Documents.

Accounts Generally. If (a) Funds on deposit in each Transaction Account shall be invested by the Transaction Account Bank in Permitted Investments at the direction of Seller. Such investments made at any time Administrative Agent reasonably determines will mature so that funds will be available for withdrawal no later than the funds available in following Settlement Date. All earnings on such investment during any Reserve Account will not such Settlement Period shall be sufficient to pay for the cost or expense for which such funds have been required deemed to be deposited with Administrative Agent hereunder by the date required therefor, or if Administrative Agent determines in good faith (based Available Funds on the thenrelated Settlement Date. (b) If any Transaction Account shall cease to be an Eligible Account, the Administrator, until the Senior Investor Balance has been reduced to zero, shall, as necessary, cause each such account to be moved to an institution at which it shall be an Eligible Account. (c) The Administrator shall have exclusive control of the Transaction Accounts. To the extent that a Transaction Account constitutes a "securities account" as defined in Section 8-current Approved Annual Budget or on review 501(a) of the UCC, the Transaction Account Bank shall act as securities intermediary and will treat the Administrator as entitled to exercise the rights that comprise such property, including all security entitlements, securities, financial assets, investment property and instruments (each as defined in the UCC) attributable to such Transaction Account. In the event that a physical conditions report for Transaction Account is not considered to be a "securities account" under applicable law, such Transaction Account shall be deemed to be a "deposit account" (as defined in the Property, or any other objective, third party sourceUCC) to reassess its estimate the extent a security interest can be granted and perfected under the UCC in such Transaction Account as a deposit account, and the Transaction Account Bank shall maintain such account not as a securities intermediary but as a "bank" (as defined in the UCC). The Administrator shall be deemed to be the customer of the amount reasonably necessary Transaction Account Bank for purposes of such Transaction Account and as such shall be entitled to be reserved for any such costs or expenses, then, at Administrative Agent’s option provided to Borrower in writing, Borrower shall increase its monthly payments to Administrative Agent all rights that customers of banks have under applicable law with respect to deposit accounts, including the applicable Reserve Account(s) by right to withdraw funds from, or close, such Transaction Account (which rights shall be exercised in accordance with the amount that Administrative Agent so notifies Borrower is required and/or deposit terms of this Agreement). Unless a Replacement Event shall take place and be continuing, the shortfall amount determined by Administrative Agent into Administrator shall instruct the applicable Reserve Account(s) within twenty Transaction Account Bank to allow Servicer access to funds in the Transaction Accounts in order to effect the application of funds described in (20) Business Days of notice from Administrative Agent. The insufficiency of any balance in any Reserve Account shall not relieve Borrower from its obligations under the Loan Documents. Subject and subject to the terms and conditions of of) this Agreement, the Cash Management Account, the Clearing Account, Agreement and the Reserve Accounts shall be under the sole dominion and control of Administrative Agent (which dominion and control may be exercised by Servicer), Administrative Agent and Servicer shall have the sole right to make withdrawals from such accounts (without limiting the terms and conditions of this Agreement or the Clearing Account Agreement), and all costs and expenses for establishing and maintaining such accounts shall be paid by Borrower. Administrative Agent may replace such accounts or establish new accounts from time to time in its sole discretion, and Xxxxxxxx hereby agrees that it shall take all action reasonably necessary to facilitate the transfer of the respective obligations, duties and rights of any applicable bank to the successor thereof selected by Administrative Agent in its sole discretion. Interest or other earnings that may accrue with respect to any funds held in a Reserve Account (if any) shall not be required to be remitted to Borrower or any Reserve Account and shall instead he retained by Administrative Agent (or at Administrative Agent’s election, its Servicer or any other designee of Administrative Agent). The funds in the Reserve Accounts shall not constitute trust funds and may be held in Administrative Agent’s name and commingled with other monies held by Administrative AgentTransaction Documents.

Accounts Generally. If at any time Administrative Agent reasonably determines The Accounts are, and shall each be treated as, a “securities account” as such term is defined in Section 8-501(a) of the UCC or a “deposit account” as such term is defined in Section 9-102(a)(29) of the UCC, as the context may require. Each item of property (whether investment property, financial asset, securities, instrument, cash or other property) credited to the Accounts shall be treated as a “financial asset” within the meaning of Section 8-102(a)(9) of the UCC. Borrower agrees that the funds available each applicable bank shall, subject to the terms of this Agreement, treat Lender as entitled to exercise the rights that comprise any financial asset credited to the Accounts. All securities or other property underlying any financial assets credited to the Accounts (other than cash) shall be registered in any Reserve Account will not be sufficient to pay for the cost or expense for which such funds have been required to be deposited with Administrative Agent hereunder by the date required therefor, or if Administrative Agent determines in good faith (based on the then-current Approved Annual Budget or on review of a physical conditions report for the Property, or any other objective, third party source) to reassess its estimate name of the amount reasonably necessary applicable bank, indorsed to be reserved for the such bank (or in blank) or credited to another securities account maintained in the name of the applicable bank, and in no case will any financial asset credited to any such costs or expensesaccount be registered in the name of Borrower, then, at Administrative Agent’s option provided to Borrower in writing, Borrower shall increase its monthly payments to Administrative Agent with respect payable to the applicable Reserve Account(s) by the amount that Administrative Agent so notifies order of Borrower is required and/or deposit the shortfall amount determined by Administrative Agent into the applicable Reserve Account(s) within twenty (20) Business Days of notice from Administrative Agent. The insufficiency of any balance in any Reserve Account shall not relieve Borrower from its obligations under the Loan Documentsor specially indorsed to Borrower. Subject to the terms and conditions of this Agreement, the Cash Management Account, the Clearing Account, and the Reserve Accounts shall be under the sole dominion and control of Administrative Agent Lender (which dominion and control may be exercised by Servicer), Administrative Agent . Lender and Servicer shall have the sole right to make withdrawals from such accounts the Accounts (without limiting the terms and conditions of this Agreement or the Clearing Account Agreement), and all out-of-pocket costs and expenses for establishing and maintaining such accounts the Accounts incurred by Lender or Cash Management Bank shall be paid by Borrower. Administrative Agent Lender may replace such accounts the Accounts or establish new accounts Accounts from time to time in its sole discretion, and Xxxxxxxx Borrower hereby agrees that it shall take all reasonable action reasonably necessary to facilitate the transfer of the respective obligations, duties and rights of the any applicable bank to the successor thereof selected by Administrative Agent Lender in its sole discretion. Interest If Lender transfers or other earnings that assigns the Loan, at Lender’s request, the names/beneficiaries of the Accounts may accrue be changed by such transferee of the Loan. Funds in the Clearing Account and the Cash Management Account shall not bear interest (except, with respect to the Cash Management Account, to the extent that the Reserve Accounts are actually subaccounts of the Cash Management Account). In no event shall Lender or any funds held in a Reserve Account (if any) shall not Servicer be required to select any particular interest- bearing account or the account that yields the highest rate of interest, provided that selection of the account shall be remitted to Borrower consistent with the general standards at the time being utilized by Lender or any such Servicer, as applicable, in establishing similar accounts for loans of comparable type. All such interest that so becomes part of the applicable Reserve Account and shall instead he retained by Administrative Agent (or be disbursed in accordance with the disbursement procedures contained herein applicable to such Reserve Account; provided, however, that Lender may, at Administrative Agent’s its election, retain any such interest for its own account during the occurrence and continuance of an Event of Default. Provided no Event of Default has occurred and is continuing beyond any applicable cure periods, Lender or Servicer will direct such bank or any other designee of Administrative Agent). The financial institution where Reserve Accounts are established from time to time to invest funds in the Reserve Accounts shall not constitute trust funds and may be held in Administrative Agent’s name and commingled with other monies held by Administrative Agent.an interest bearing account at a money market rate