Common use of Application of Awards Clause in Contracts

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all costs and expenses, including, without limitation, reasonable attorney’s fees incurred in connection with such Taking, and, second, at Xxxxxx’s option, (i) in payment of all or any part of the Indebtedness, at Par (so long as no Event of Default then exists), in the order and manner determined by Xxxxxx (provided that to the extent that any Indebtedness shall remain outstanding after such application, such unpaid Indebtedness shall continue in full force and effect and Borrower shall not be excused in the payment thereof); (ii) to the cure of any default hereunder; or (iii) to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value, condition and character immediately prior to the Taking if such Taking does not result in the following, as determined by Xxxxxx, in Xxxxxx’s discretion: (A) a Material Adverse Change, (B) a violation of any Laws (including any zoning ordinances), or (C) a default under any Lease as determined by Lender in its discretion. In the event that Xxxxxx elects to make the Awards available to reimburse Borrower for the cost of the Restoration of the Improvements on the Real Property, such proceeds shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by Xxxxxx, and Lender elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay the Indebtedness in full and subject to Xxxxxxxx’s right to repay the remainder of the Indebtedness at Par pursuant to this Section 6.4(c), Xxxxxx may declare the remaining unpaid Indebtedness to be immediately due and payable in full, at Par (so long as no Event of Default exists); provided, however, if (A) no Event of Default then exists under the Loan or the Loan Documents, (B) Borrower delivers to Lender Notice of such intent to prepay the Loan within five (5) days following the date of Xxxxxx’s application of the Award to Flats at Carrs Hill 36 Loan No. 00-1103560 30367245 the Indebtedness, Xxxxxx shall refrain from accelerating the Loan for a period of ninety (90) days from Xxxxxx’s receipt of such Notice. Xxxxxxxx’s failure to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default under the Loan Documents. Furthermore, Xxxxxxxx’s failure to use the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness pursuant to Section 6.4(b) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreement.

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all costs and expenses, including, without limitation, reasonable attorney’s fees incurred in connection with such Taking, and, second, at XxxxxxLender’s option, (iA) in payment of all or any part of the Indebtedness, at Par (so long as no Event of Default then exists), in the order and manner determined by Xxxxxx Lender (provided that to the extent that any Indebtedness shall remain outstanding after such application, such unpaid Indebtedness shall continue in full force and effect and Borrower shall not be excused in the payment thereof); (iiB) to the cure of any default hereunder; or (iiiC) to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx Lender shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value, condition and character immediately prior to the Taking if such Taking does not result in the following, as determined by Xxxxxx, Lender in Xxxxxx’s its good faith discretion: (Ai) a Material Adverse Change, (Bii) a violation of any Laws (including any zoning ordinances), or (Ciii) a default under any Lease as determined by Lender in its discretionLease. In the event that Xxxxxx Lender elects to make the Awards available to reimburse Borrower for the cost of the Restoration of the Improvements on the Real Property, such proceeds shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by XxxxxxLender, and Lender elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay the Indebtedness in full and subject to XxxxxxxxBorrower’s right to repay pay the remainder of the Indebtedness at Par pursuant to this Section 6.4(c)6.2, Xxxxxx Lender may declare the remaining unpaid Indebtedness to be immediately due and payable forthwith and to avail itself of any of the remedies afforded thereby as in fullthe case of any Event of Default. If Lender applies any Award to the Indebtedness, pursuant to this Section 6.4, then Borrower shall have the option to prepay the remaining outstanding principal balance of the Loan, at Par Par, provided that: (so long as no Event of Default exists); provided, however, if (Ai) no Event of Default then exists under the Loan or the Loan Documents, (Bii) Borrower delivers to Lender Notice of such intent to prepay the Loan within five thirty (530) days following the date of XxxxxxLender’s application of the Award Awards to Flats at Carrs Hill 36 Loan No. 00-1103560 30367245 the Indebtedness, Xxxxxx shall refrain from accelerating and (iii) Borrower repays the Loan for a period of Indebtedness to Lender within ninety (90) days from Xxxxxx’s receipt following the date on which Borrower delivers to Lender Notice of such Notice. Xxxxxxxx’s failure its intent to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default prepay under the Loan Documents. Furthermore, Xxxxxxxx’s failure to use the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness pursuant to Section 6.4(bsubsection (ii) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreementabove.

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all costs and expenses, including, without limitation, reasonable attorney’s fees incurred in connection with such Taking, and, second, at Xxxxxx’s option, (i) in payment of all or any part of the Indebtedness, at Par (so long as no Event of Default then exists), in the order and manner determined by Xxxxxx (provided that to the extent that any Indebtedness shall remain outstanding after such application, such unpaid Indebtedness shall continue in full force and effect and Borrower shall not be excused in the payment thereof); (ii) to the cure of any default hereunder; or (iii) to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value, condition and character immediately prior to the Taking if such Taking does not result in the following, as determined by Xxxxxx, in Xxxxxx’s discretion: (A) a Material Adverse Change, (B) a violation of any Laws (including any zoning ordinances), or (C) a default under any Lease as determined by Lender in its discretion. In the event that Xxxxxx elects to make the Awards available to reimburse Borrower for the cost of the Restoration of the Improvements on the Real Property, such proceeds shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by Xxxxxx, and Lender Xxxxxx elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay in full the Indebtedness allocated to the Individual Property subject to the Taking (as such allocation, as of the Closing Date, is set forth on Schedule I) in full and subject to Xxxxxxxx’s right to repay the remainder of the Indebtedness at Par pursuant to this Section 6.4(c), Xxxxxx Lender may declare the remaining unpaid Indebtedness to be immediately due and payable in full, at Par (so long as no Event of Default exists); provided, however. Notwithstanding the foregoing, if (A) no Event of Default then exists under the Loan or Individual Property suffering the Loan Documents, (B) Borrower delivers to Lender Notice of such intent to prepay the Loan within five (5) days following the date of Xxxxxx’s application of the Award to Flats at Carrs Hill 36 Loan No. 00-1103560 30367245 the IndebtednessTaking is Las Colinas Village, Xxxxxx shall refrain from accelerating declare only the Loan for a period of ninety (90) days from Xxxxxx’s receipt of such NoticeIndebtedness allocated to Las Colinas Village immediately due and payable in full. Xxxxxxxx’s failure to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default under the Loan Documents. Furthermore, Xxxxxxxx’s failure to use the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness pursuant to Section 6.4(b) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreement.

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all actual out-of-pocket costs and expenses, including, without limitation, reasonable attorney’s fees incurred in connection with such Taking, and, second, at XxxxxxLender’s option, (i) in payment of all or any part of the Indebtedness, at Par (so long as no Event of Default then exists), in the order and manner determined by Xxxxxx Lender (provided that to the extent that any Indebtedness shall remain outstanding after such application, such unpaid Indebtedness shall continue in full force and effect and Borrower shall not be excused in the payment thereof); (ii) to the cure of any default hereunder; or (iii) to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx Lender shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value, condition and character immediately prior to the Taking if such Taking does not result in the following, as determined by XxxxxxLender, in XxxxxxLender’s discretion: (A) a Material Adverse Change, (B) a violation of any Laws (including any zoning ordinances), or (C) a default under any Lease as determined by Lender in its discretionLease. In the event that Xxxxxx Lender elects to make the Awards available to reimburse Borrower for the cost of the Restoration of the Improvements on the Real Property, such proceeds shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by XxxxxxLender, and Lender elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay the Indebtedness in full and subject to Xxxxxxxx’s right to repay the remainder of the Indebtedness at Par pursuant to this Section 6.4(c), Xxxxxx Lender may declare the remaining unpaid Indebtedness to be immediately due and payable in full, at Par (so long as no Event of Default exists); provided, however, if (A) no Event of Default then exists under the Loan or the Loan Documents, (B) Borrower delivers to Lender Notice of such intent to prepay the Loan within five (5) days following the date of Xxxxxx’s application of the Award to Flats at Carrs Hill 36 Loan NoPar. 00-1103560 30367245 the Indebtedness, Xxxxxx shall refrain from accelerating the Loan for a period of ninety (90) days from Xxxxxx’s receipt of such Notice. XxxxxxxxBorrower’s failure to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default under the Loan Documents. Furthermore, XxxxxxxxBorrower’s failure to use misappropriation of the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness pursuant to in violation of Section 6.4(b) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreement.

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all costs and expenses, including, without limitation, reasonable attorney’s fees incurred in connection with such Taking, and, second, at XxxxxxLender’s option, (i) in payment of all or any part of the Indebtedness, at Par (so long as no Event of Default then exists), in the order and manner determined by Xxxxxx Lender (provided that to the extent that any Indebtedness shall remain outstanding after such application, such unpaid Indebtedness shall continue in full force and effect and Borrower shall not be excused in the payment thereof); (ii) to the cure of any default hereunder; or (iii) to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx Lender shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value, condition and character immediately prior to the Taking if such Taking does not result in the following, as determined by XxxxxxLender, in XxxxxxLender’s discretion: (A) a Material Adverse Change, (B) a violation of any Laws (including any zoning ordinances), or (C) a default under any Lease as determined by Lender in its discretionLease. In the event that Xxxxxx Lender elects to make the Awards available to reimburse Borrower for the cost of the Restoration of the Improvements on the Real Property, such proceeds shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by XxxxxxLender, and Lender elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay the Indebtedness in full and subject to XxxxxxxxBorrower’s right to repay pay the remainder of Providence Square 39 Loan No. 00-1103028 4813-0380-2520, v. 3 the Indebtedness at Par pursuant to this Section 6.4(c6.3(a)(iv), Xxxxxx Lender may declare the remaining unpaid Indebtedness to be immediately due and payable in full, at Par (so long as no Event of Default exists); provided, however, if (A) no Event of Default then exists under the Loan or the Loan Documents, (B) Borrower delivers to Lender Notice of such intent to prepay the Loan within five (5) days following the date of Xxxxxx’s application of the Award to Flats at Carrs Hill 36 Loan NoPar. 00-1103560 30367245 the Indebtedness, Xxxxxx shall refrain from accelerating the Loan for a period of ninety (90) days from Xxxxxx’s receipt of such Notice. XxxxxxxxBorrower’s failure to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default under the Loan Documents. Furthermore, XxxxxxxxBorrower’s failure to use the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness indebtedness pursuant to Section 6.4(b) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreement.

Application of Awards. Lender shall have the right to apply any Awards as follows: first, to reimburse Lender for all costs and expensesexpenses actually incurred by Lender, including, without limitation, reasonable attorney’s attorneys' fees and disbursements incurred in connection with the proceeding in question or the collection of such Takingamounts, and, second, at Xxxxxx’s optionthe remainder thereof as provided in Section 2.4(b) for insurance proceeds held by Lender. Notwithstanding the foregoing, (i) in payment of all or any part of the Indebtedness, at Par (so long as and provided no Event of Default then exists)shall have occurred under this Agreement, the Note or any of the other Loan Documents, Borrower may adjust Awards that shall not exceed $100,000, in the order aggregate, per occurrence, with respect to a Minor Taking (as hereinafter defined), provided such adjustment is carried out in a competent and timely manner determined with respect to restorations of the Property; provided further, however, that, in the event no Event of Default shall have occurred and be continuing, Awards adjusted by Xxxxxx (provided that Borrower as permitted pursuant to this sentence shall be used for the restoration of the Property but only to the extent that any Indebtedness such Minor Taking involves the condemnation of a portion of the Improvements (it being understood and agreed that (i) Borrower shall remain outstanding after cause such applicationrestoration to be performed in a good and workmanlike manner and in accordance with all applicable Governmental Regulations and insurance company requirements and recommendations and otherwise pursuant to plans and specifications developed for such restoration, such unpaid Indebtedness (ii) Borrower shall continue in full force obtain and effect deliver to Lender a copy of all waivers or releases of liens for all restoration work, and (iii) upon Lender's request, all construction and trade contracts and contracts for material, equipment, supplies and labor shall be collaterally assigned to Lender and Borrower shall cause the general contractor to cause all other parties thereto to agree to perform for the benefit of Lender, at the request of Lender, provided Lender shall pay them for their respective services). For the purpose of this Agreement, a "Minor Taking" shall mean any Taking occurring not be excused in the payment thereof); later than nine (ii9) months prior to the cure of any default hereunder; Scheduled Maturity Date which (x) does not materially restrict or (iii) limit access to the Restoration, in whole or in part, of the portion of the Property remaining after the Taking; provided, however, Xxxxxx shall hold said Awards without any allowance of interest, and make the same available to restore, replace and rebuild the Property, as nearly as possible to its value(y) affects less than 10% of the rentable square footage of the Improvements, condition and character immediately prior to the Taking if such Taking (z) does not result in more than 10% of the following, as determined by Xxxxxx, in Xxxxxx’s discretion: (A) a Material Adverse Change, (B) a violation of any Laws (including any zoning ordinances), tenants at the Property terminating or (C) a default under any Lease as determined by Lender in its discretionhaving the right to terminate their Leases. In the event that Xxxxxx elects addition, Lender shall not be required to make the advance any Awards available to reimburse Borrower for the cost restoration of the Restoration Property unless Borrower shall deliver to Lender, and Lender shall approve in writing, the plans, specifications and construction budget for the restoration of the Property and Lender shall determine that the Improvements located on the Real Estate can be restored so as to constitute a commercially viable building of the same quality and having the same rentable square footage as existed immediately before the Taking for the amounts set forth in the construction budget. Upon receipt by Lender of an Award from a Minor Taking and/or if Lender, in its sole discretion, shall otherwise elect to make such Awards available for the restoration of the Property, such proceeds the following shall be made available in the manner and under the same conditions as required under Section 6.3(b). In the event Lender applies such Awards to the reduction of the outstanding Loan or if any surplus remains out of the Award after payment of such cost of Restoration, such amounts shall be applied on account of the Loan at Par, so long as no Event of Default then exists (notwithstanding the fact that the amount owing thereon may not then be due and payable or that the Loan may otherwise be adequately secured). If the Taking results in a Material Adverse Change, as determined by Xxxxxx, and Lender elects to apply the Awards to the Indebtedness and such proceeds are insufficient to pay the Indebtedness in full and subject to Xxxxxxxx’s right to repay the remainder of the Indebtedness at Par pursuant to this Section 6.4(c), Xxxxxx may declare the remaining unpaid Indebtedness to be immediately due and payable in full, at Par (so long as no Event of Default exists); provided, however, if (A) no Event of Default then exists under the Loan or the Loan Documents, (B) Borrower delivers to Lender Notice of such intent to prepay the Loan within five (5) days following the date of Xxxxxx’s application of the Award to Flats at Carrs Hill 36 Loan No. 00-1103560 30367245 the Indebtedness, Xxxxxx shall refrain from accelerating the Loan for a period of ninety (90) days from Xxxxxx’s receipt of such Notice. Xxxxxxxx’s failure to timely commence Restoration following a Taking and diligently pursue the completion thereof, subject to the terms hereof, will constitute an Event of Default under the Loan Documents. Furthermore, Xxxxxxxx’s failure to use the Award received directly from the condemning authority to rebuild and restore or pay down the Indebtedness pursuant to Section 6.4(b) above shall trigger recourse liability pursuant to Section 10.1(c) of this Agreement.apply: