Common use of Application of Condemnation Proceeds Clause in Contracts

Application of Condemnation Proceeds. The Agent shall be entitled to receive any and all sums which may be awarded or become payable to the Borrower for any Taking of the Premises for public or quasi-public use, or by virtue of private sale in lieu thereof, and any sums which may be awarded or become payable to the Borrower for damages caused by public works or construction on or near the Premises. All such sums are hereby assigned to the Agent and the Borrower shall, upon the reasonable request of the Agent, make, execute, acknowledge, and deliver any and all additional assignments and documents as may be necessary from time to time to enable the Agent to collect and receive any such sums. The Agent may apply all such sums actually received by the Agent to the payment of the Obligations in such order and manner as is set forth herein. If the Premises or any part thereof is condemned, so long as no Event of Default shall have occurred and shall be continuing, and provided the Borrower promptly files all claims and diligently prosecutes the condemnation proceeding, the Borrower shall have the right to file, adjust, settle and prosecute any claim for any such awards or compensation relating to any such condemnation proceeding; provided, however, the Borrower shall not agree to any adjustment or settlement of any such claim payable with respect to any such condemnation proceeding which awards and proceeds are reasonably estimated by the Agent to be equal to or greater than $5,000,000; and provided, further, in the event that the Agent reasonably determines that the Borrower is not diligently prosecuting such claim, the Agent shall have the right, but not the obligation, to revoke the Borrower's right to adjust, settle and prosecute any claim for any such awards or compensation relating to such any such condemnation proceeding by delivering a notice of same to the Borrower, which revocation shall be effective immediately upon the Borrower's receipt of such notice. Notwithstanding the foregoing, if the Premises or any part thereof is condemned and the awards and proceeds of condemnation are reasonably estimated by the Agent to equal or exceed five million Dollars ($5,000,000), then the Borrower authorizes and empowers Agent, at Agent's reasonable option, as attorney-in-fact for the Borrower, to commence, appear in and prosecute, in the Agent's or the Borrower's name, any action or proceeding relating to any condemnation of the Premises or any portion thereof, to settle or compromise any claim in connection with such condemnation, to collect and receive condemnation awards and to deduct the Agent's reasonable expenses in the settlement process. The Agent shall provide the Borrower with a written summary of all expenses deducted from such awards. If Agent elects not to participate in such condemnation proceeding, then the Borrower shall, at its expense, diligently prosecute any such proceeding. Neither the Agent nor the Lenders shall be, under any circumstances, liable or responsible for failure to collect, or exercise diligence in the collection of, any of such sums. Any sums so collected shall be applied by the Agent, first, to the reasonable expenses, if any, of collection, and then in the same manner and under the same conditions as insurance proceeds are applied as set forth in Section 4.3(e) hereof.

Application of Condemnation Proceeds. The Agent (a) Lender shall be entitled to receive any and all sums which may be awarded or become payable to the Borrower for the condemnation of any Taking of the Premises Property for public or quasi-public use, or by virtue of private sale in lieu thereof, and any sums which may be awarded or become payable to the Borrower for damages caused by public works or construction on or near the PremisesProperty (collectively, "CONDEMNATION PROCEEDS"). All such sums Condemnation Proceeds are hereby assigned to the Agent Lender, and the Borrower shall, upon the reasonable request of the AgentLender, make, execute, acknowledge, acknowledge and deliver any and all additional assignments and documents as may be necessary from time to time to enable the Agent Lender to collect and receive receipt for any such sumsCondemnation Proceeds. The Agent may apply all Lender shall not, under any circumstances, be liable or responsible for failure to collect, or exercise diligence in the collection of, any such sums actually received by the Agent to the payment of the Obligations in such order Condemnation Proceeds. (b) Lender shall, upon Borrower's written request and manner as is set forth herein. If the Premises or any part thereof is condemned, so long as no Event of Default has occurred, make all Minor Condemnation Proceeds available to Borrower to allow Borrower to repair, renovate or reconstruct the Property to a condition reasonably satisfactory to Lender, provided that all of the following conditions are satisfied: (i) Lender determines in good faith that following the contemplated repairs, renovation or reconstruction, the Property shall have occurred not fail to comply with the Management Agreement or any Governmental Requirement or other restriction affecting the Property, and any changes in the Property resulting therefrom will not materially adversely affect the operation or use of the Property (including, without limitation, access, parking, food and beverage service, security or amenities); (ii) Lender determines in good faith that it is economically, financially and practically feasible to repair, renovate or reconstruct the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, with such repairs, renovation or reconstruction being completed prior to the Maturity Date; (iii) The total cost of repairing, renovating or reconstructing the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, as approved by Lender, and in accordance with the requirements of SUBSECTIONS (C)(I) and (II) herein, as estimated by an architect approved by Lender, shall not be greater than the amount of the Condemnation Proceeds, together with any sums that Borrower deposits with Lender in advance for the purpose of paying for the cost of such repairs, renovation or reconstruction; (iv) Such renovation, repairs or reconstruction shall be continuingaccomplished in accordance with the requirements and conditions of SECTION 6.14(D) hereof; and (v) Lender in good faith believes that prior to completion of such repair, renovation or reconstruction, sufficient income and provided revenues will be available from the Borrower promptly files all claims Property to pay Total Debt Service and diligently prosecutes Expenses during the condemnation proceedingperiod of such repair, renovation and reconstruction. To the extent Lender makes Condemnation Proceeds available to renovate, repair or reconstruct, the Borrower Improvements shall have be renovated, repaired or reconstructed so as to be of at least equal quality as the right quality of the Property prior to file, adjust, settle and prosecute any claim for any such awards or compensation relating to any such condemnation proceeding; providedon or before the Maturity Date. If such Condemnation Proceeds are made available by Lender to Borrower, howeverany surplus which may remain out of such Condemnation Proceeds after payment of all costs and expenses of such repair, renovation or reconstruction, shall, at the option of Lender, be applied as a payment or prepayment of the Obligation. (c) Any repairs, renovation or reconstruction, shall be commenced with due diligence and in good faith by Borrower and all funds held by Lender in accordance with the terms of this SECTION 6.14 shall not agree be paid out from time to any adjustment time as such repair, renovation, reconstruction or settlement satisfaction progresses upon the written approval of any such claim payable with respect to any such condemnation proceeding which awards Lender and proceeds are reasonably estimated by the Agent to be equal to or greater than $5,000,000; and provided, further, in the event that the Agent reasonably determines that the Borrower is not diligently prosecuting such claim, the Agent shall have the right, but not the obligation, to revoke the Borrower's right to adjust, settle and prosecute any claim for any such awards or compensation relating to such any such condemnation proceeding by delivering a notice written request of same to the Borrower, which revocation request shall be effective immediately upon submitted in form and substance, and with supporting notices, documentation and waivers as may be required by Lender. (d) If (i) the Borrowerconditions to Lender's receipt obligation to make the Condemnation Proceeds available to Borrower as set forth in SECTION 6.14(C) hereof are not satisfied, (ii) an Event of Default has occurred, (iii) the Condemnation Proceeds are not Minor Condemnation Proceeds, or (iv) Borrower does not request that Lender make such notice. Notwithstanding Minor Condemnation Proceeds available to Borrower to repair, renovate or reconstruct the foregoingProperty, if Lender may apply the Premises or any part thereof is condemned and Condemnation Proceeds to the awards and proceeds of condemnation are reasonably estimated by the Agent to equal or exceed five million Dollars ($5,000,000), then the Borrower authorizes and empowers Agent, at Agent's reasonable option, as attorney-in-fact for the Borrower, to commence, appear in and prosecute, Obligation in the Agent's order and manner as Lender may determine, or the Borrower's nameas otherwise provided in this Loan Agreement. (e) Prior to application or disbursal of any Condemnation Proceeds under this SECTION 6.14, Lender may deduct therefrom any action or proceeding relating to any condemnation of the Premises or any portion thereof, to settle or compromise any claim expenses incurred in connection with the collection or handling of such condemnationCondemnation Proceeds, to collect it being understood and receive condemnation awards and to deduct the Agent's reasonable expenses in the settlement process. The Agent agreed that Lender shall provide the Borrower with a written summary of all expenses deducted from such awards. If Agent elects not to participate in such condemnation proceeding, then the Borrower shall, at its expense, diligently prosecute any such proceeding. Neither the Agent nor the Lenders shall be, under any circumstances, liable or responsible for failure to collect, or exercise diligence in the collection of, any of such sums. Any sums so collected shall be applied by the Agent, first, to the reasonable expenses, if any, of collection, and then in the same manner and under the same conditions as insurance proceeds are applied as set forth in Section 4.3(e) hereofCondemnation Proceeds.

Application of Condemnation Proceeds. The Agent (a) Lender shall be entitled to receive any and all sums which may be awarded or become payable to the Borrower for the condemnation of any Taking of the Premises Property for public or quasi-public use, or by virtue of private sale in lieu thereof, and any sums which may be awarded or become payable to the Borrower for damages caused by public works or construction on or near the PremisesProperty (collectively, "CONDEMNATION PROCEEDS"). All such sums Condemnation Proceeds are hereby assigned to the Agent Lender, and the Borrower shall, upon the reasonable request of the AgentLender, make, execute, acknowledge, acknowledge and deliver any and all additional assignments and documents as may be necessary from time to time to enable the Agent Lender to collect and receive receipt for any such sumsCondemnation Proceeds. The Agent may apply all Lender shall not, under any circumstances, be liable or responsible for failure to collect, or exercise diligence in the collection of, any such sums actually received by the Agent to the payment of the Obligations in such order Condemnation Proceeds. (b) Lender shall, upon Borrower's written request and manner as is set forth herein. If the Premises or any part thereof is condemned, so long as no Event of Default has occurred, make all Minor Condemnation Proceeds available to Borrower to allow Borrower to repair, renovate or reconstruct the Property to a condition reasonably satisfactory to Lender, provided that all of the following conditions are satisfied: (i) Lender determines in good faith that following the contemplated repairs, renovation or reconstruction, the Property shall have occurred not fail to comply with the Management Agreement or any Governmental Requirement or other restriction affecting the Property, and any changes in the Property resulting therefrom will not materially adversely affect the operation or use of the Property (including, without limitation, access, parking, food and beverage service, security or amenities); (ii) Lender determines in good faith that it is economically, financially and practically feasible to repair, renovate or reconstruct the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, with such repairs, renovation or reconstruction being completed prior to the Maturity Date; (iii) The total cost of repairing, renovating or reconstructing the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, as approved by Lender, and in accordance with the requirements of SUBSECTIONS (C)(I) and (II) herein, as estimated by an architect approved by Lender, shall not be greater than the amount of the Condemnation Proceeds, together with any sums that Borrower deposits with Lender in advance for the purpose of paying for the cost of such repairs, renovation or reconstruction; (iv) Such renovation, repairs or reconstruction shall be continuingaccomplished in accordance with the requirements and conditions of SECTION 8.11(D) hereof; and (v) Lender in good faith believes that prior to completion of such repair, renovation or reconstruction, sufficient income and provided revenues will be available from the Borrower promptly files all claims Property to pay Total Debt Service and diligently prosecutes Expenses during the condemnation proceedingperiod of such repair, renovation and reconstruction. To the extent Lender makes Condemnation Proceeds available to renovate, repair or reconstruct, the Borrower Improvements shall have be renovated, repaired or reconstructed so as to be of at least equal quality as the right quality of the Property prior to file, adjust, settle and prosecute any claim for any such awards or compensation relating to any such condemnation proceeding; providedon or before the Maturity Date. If such Condemnation Proceeds are made available by Lender to Borrower, howeverany surplus which may remain out of such Condemnation Proceeds after payment of all costs and expenses of such repair, renovation or reconstruction, shall, at the option of Lender, be applied as a payment or prepayment of the Obligation. (c) Any repairs, renovation or reconstruction, shall be commenced with due diligence and in good faith by Borrower and all funds held by Lender in accordance with the terms of this SECTION 8.11 shall not agree be paid out from time to any adjustment time as such repair, renovation, reconstruction or settlement satisfaction progresses upon the written approval of any such claim payable with respect to any such condemnation proceeding which awards Lender and proceeds are reasonably estimated by the Agent to be equal to or greater than $5,000,000; and provided, further, in the event that the Agent reasonably determines that the Borrower is not diligently prosecuting such claim, the Agent shall have the right, but not the obligation, to revoke the Borrower's right to adjust, settle and prosecute any claim for any such awards or compensation relating to such any such condemnation proceeding by delivering a notice written request of same to the Borrower, which revocation request shall be effective immediately upon submitted in form and substance, and with supporting notices, documentation and waivers as may be required by Lender. (d) If (i) the Borrowerconditions to Lender's receipt obligation to make the Condemnation Proceeds available to Borrower as set forth in SECTION 8.11(C) hereof are not satisfied, (ii) an Event of Default has occurred, (iii) the Condemnation Proceeds are not Minor Condemnation Proceeds, or (iv) Borrower does not request that Lender make such notice. Notwithstanding Minor Condemnation Proceeds available to Borrower to repair, renovate or reconstruct the foregoingProperty, if Lender may apply the Premises or any part thereof is condemned and Condemnation Proceeds to the awards and proceeds of condemnation are reasonably estimated by the Agent to equal or exceed five million Dollars ($5,000,000), then the Borrower authorizes and empowers Agent, at Agent's reasonable option, as attorney-in-fact for the Borrower, to commence, appear in and prosecute, Obligation in the Agent's order and manner as Lender may determine, or the Borrower's nameas otherwise provided in this Loan Agreement. (e) Prior to application or disbursal of any Condemnation Proceeds under this SECTION 8.11, Lender may deduct therefrom any action or proceeding relating to any condemnation of the Premises or any portion thereof, to settle or compromise any claim expenses incurred in connection with the collection or handling of such condemnationCondemnation Proceeds, to collect it being understood and receive condemnation awards and to deduct the Agent's reasonable expenses in the settlement process. The Agent agreed that Lender shall provide the Borrower with a written summary of all expenses deducted from such awards. If Agent elects not to participate in such condemnation proceeding, then the Borrower shall, at its expense, diligently prosecute any such proceeding. Neither the Agent nor the Lenders shall be, under any circumstances, liable or responsible for failure to collect, or exercise diligence in the collection of, any of such sums. Any sums so collected shall be applied by the Agent, first, to the reasonable expenses, if any, of collection, and then in the same manner and under the same conditions as insurance proceeds are applied as set forth in Section 4.3(e) hereofCondemnation Proceeds.

Application of Condemnation Proceeds. The (a) Whether or not any award or compensation on account of any Taking is made available to Obligor as provided in this Section 4.13 and without regard to whether such award or compensation shall be sufficient for such purpose, Obligor shall, at its sole cost and expense, (i) deliver to Agent within fifteen (15) days of such Taking (y) a detailed schedule in form, detail and substance acceptable to Agent of Obligor’s anticipated time frame to commence and complete such restoration and repair and (z) such other information as Agent shall request and (ii) promptly commence and diligently complete the restoration and repair of the Premises in accordance with the schedule referred to in clause (i)(y) above, in a good and workmanlike manner and in compliance with all Legal Requirements and Condominium Requirements and the requirements, if any, of the Leases and the Management Agreement, to an integral unit in as substantially the same character and condition as possible prior to such Taking. Any award or other compensation actually received by Obligor shall be applied to such restoration or repair. (b) Agent shall be entitled to receive any and all sums which may be awarded or become payable to the Borrower Obligor for any Taking of the Premises for public or quasi-public use, or by virtue of private sale in lieu thereofa Taking, and any sums which may be awarded or become payable to the Borrower Obligor for damages caused by public works or construction on or near the Premises. All such sums are hereby assigned to the Agent and the Borrower Obligor shall, upon the reasonable request of the Agent, make, execute, acknowledge, and deliver any and all additional assignments and documents as may be necessary from time to time to enable the Agent to collect and receive any such sums. The Agent may apply all such sums actually received by the Agent to the payment of the Obligations in such order and manner as is set forth herein. If the Premises or any part thereof is condemneda Taking shall occur, so long as no Default or Event of Default shall have occurred and shall be continuing, and provided the Borrower promptly Obligor complies with Section 4.13(a) hereof and timely and diligently files all claims and diligently prosecutes the condemnation proceeding, the Borrower Obligor shall have the right to file, adjust, settle and prosecute any claim for any such awards or compensation relating to any such condemnation proceeding; provided, however, the Borrower Obligor shall not agree to any adjustment or settlement of any such claim payable with respect to any such condemnation proceeding which awards and proceeds are reasonably estimated by the Agent to be equal to or greater than Two Million and 00/100 ($5,000,0002,000,000) Dollars; and provided, further, in the event that the Agent reasonably determines that the Borrower Obligor is not diligently prosecuting such claim, the Agent shall have the right, but not the obligation, to revoke the Borrower's Obligor’s right to adjust, settle and prosecute any claim for any such awards or compensation relating to such any such condemnation proceeding by delivering a notice of same to the BorrowerObligor, which revocation shall be effective immediately upon the Borrower's Obligor’s receipt of such notice. Notwithstanding the foregoing, if the Premises Prior to application or any part thereof is condemned and the awards and proceeds disbursal of condemnation are reasonably estimated by the Agent to equal or exceed five million Dollars ($5,000,000), then the Borrower authorizes and empowers Agent, at Agent's reasonable option, as attorney-in-fact for the Borrower, to commence, appear in and prosecute, in the Agent's or the Borrower's name, any action or proceeding relating to any condemnation of the Premises or proceeds received by Agent under this Section 4.13, Agent may deduct therefrom any portion thereof, to settle or compromise any claim expenses incurred by Agent in connection with the collection or handling of such condemnationproceeds, to collect it being understood and receive condemnation awards and to deduct the Agent's reasonable expenses in the settlement process. The Agent shall provide the Borrower with a written summary of all expenses deducted from such awards. If Agent elects not to participate in such condemnation proceeding, then the Borrower shall, at its expense, diligently prosecute any such proceeding. Neither the agreed that neither Agent nor the Lenders shall be, under any circumstances, liable or responsible for failure to collect, or to exercise diligence in the collection of, any such proceeds, and upon the request of Obligor, Agent shall provide Obligor with a written summary of all expenses deducted from such proceeds. (c) In the event of a partial Taking of the Premises having a value (when aggregated with the value of any other portions of the Premises which was subject to a partial Taking for which Obligor was entitled to receive the proceeds thereof pursuant to this first sentence of Section 4.13(c) hereof) of the Threshold Amount or less, Agent shall make the condemnation award or compensation relating to such partial Taking available to Obligor for restoration of the Premises (after first deducting Agent’s expenses relating the collection thereof) so long as no Default or Event of Default shall have occurred and be continuing and all of the conditions set forth in Section 4.12 hereof can be satisfied within ninety (90) days from the date of such sumsTaking. Any Subject to the immediately preceding sentence, any sums so collected awarded or payable to Obligor in connection with a Taking of the Premises shall be applied by the Agent, first, to the reasonable expenses, if any, of collection, and then then, at Agent’s option, shall be (i) applied in payment of the Obligations in such order and manner as is set forth in the same Note or (ii) made available to Obligor for restoration of the Premises. Any condemnation award or proceeds made available to Obligor for restoration of the Premises shall be applied in the manner and under the same conditions as insurance proceeds are applied as set forth in Section 4.3(e4.12 hereof. In the event each of the conditions set forth in Section 4.12 hereof is not satisfied within ninety (90) hereofdays from and after the date of such Taking or if such conditions cannot be satisfied within said ninety (90) days, if Obligor fails to commence satisfaction of such condition within said ninety (90) days or thereafter fails to diligently pursue such efforts to completion within a time period approved by Agent, then Agent shall have the right to apply the condemnation award or proceeds actually received by it to the payment of the Obligations in such order and manner as is set forth in the Note. (d) In the event the Mortgage is foreclosed or title to the Premises is transferred by a deed in lieu of foreclosure, all right, title, and interest of Obligor in and to all condemnation proceeds and awards in connection with any Taking shall inure to the benefit of and pass to Agent.

Application of Condemnation Proceeds. The Agent (a) Lender shall be entitled to receive any and all sums which may be awarded or become payable to the Borrower for the condemnation of any Taking of the Premises Property for public or quasi-public use, or by virtue of private sale in lieu thereof, and any sums which may be awarded or become payable to the Borrower for damages caused by public works or construction on or near the PremisesProperty (collectively, "CONDEMNATION PROCEEDS"). All such sums Condemnation Proceeds are hereby assigned to the Agent Lender, and the Borrower shall, upon the reasonable request of the AgentLender, make, execute, acknowledge, acknowledge and deliver any and all additional assignments and documents as may be necessary from time to time to enable the Agent Lender to collect and receive receipt for any such sumsCondemnation Proceeds. The Agent may apply all Lender shall not, under any circumstances, be liable or responsible for failure to collect, or exercise diligence in the collection of, any such sums actually received by the Agent to the payment of the Obligations in such order Condemnation Proceeds. (b) Lender shall, upon Borrower's written request and manner as is set forth herein. If the Premises or any part thereof is condemned, so long as no Event of Default has occurred, make all Minor Condemnation Proceeds available to Borrower to allow Borrower to repair, renovate or reconstruct the Property to a condition reasonably satisfactory to Lender, provided that all of the following conditions are satisfied: (i) Lender determines in good faith that following the contemplated repairs, renovation or reconstruction, the Property shall have occurred not fail to comply with the Management Agreement or any Governmental Requirement or other restriction affecting the Property, and any changes in the Property resulting therefrom will not materially adversely affect the operation or use of the Property (including, without limitation, access, parking, food and beverage service, security or amenities); (ii) Lender determines in good faith that it is economically, financially and practically feasible to repair, renovate or reconstruct the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, with such repairs, renovation or reconstruction being completed prior to the Maturity Date; (iii) The total cost of repairing, renovating or reconstructing the Property to a condition substantially equivalent to the condition of the Property prior to such condemnation, as approved by Lender, and in accordance with the requirements of SUBSECTIONS (B)(I) and (II) herein, as estimated by an architect approved by Lender, shall not be greater than the amount of the Condemnation Proceeds, together with any sums that Borrower deposits with Lender in advance for the purpose of paying for the cost of such repairs, renovation or reconstruction; (iv) Such renovation, repairs or reconstruction shall be continuingaccomplished in accordance with the requirements and conditions of SECTION 8.09(C) hereof; and (v) Lender in good faith believes that prior to completion of such repair, renovation or reconstruction, sufficient income and provided revenues will be available from the Borrower promptly files Property to pay all claims payments due to Lender relating to the Obligation (including expense reimbursements) during the period of such repair, renovation and diligently prosecutes reconstruction. To the condemnation proceedingextent Lender makes Condemnation Proceeds available to renovate, repair or reconstruct, the Borrower Improvements shall have be renovated, repaired or reconstructed so as to be of at least equal quality as the right quality of the Property prior to file, adjust, settle and prosecute any claim for any such awards or compensation relating to any such condemnation proceeding; providedon or before the Maturity Date. If such Condemnation Proceeds are made available by Lender to Borrower, howeverany surplus which may remain out of such Condemnation Proceeds after payment of all costs and expenses of such repair, renovation or reconstruction, shall, at the option of Lender, be applied as a payment or prepayment of the Obligation. (c) Any repairs, renovation or reconstruction shall be commenced with due diligence and in good faith by Borrower and all funds held by Lender in accordance with the terms of this SECTION 8.09 shall not agree be paid out from time to any adjustment or settlement time as such repair, renovation and reconstruction progresses upon the written approval of any such claim payable with respect to any such condemnation proceeding which awards Lender and proceeds are reasonably estimated by the Agent to be equal to or greater than $5,000,000; and provided, further, in the event that the Agent reasonably determines that the Borrower is not diligently prosecuting such claim, the Agent shall have the right, but not the obligation, to revoke the Borrower's right to adjust, settle and prosecute any claim for any such awards or compensation relating to such any such condemnation proceeding by delivering a notice written request of same to the Borrower, which revocation request shall be effective immediately upon submitted in form and substance, and with supporting notices, documentation and waivers as may be required by Lender. (d) If (i) the Borrowerconditions to Lender's receipt obligation to make the Condemnation Proceeds available to Borrower as set forth in SECTION 8.09(B) hereof are not satisfied, (ii) an Event of Default has occurred, (iii) the Condemnation Proceeds are not Minor Condemnation Proceeds, or (iv) Borrower does not request that Lender make such notice. Notwithstanding Minor Condemnation Proceeds available to Borrower to repair, renovate or reconstruct the foregoingProperty, if Lender may apply the Premises or any part thereof is condemned and Condemnation Proceeds to the awards and proceeds of condemnation are reasonably estimated by the Agent to equal or exceed five million Dollars ($5,000,000), then the Borrower authorizes and empowers Agent, at Agent's reasonable option, as attorney-in-fact for the Borrower, to commence, appear in and prosecute, Obligation in the Agent's order and manner as Lender may determine, or the Borrower's nameas otherwise provided in this Loan Agreement. (e) Prior to application or disbursal of any Condemnation Proceeds under this Section 8.09, Lender may deduct therefrom any action or proceeding relating to any condemnation of the Premises or any portion thereof, to settle or compromise any claim expenses incurred in connection with the collection or handling of such condemnationCondemnation Proceeds, to collect it being understood and receive condemnation awards and to deduct the Agent's reasonable expenses in the settlement process. The Agent agreed that Lender shall provide the Borrower with a written summary of all expenses deducted from such awards. If Agent elects not to participate in such condemnation proceeding, then the Borrower shall, at its expense, diligently prosecute any such proceeding. Neither the Agent nor the Lenders shall be, under any circumstances, liable or responsible for failure to collect, or exercise diligence in the collection of, any of such sums. Any sums so collected shall be applied by the Agent, first, to the reasonable expenses, if any, of collection, and then in the same manner and under the same conditions as insurance proceeds are applied as set forth in Section 4.3(e) hereofCondemnation Proceeds.