Application of Payments after an Event of Default. Notwithstanding anything to the contrary contained herein, during the continuance of an Event of Default, all amounts received by Lender in respect of the Loan shall be applied at Lender’s sole discretion either toward the components of the Indebtedness (e.g., Lender’s expenses in enforcing the Loan, interest, principal and other amounts payable hereunder) and the Notes or Note Components in such sequence as Lender shall elect in its sole discretion, or toward the payment of Property expenses.
Application of Payments after an Event of Default. Notwithstanding anything herein to the contrary, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent (acting at the direction of the Majority Lenders) may direct the Facility Servicer not to apply the collections in accordance with this Section 2.08(c) and instead may instruct the Account Bank to transfer all Collections in the Collection Account to be applied, subject to the minimum balance requirement included in the Account Control Agreement, in the following order and priority:
(i) first, to the Administrative Agent for the ratable distribution to the Administrative Agent and the Collateral Custodian in payment in full for all accrued fees, expenses and indemnities due and payable to such party hereunder or under any other Transaction Document and under the Fee Letters and Schedule XI;
(ii) second, to the Facility Servicer in payment in full for all accrued fees, expenses and indemnities due and payable to Facility Servicer hereunder or under any other Transaction Document or under the Fee Letters;
(iii) third, to the Administrative Agent for the ratable distribution to each Secured Party to pay any Obligations then due and payable to such Persons (other than with respect to interest or the repayment of Advances) under this Agreement and the other Transaction Documents, in payment in full for all such Obligations then due and payable to such Persons;
(iv) fourth, to the Administrative Agent for distribution to each Lender to pay such Lender’s Pro Rata Share of accrued and unpaid interest owing to such Lender under this Agreement (including any such accrued and unpaid interest or fees from a prior period);
(v) fifth, if (x) no Event of Default described in Section 6.01(a) or (b) has occurred and is continuing, (y) the Borrower has provided at least three Business Days’ notice to the Administrative Agent and Initial Lender of the amount of such distribution and (z) the Initial Lender has consented to such distribution, to the Borrower (to make a Restricted Junior Payment to Holdings or for Holdings to make a Restricted Junior Payment to its member or members), an amount equal to the lesser of (a) an amount equal to the minimum amount necessary for the Sponsor to maintain its status as a real estate investment trust for U.S. federal income tax purposes and to avoid income and excise tax under Section 857 and 4981 of the Code (after giving effect to any other available funds of the Sponsor and its Affiliates) and...
Application of Payments after an Event of Default. If any Event of Default shall occur and be continuing all payments made by the Borrower hereunder or payments made pursuant to any of the provisions of any of the Guarantees, shall be applied in the following order:
(a) to amounts due hereunder as costs and expenses of the Agent;
(b) to amounts due hereunder as costs and expenses of the Lenders;
(c) to amounts due hereunder as fees;
(d) to amounts due hereunder as interest;
(e) rateably to amounts due hereunder as principal and amounts due in respect of any Other Secured Obligations with the Lenders or any of their Affiliates; and
(f) any balance to the Borrower or as a court of competent jurisdiction shall determine.
Application of Payments after an Event of Default. If any Event of Default shall occur and be continuing, all payments made by the Borrowers hereunder or payments made pursuant to any of the provisions of any of the Guarantees shall be applied in the following order:
(a) to amounts due hereunder as costs and expenses of the Administrative Agent;
(b) to amounts due hereunder as costs and expenses of the Lenders;
(c) to amounts due hereunder as fees;
(d) to any other amounts (other than amounts in respect of interest or principal) due hereunder;
(e) to amounts due hereunder as interest; and
(f) to amounts due hereunder as principal.
Application of Payments after an Event of Default. Notwithstanding anything to the contrary contained herein, during the continuance of an Event of Default, all amounts received by Lender in respect of the Loan shall be applied at Lender’s sole discretion toward the components of the Indebtedness (e.g., Lender’s expenses in enforcing the Loan, interest, principal and other amounts payable hereunder) and the Note in such sequence as Lender shall elect in its sole discretion; provided, that if an Event of Default specified in Section 7.01(a) shall occur, then Lender shall apply all amounts received by Lender in respect of the Loan towards the component of the Indebtedness for which Borrower’s failure to pay has resulted in the occurrence of such Event of Default.
Application of Payments after an Event of Default. If any Event of Default shall occur and be continuing, all payments made by the Borrowers hereunder, payments made pursuant to any of the provisions of any of the Guarantees or the other Security Documents or from the proceeds of realization of the Security shall be applied in the following order:
(a) to amounts due hereunder or under any other Loan Document as costs and expenses of the Administrative Agent;
(b) to amounts due hereunder or under any other Loan Document as costs and expenses of the Lenders;
(c) to amounts due hereunder or under any other Loan Document as fees;
(d) to any other amounts (other than amounts in respect of interest or principal) due hereunder or under any other Loan Document;
(e) to amounts due hereunder or under any other Loan Document as interest or pursuant to any Eligible Hedging Agreement (other than in connection with an early termination of any Eligible Hedging Agreement); and
(f) to amounts due hereunder or under any other Loan Document as principal or payable in connection with an early termination of any Eligible Hedging Agreement.
Application of Payments after an Event of Default. Subject to the terms of any Intercreditor Agreement, if any Event of Default shall occur and be continuing such that the entire principal amount of the Advances then outstanding and all accrued and unpaid interest thereon and all other payments due hereunder by the Borrower which are unmatured shall become immediately due and payable in accordance with the provisions of Section 9.2, all payments made by the Borrower hereunder or payments made pursuant to any of the provisions of any of the Guarantees shall be applied in the following order:
(a) to amounts due hereunder as costs and expenses of the Agent;
(b) to amounts due hereunder as costs and expenses of the Lenders;
(c) to amounts due hereunder as fees;
(d) to amounts due hereunder as interest;
(e) rateably to amounts due hereunder as principal and amounts due in respect of any Other Secured Obligations with the Lenders or any of their Affiliates; and
(f) any balance to the Borrower or as a court of competent jurisdiction shall determine.
Application of Payments after an Event of Default. Notwithstanding anything to the contrary contained herein, during the continuance of an Event of Default, all amounts received by Lender in respect of the Loan shall be applied at Lender’s sole discretion either toward the components of the Indebtedness (e.g., Lender’s expenses in enforcing the Loan, interest, principal and other amounts payable hereunder), and the Note Components in such sequence as Lender shall elect in its sole discretion (subject, as between the holders of the Notes, to any intercreditor agreement), or toward the payment of Taxes, Ground Rents, Operating Expenses and Capital Expenditures.
Application of Payments after an Event of Default. If any Event of Default shall occur and be continuing, all payments made by the Borrower hereunder shall be applied in the following order:
(a) to amounts due hereunder as costs and expenses of the Administrative Agent;
(b) to amounts due hereunder as fees;
(c) to any other amounts (other than amounts in respect of interest or principal) due hereunder;
(d) to amounts due hereunder as interest;
(e) rateably to amounts due hereunder as principal; and
(f) any balance to the Borrower or as a court of competent jurisdiction shall determine.
Application of Payments after an Event of Default. Notwithstanding anything herein to the contrary, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may (and at the direction of the Majority Lenders shall) instruct the Account Bank to transfer all Collections in the applicable Collection Account and/or Expense Reserve Account, in accordance with the related Payment Date Report, to be applied in the following order and priority (and if the Administrative Agent elects not to apply the Collections in accordance with this Section 2.08(c), the provisions of Section 2.08(a) shall apply):
(i) first, to the payment of Borrower’s reasonable and customary operating expenses in an aggregate amount not to exceed $150,000, Borrower Taxes, registration and filing fees then due and owing by the Borrower that are attributable solely to the operations of the Borrower;
(ii) second, to the Administrative Agent for the ratable distribution to the Administrative Agent, the Collateral Custodian and the Account Bank, in payment in full of all accrued fees, expenses and indemnities due and payable hereunder or under any other Transaction Document and under the Fee Letters;
(iii) third, to the Administrative Agent for the ratable distribution to each Secured Party to pay any Obligations then due and payable to such Persons (other than with respect to interest or the repayment of Advances) under this Agreement and the other Transaction Documents;
(iv) fourth, to the Administrative Agent for distribution to each Lender, to pay such Xxxxxx’s Pro Rata Share of accrued and unpaid interest owing to such Lender under this Agreement;
(v) fifth, to the Administrative Agent for distribution to each Lender, to repay such Xxxxxx’s Pro Rata Share of the Advances Outstanding until paid in full; and
(vi) sixth, the balance, if any, after all Obligations have been paid in full as set forth above (other than contingent indemnification obligations and other obligations that survive the termination of this Agreement, in each case, not then due and owing), to the Borrower or as otherwise required by Applicable Law.
