Common use of Application of Remaining Proceeds Clause in Contracts

Application of Remaining Proceeds. If Lender makes a determination (in the exercise of its reasonable judgment) pursuant to this Section 3.2 that one or more of the conditions to disbursement of Net Proceeds set forth in Subsection 3.2(c)(i) has not or will not be satisfied, then all Net Proceeds then held by Lender shall be retained and applied by Lender toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its reasonable discretion shall deem proper. Provided no Event of Default has occurred and is continuing as of the date Lender applies the Net Proceeds to the Obligations, no Applicable Prepayment Fee shall be payable in connection with any such prepayment. If an Event of Default exists while Lender is holding Net Proceeds, Lender may at its option apply the Net Proceeds toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its discretion shall deem proper (including toward payment of any Applicable Prepayment Fee applicable to such prepayment). If Lender applies Net Proceeds to the Obligations, the lien of the Loan Documents shall be reduced only by the amount of Net Proceeds actually applied by Lender in reduction of the Obligations, but if the Net Proceeds do not discharge the Allocated Loan Amount relating only to the affected Property in full, then Lender may elect to accelerate repayment of, or Borrower may elect to prepay, the entire remaining outstanding balance of the Allocated Loan Amount relating only to the affected Property, such prepayment to be made in either case within one hundred twenty (120) days following notice from the electing party to the other party (or such longer period as may be reasonably necessary for Borrower to secure replacement financing as long as Borrower Parties are diligently pursuing said refinancing in good faith), without any Applicable Prepayment Fee due thereon so long as no Event of Default exists as of either the date Lender so accelerates or Borrower elects prepayment of said Allocated Loan Amount and the date said Allocated Loan Amount is fully and finally repaid.

Application of Remaining Proceeds. If Lender makes a determination (in the exercise of its reasonable judgment) pursuant to this Section 3.2 that one or more of the conditions to disbursement of Net Proceeds set forth in Subsection 3.2(c)(i3.2(c)(ii) has not or will not be satisfied, satisfied within thirty (30) days of Borrower’s request for disbursement (or such longer period as may be reasonably necessary for Borrower to satisfy any such condition) then all Net Proceeds then held by Lender shall be retained and applied by Lender toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its reasonable discretion shall deem proper. Provided no Event of Default has occurred and is continuing as of the date Lender applies the Net Proceeds to the Obligations, no Applicable Prepayment Fee shall be payable in connection with any such prepayment. If an Event of Default exists while Lender is holding Net Proceeds, Lender may at its option apply the Net Proceeds toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its discretion shall deem proper (including toward payment of any Applicable Prepayment Fee applicable to such prepayment). If Lender applies Net Proceeds to the Obligations, the lien of the Loan Documents shall be reduced only by the amount of Net Proceeds actually applied by Lender in reduction of the Obligations, but if the Net Proceeds do not discharge the Allocated Loan Amount relating only to the affected Property Obligations in full, then Lender may elect to accelerate repayment of, or Borrower may elect to prepay, the entire remaining outstanding balance of the Allocated Loan Amount relating only to the affected PropertyObligations, such prepayment to be made in either case within one hundred twenty (120) days following notice from the electing party to the other party (or such longer period as may be reasonably necessary for Borrower to secure replacement financing as long as Borrower Parties are is diligently pursuing said refinancing in good faith), without any Applicable Prepayment Fee due thereon so long as no Event of Default exists as of either both the date Lender so accelerates or Borrower elects prepayment of said Allocated Loan Amount the Obligations and the date said Allocated Loan Amount is the Obligations are fully and finally repaid.

Application of Remaining Proceeds. If Lender makes a determination (in the exercise of its reasonable judgment) pursuant to this Section 3.2 that one or more of the conditions to disbursement of Net Proceeds set forth in Subsection 3.2(c)(i3.2(c)(ii) or Subsection 3.2(h) has not or will not be satisfied, then all Net Proceeds then held by Lender shall be retained and applied by Lender toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its reasonable discretion shall deem proper. Provided no Event of Default has occurred and is continuing as of the date Lender applies the Net Proceeds to the Obligations, no Applicable Prepayment Fee shall be payable in connection with any such prepayment. If an Event of Default exists while Lender is holding Net Proceeds, Lender may at its option apply the Net Proceeds toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its discretion shall deem proper (including toward payment of any Applicable Prepayment Fee applicable to such prepayment). If Lender applies Net Proceeds to the Obligations, the lien of the Loan Documents shall be reduced only by the amount of Net Proceeds actually applied by Lender in reduction of the Obligations, but if the Net Proceeds do not discharge the Allocated Loan Amount relating only to the affected Property Obligations in full, then Lender may elect to accelerate repayment of, or Borrower may elect to prepay, the entire remaining outstanding balance of the Allocated Loan Amount relating only to the affected PropertyObligations, such prepayment to be made in either case within one hundred twenty (120) days following notice from the electing party to the other party (or such longer period as may be reasonably necessary for Borrower to secure replacement financing as long as Borrower Parties are is diligently pursuing said refinancing in good faith), without any Applicable Prepayment Fee due thereon so long as no Event of Default exists as of either both the date Lender so accelerates or Borrower elects prepayment of said Allocated Loan Amount the Obligations and the date said Allocated Loan Amount is the Obligations are fully and finally repaid.

Application of Remaining Proceeds. If Lender makes a determination (in the exercise of its reasonable judgment) pursuant to this Section 3.2 that one or more of the conditions to disbursement of Net Proceeds set forth in Subsection 3.2(c)(iSection 3.2(c) or Section 3.2(h) has not or will not be satisfied, then all Net Proceeds then held by Lender shall be retained and applied by Lender toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its reasonable discretion shall deem proper. Provided no Event of Default has occurred and is continuing as of the date Lender applies the Net Proceeds to the Obligations, no Applicable Prepayment Fee shall be payable in connection with any such prepayment. If an Event of Default exists while Lender is holding Net Proceeds, Lender may at its option apply the Net Proceeds toward the payment of the Obligations, whether or not then due and payable in such order, priority and proportions as Lender in its discretion shall deem proper (including toward payment of any Applicable Prepayment Fee applicable to such prepayment). If Lender applies Net Proceeds to the Obligations, then: (1) the lien of the Loan Documents shall be reduced only by the amount of Net Proceeds actually applied by Lender in reduction of the Obligations, but if (A) the Net Proceeds do not discharge the Allocated Loan Amount relating only Obligations in full, and (B) Lender determines, in the exercise of its reasonable judgment, that the Net Operating Income (if any) to be generated by the Property notwithstanding such Major Casualty will not produce a Debt Service Coverage Ratio (reflecting the application of Net Proceeds to the affected Property in fullObligations) of at least 125%, then Lender may elect to accelerate repayment of, or Borrower may elect to prepay, the entire remaining outstanding balance of the Allocated Loan Amount relating only to the affected Property, Obligations. Any such prepayment to must be made in either case within one hundred twenty (120) days following notice of such election from the electing party to the other party (or such longer period as may be reasonably necessary for Borrower to secure replacement financing as long as Borrower Parties are is diligently pursuing said refinancing in good faith), without any Applicable Prepayment Fee due thereon so long as and provided no Event of Default exists as of either at any time from the date Lender so accelerates elects acceleration or Borrower so elects prepayment through (and including) payment in full of the Obligations, no Applicable Prepayment Fee shall be due thereon. If an Event of Default occurs at any time from the date Lender so elects acceleration or Borrower so elects prepayment through (and including) payment in full of the Obligations, then the Obligations shall include the Applicable Prepayment Fee; and (2) Borrower shall have no obligation to perform (or continue the performance of) the Restoration, other than its obligations described in the penultimate sentence of Section 3.2(a). If a Casualty is caused by an event not covered by insurance required pursuant to Section 3.1(a) but Borrower nevertheless maintains insurance coverage for damages covered by such events, then (i) if Borrower elects not to restore the Property or Borrower elects prepayment of said Allocated Loan Amount and to restore the Property but fails to complete such Restoration within eighteen (18) months following the date of such Casualty, and (ii) Lender determines, in the exercise of its reasonable judgment, that the Net Operating Income (if any) to be generated by the Property notwithstanding such Casualty will not produce a Debt Service Coverage Ratio of at least 125%, then Lender may elect to accelerate repayment of, or Borrower may elect to prepay, the entire remaining outstanding balance of the Obligations. Any such prepayment must be made in either case within one hundred twenty (120) days following notice of such election from the electing party to the other party (or such longer period as may be reasonably necessary for Borrower to secure replacement financing as long as Borrower is diligently pursuing said Allocated Loan Amount is fully refinancing in good faith), and finally repaidprovided no Event of Default exists at any time from the date Lender so elects acceleration or Borrower so elects prepayment through (and including) payment in full of the Obligations, no Applicable Prepayment Fee shall be due thereon. If an Event of Default occurs at any time from the date Lender so elects acceleration or Borrower so elects prepayment through (and including) payment in full of the Obligations, then the Obligations shall include the Applicable Prepayment Fee.