Common use of Application of Revenues and Other Moneys After Default Clause in Contracts

Application of Revenues and Other Moneys After Default. (A) The Trust covenants that if an Event of Default shall occur and shall not have been remedied, other than an Event of Default described in Clause (C) of Section 7.1, the Trust, upon demand of the Master Trustee, shall pay over or cause to be paid over, to the Master Trustee upon receipt thereof all Program Revenues, and other moneys pledged hereunder. Unless otherwise directed by a court, all such Program Revenues and other moneys, and any other moneys received or collected by the Master Trustee acting pursuant to the Act or this Article VII, shall, except as provided below, be held, transferred and applied as provided in Article V. (B) In the event that, upon the happening and continuance of an Event of Default, other than an Event of Default described in Clause (C) of Section 7.1, the funds held by the Fiduciaries shall be insufficient for the payment of interest and principal then due on the Bonds, Scheduled Hedge Payments under Parity Hedge Agreements or Reimbursement Obligation Secured on a parity with the Bonds, such funds (other than funds held for the payment or redemption of particular Bonds which have theretofore become due at maturity or by call for redemption) and any other moneys received or collected by the Fiduciaries acting pursuant to the Act and this Article VII, after making provision for the payment of any expenses necessary in the opinion of the Master Trustee to protect the interests of the Owners of the Bonds, and for the payment of the charges and expenses and liabilities incurred and advances made by the Fiduciaries in the performance of their duties under this Trust Agreement, shall be applied as follows:

Application of Revenues and Other Moneys After Default. (Aa) The Trust covenants that if Subject to the application of Sections 4.15 and 3.13 hereof to a series of Obligations with respect to which the applicable Supplemental Indenture provides for an Event Extraordinary Prepayment Offer, all moneys, securities, funds, Admissions Taxes, Parking Taxes, Additional Rent and other amounts constituting Pledged Revenues and the income therefrom received by the Trustee pursuant to any right given or action taken under the provisions of Default shall occur this Article shall, after payment of the cost and shall not have been remedied, other than an Event expenses of Default described the proceedings resulting in Clause (C) the collection of Section 7.1such amounts, the Trustreasonable out-of-pocket expenses (including its counsel), upon demand of liabilities and advances incurred or made by the Master TrusteeTrustee and the fees and expenses of, shall pay over or cause to be paid over, and indemnities owed (to the Master extent provided by law) to, the Trustee upon receipt thereof all Program Revenuesin carrying out this Indenture, and other moneys pledged hereunder. Unless otherwise directed by a court, all such Program Revenues and other moneys, and any other moneys received or collected by the Master Trustee acting pursuant subject to the Act or this Article VIIterms of a Supplemental Indenture providing instructions, shall, except as provided below, be held, transferred and applied as provided in Article V. (B) In during the event that, upon the happening and continuance of an Event of Default, other than an Event the Trustee, on behalf of Default described in Clause (C) of Section 7.1the City, the funds held notwithstanding Sections 4.3, 4.12 and 4.14 hereof, be applied by the Fiduciaries shall be insufficient for Trustee as follows and in the following order: (i) to the payment of interest and principal Debt Service or Redemption Price then due on the Bonds, Scheduled Hedge Payments under Parity Hedge Agreements or Reimbursement Obligation Secured on Obligations and Credit Agreement Obligations having a parity with the Bonds, such funds (other than funds held for the payment or redemption of particular Bonds lien which have theretofore become due at maturity or by call for redemption) and any other moneys received or collected by the Fiduciaries acting pursuant is superior to the Act lien on other Obligations and this Article VIICredit Agreement Obligations, after making provision for the payment of any expenses necessary in the opinion of the Master Trustee to protect the interests of the Owners of the Bonds, and for the payment of the charges and expenses and liabilities incurred and advances made by the Fiduciaries in the performance of their duties under this Trust Agreement, shall be applied as follows: A. Unless the principal of all of the Outstanding Obligations and Credit Agreement Obligations shall have become due and payable, FIRST: To the payment, pro rata, to the Owners and Credit Providers entitled thereto all installments of interest then due in the direct order of maturity of such installments, and, if the amount available shall not be sufficient to pay in full any installment, then to the payment thereof ratably, according to the amounts due on such installment, to the Owners and Credit Providers entitled thereto, without any discrimination or preference; and

Application of Revenues and Other Moneys After Default. (A) The Trust covenants that if an Event All moneys received by the Trustee pursuant to any right given or action taken under the provisions of Default shall occur and shall not have been remediedthis Article, other than an Event of Default described in Clause (C) of Section 7.1, the Trust, upon demand after payment of the Master costs and expenses of the proceedings resulting in the collection of such moneys and of the expenses liabilities and advances incurred or made by the Trustee, shall pay over or cause to be paid over, to deposited in the Master Trustee upon receipt thereof applicable account of the Debt Service Fund and all Program Revenues, moneys so deposited in such Fund and other moneys pledged hereunder. Unless otherwise directed by a court, all such Program Revenues and other moneys, and any other moneys received or collected by available for payment of the Master Trustee acting pursuant to the Act or this Article VII, shall, except as provided below, Bonds shall be held, transferred and applied as provided in Article V.follows: (B1) In Unless the event that, upon principal of all of the happening Bonds shall have become or have been declared due and continuance of an Event of Default, other than an Event of Default described in Clause (C) of Section 7.1, the funds held by the Fiduciaries shall be insufficient for payable: FIRST To the payment of all amounts due under the Financing Documents, exclusive of unpaid principal and interest and principal on the Note; SECOND To the payment to the persons entitled thereto of all installments of interest then due on the Bonds, Scheduled Hedge Payments under Parity Hedge Agreements in the order of the maturity of the installments of such interest and, if the amount available shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the persons entitled thereto, without any discrimination or Reimbursement Obligation Secured on a parity with preference; and THIRD To the Bondspayment to the persons entitled thereto of the unpaid principal or Redemption Price, such funds if any, of any of the Bonds or principal installments which shall have become due (other than funds held Bonds called for the payment or redemption of particular Bonds which have theretofore become due at maturity or by call for redemption) and any other moneys received or collected by the Fiduciaries acting pursuant to the Act and this Article VII, after making provision for the payment of which moneys are held pursuant to the provisions of this Indenture), in inverse order of maturity, from the respective dates upon which they become due and, if the amount available shall not be sufficient to pay in full Bonds or principal installments due on any expenses necessary in particular date, then to the opinion payment ratably, according to the amount of principal due on such date, to the Master Trustee persons entitled thereto without any discrimination or preference. (2) If the principal of all the Bonds shall have become or have been declared due and payable, to protect the interests of the Owners of the Bonds, and for the payment of the charges principal and expenses interest (at the rate or rates expressed thereon) then due and liabilities incurred unpaid upon the Bonds without preference or priority of principal over interest or of interest over principal, or of any installment of interest over any other installment of interest, or of any Bond over any other Bond, ratably, according to the amounts due respectively for principal and advances made by interest, to the Fiduciaries in persons entitled thereto without any discrimination or preference. (B) Whenever moneys are to be applied pursuant to the performance provisions of their duties under this Trust AgreementSection, such moneys shall be applied at such times, and from time to time, as follows:the Trustee shall determine, having due regard to the amount of such moneys available for application and the likelihood of additional moneys becoming available for such application in the future. Whenever the Trustee shall apply such funds, it shall fix the date upon which such application shall be made. The Trustee shall give such notice as it may deem appropriate of the deposit with it of any such moneys and of the fixing of any such date, and shall not be required to make payment to the holder of any Bonds until such Bonds shall be presented to the Trustee for appropriate endorsement or for cancellation if fully paid. (C) Whenever all Bonds and interest thereon and all other amounts due under the Financing Documents have been paid under the provisions of this Section and all fees, expenses and charges of the Trustee and Paying Agents have been paid, any balance remaining in the Debt Service Fund shall be paid to or upon the order of the Borrower.

Application of Revenues and Other Moneys After Default. (Aa) The Trust covenants that if If an Event of Default shall occur and shall not have been remedied, the Trustee shall transfer to the Revenue Fund (i) forthwith, all moneys and securities then held in any other Fund or Account under this Indenture other than an Event amounts held in the Rebate Fund and (ii) as promptly as practicable after receipt thereof, all revenues and other payments or receipts pledged under this Indenture and all proceeds realized as a result of Default described in Clause (C) of Section 7.1remedial action under the Loan Documents, the Trust, upon demand of General Partner Documents and the Master Trustee, shall pay over or cause to be paid over, to the Master Trustee upon receipt thereof all Program Revenues, and other moneys pledged hereunder. Unless otherwise directed by a court, all such Program Revenues and other moneys, and any other moneys received or collected by the Master Trustee acting pursuant to the Act or this Article VII, shall, except as provided below, be held, transferred and applied as provided in Article V.Guaranty. (Bb) In During the event that, upon the happening and continuance continuation of an Event of Default, other than an Event of Default described the Trustee shall apply such moneys, securities, revenues, payments and receipts and the income therefrom as follows and in Clause the following order: (Ci) of Section 7.1, the funds held by the Fiduciaries shall be insufficient for To the payment of interest and principal then due on the Bonds, Scheduled Hedge Payments under Parity Hedge Agreements or Reimbursement Obligation Secured on a parity with the Bonds, such funds Trustee Expenses; (other than funds held for the payment or redemption of particular Bonds which have theretofore become due at maturity or by call for redemptionii) and any other moneys received or collected by the Fiduciaries acting pursuant to the Act and this Article VII, after making provision for the payment of any expenses necessary in the opinion of the Master Trustee to protect the interests of the Owners of the Bonds, and for To the payment of the charges amounts required to reimburse the Owner of the Bond and the Issuer for any reasonable legal or other out- of- pocket costs incurred by them in connection with such remedial action and the reasonable fees and expenses of the Issuer in carrying out this Indenture or the Loan Documents; (iii) To the payment of the interest and liabilities incurred principal installments or redemption price then due and advances made by payable on the Fiduciaries in the performance of their duties under this Trust AgreementBond, shall be applied as follows: (A) Unless the principal of all of the Bond shall have become or have been declared due and payable;