Common use of Assignment of Management Agreement Clause in Contracts

Assignment of Management Agreement. Owner shall have the right to collaterally assign to any Qualified Lender, as additional security for the indebtedness evidenced by a Qualified Loan, all of Owner's right, title and interest in and to this Agreement, including the right to distributions payable to Owner pursuant to Article V thereof. If, pursuant to any such assignment (or subsequent loan documentation entered into between Owner and a Qualified Lender with a similar purpose), and provided that Management Company has previously received a copy of such assignment and such subsequent documentation, Management Company may receive (from time to time) a notice or notices from such Qualified Lender directing Management Company to pay to such Qualified Lender subsequent distributions under Article V of this Agreement which would otherwise be payable to Owner, Management Company shall comply with any such notice. Management Company shall continue to make payments in compliance with any such notice from such Qualified Lender until Management Company receives written instructions to the contrary from such Qualified Lender. Owner hereby gives its consent to any such payments by Management Company to such Qualified Lender which are in compliance with any such notice. The foregoing consent by Owner shall be deemed to be irrevocable until the entire Qualified Loan has been discharged, as evidenced either by the recordation of a satisfaction or release executed by such Qualified Lender, or by the delivery of a written statement to that effect from such Qualified Lender to Management Company. Management Company shall comply with the direction set forth in any such notice without any necessity to investigate why such Qualified Lender sent such notice, or to confirm whether or not Owner is in fact in default under the terms of such Qualified Loan. If Management Company receives such notices from more than one Qualified Lender, Management Company shall (at its option) either (i) comply with the provisions of the notice sent by the Qualified Lender whose Qualified Loan has the senior lien priority, or (ii) institute Litigation for a declaratory judgment to determine to whom payments under this Agreement shall be made (in which case, the costs and expenses of such Litigation, including attorneys' fees, shall be Deductions).

Assignment of Management Agreement. Owner shall have the right to collaterally assign to any Qualified Lender, as additional security for the indebtedness evidenced by a Qualified Loan, all of Owner's right, title and interest in and to this Agreement, including the right to all distributions payable to Owner pursuant to Article V thereofhereunder. If, pursuant to any such assignment (or subsequent loan documentation entered into between Owner and a Qualified Lender with a similar purpose), and provided that Management Company Operator has previously received a copy of such assignment and such subsequent documentation, Management Company Operator may receive (from time to time) a notice or notices from such Qualified Lender directing Management Company Operator to pay to such Qualified Lender subsequent distributions under Article V Section 9.01C of this Agreement which would otherwise be payable to Owner, Management Company Operator shall comply with any such notice. Management Company Operator shall continue to make payments in compliance with any such notice from such Qualified Lender until Management Company Operator receives written instructions to the contrary from such Qualified Lender. Owner hereby gives its consent to any such payments by Management Company Operator to such Qualified Lender which are in compliance with any such notice. The foregoing consent by Owner shall be deemed to be irrevocable until the entire Qualified Loan has been discharged, as evidenced either by the recordation of a satisfaction or release executed by such Qualified Lender, or by the delivery of a written statement to that effect from such Qualified Lender to Management CompanyOperator. Management Company Operator shall comply with the direction set forth in any such notice without any necessity to investigate why such Qualified Lender sent such notice, or to confirm whether or not Owner is in fact in default under the terms of such Qualified Loan. If Management Company Operator receives such notices from more than one Qualified Lender, Management Company Operator shall (at its option) either (i) comply with the provisions of the notice sent by the Qualified Lender whose Qualified Loan has the senior lien priority, or (ii) institute Litigation for a declaratory judgment to determine to whom payments under this Agreement shall be made (in which case, the costs and expenses of such Litigation, including attorneys' fees, shall be DeductionsOperating Expenses).

Assignment of Management Agreement. Owner shall have the right to collaterally assign to any Qualified Lender, as additional security for the indebtedness evidenced by a Qualified Loan, all of Owner's right, title and interest in and to this Agreement, including the right to all distributions payable to Owner pursuant to Article V thereofhereunder. If, pursuant to any such assignment (or subsequent loan documentation entered into between Owner and a Qualified Lender with a similar purpose), and provided that Management Company Operator has previously received a copy of such assignment and such subsequent documentation, Management Company Operator may receive (from time to time) a notice or notices from such Qualified Lender directing Management Company Operator to pay to such Qualified Lender subsequent distributions under Article V Section 9.01C of this Agreement which would otherwise be payable to Owner, Management Company Operator shall comply with any such notice. Management Company Operator shall continue to make payments in compliance with any such notice from such Qualified Lender until Management Company Operator receives written instructions to the contrary from such Qualified Lender. Owner hereby gives its consent to any such payments by Management Company Operator to such Qualified Lender which are in compliance with any such notice. The foregoing consent by Owner shall be deemed to be irrevocable until the entire Qualified Loan has been discharged, as evidenced either by the recordation of a satisfaction or release executed by such Qualified Lender, or by the delivery of a written statement to that effect from such Qualified Lender to Management CompanyOperator. Management Company Operator shall comply with the direction set forth in any such notice without any necessity to investigate why such Qualified Lender sent such notice, or to confirm whether or not Owner is in fact in default under the terms of such Qualified Loan. If Management Company Operator receives such ------------------------------------------------------------------------------- FORM OF OPERATING AGREEMENT [DATE], PAGE 26 notices from more than one Qualified Lender, Management Company Operator shall (at its option) either (i) comply with the provisions of the notice sent by the Qualified Lender whose Qualified Loan has the senior lien priority, or (ii) institute Litigation for a declaratory judgment to determine to whom payments under this Agreement shall be made (in which case, the costs and expenses of such Litigation, including attorneys' fees, shall be DeductionsOperating Expenses).

Assignment of Management Agreement. Owner shall have has, pursuant to the right ---------------------------------- applicable provisions of the Mortgage, collaterally assigned to collaterally assign to any Qualified LenderMortgagee, as additional security for the indebtedness evidenced by a Qualified Loanthe Mortgage, all of Owner's right, title and interest in and to this the Management Agreement, including the right to distributions payable to Owner Lessee pursuant to Article V thereofthereto. If, pursuant to any such assignment (or subsequent loan documentation entered into between Owner and a Qualified Lender with a similar purpose), and provided Manager hereby acknowledges that Management Company it has previously received been given a copy of such assignment the foregoing assignment. Owner and such subsequent documentationManager hereby acknowledge and agree that, Management Company upon the occurrence of a default under the Loan Agreement or Mortgage, Mortgagee may receive (from time to time) give Manager a notice or notices from such Qualified Lender directing Management Company Manager to pay to such Qualified Lender Mortgagee subsequent distributions under Article V of this or other applicable provisions under the Management Agreement which that would otherwise be payable to OwnerLessee, Management Company shall and Manager agrees to comply with any such notice. Management Company Manager shall continue to make payments in compliance with any such notice from such Qualified Lender Mortgagee until Management Company Manager receives written instructions to the contrary from such Qualified LenderMortgagee. Owner and Lessee hereby gives its give consent to any such payments by Management Company Manager to such Qualified Lender which Mortgagee that are in compliance with any such notice. The foregoing consent consents by Owner and Lessee shall be deemed to be irrevocable until the entire Qualified Loan debt secured by the Mortgage has been discharged, as evidenced either by the recordation of a satisfaction or release executed by such Qualified LenderMortgagee, or by the delivery of a written statement to that effect from such Qualified Lender Mortgagee to Management CompanyManager. Management Company It is understood that Manager shall comply with the direction set forth in any such notice without any necessity to investigate why such Qualified Lender sent Mortgagee's reasons for sending such notice, or to confirm whether or not Owner is in fact in default under the terms of such Qualified Loan. If Management Company receives such notices from more than one Qualified Lender, Management Company shall (at its option) either (i) comply with the provisions of the notice sent by the Qualified Lender whose Qualified Loan has the senior lien priority, Agreement or (ii) institute Litigation for a declaratory judgment to determine to whom payments under this Agreement shall be made (in which case, the costs and expenses of such Litigation, including attorneys' fees, shall be Deductions)Mortgage.

Assignment of Management Agreement. Owner shall have has, pursuant to the right applicable provisions of the Mortgage, collaterally assigned to collaterally assign to any Qualified LenderMortgagee, as additional security for the indebtedness evidenced by a Qualified Loanthe Mortgage, all of Owner's right, title and interest in and to this the Management Agreement, including the right to distributions payable to Owner Lessee pursuant to Article V thereofthereto. If, pursuant to any such assignment (or subsequent loan documentation entered into between Owner and a Qualified Lender with a similar purpose), and provided Manager hereby acknowledges that Management Company it has previously received been given a copy of such assignment the foregoing assignment. Owner and such subsequent documentationManager hereby acknowledge and agree that, Management Company upon the occurrence of a default under the Loan Agreement or Mortgage, Mortgagee may receive (from time to time) give Manager a notice or notices from such Qualified Lender directing Management Company Manager to pay to such Qualified Lender Mortgagee subsequent distributions under Article V of this or other applicable provisions under the Management Agreement which that would otherwise be payable to OwnerLessee, Management Company shall and Manager agrees to comply with any such notice. Management Company Manager shall continue to make payments in compliance with any such notice from such Qualified Lender Mortgagee until Management Company Manager receives written instructions to the contrary from such Qualified LenderMortgagee. Owner and Lessee hereby gives its give consent to any such payments by Management Company Manager to such Qualified Lender which Mortgagee that are in compliance with any such notice. The foregoing consent consents by Owner and Lessee shall be deemed to be irrevocable until the entire Qualified Loan debt secured by the Mortgage has been discharged, as evidenced either by the recordation of a satisfaction or release executed by such Qualified LenderMortgagee, or by the delivery of a written statement to that effect from such Qualified Lender Mortgagee to Management CompanyManager. Management Company It is understood that Manager shall comply with the direction set forth in any such notice without any necessity to investigate why such Qualified Lender sent Mortgagee's reasons for sending such notice, or to confirm whether or not Owner is in fact in default under the terms of such Qualified Loan. If Management Company receives such notices from more than one Qualified Lender, Management Company shall (at its option) either (i) comply with the provisions of the notice sent by the Qualified Lender whose Qualified Loan has the senior lien priority, Agreement or (ii) institute Litigation for a declaratory judgment to determine to whom payments under this Agreement shall be made (in which case, the costs and expenses of such Litigation, including attorneys' fees, shall be Deductions)Mortgage.