Cash Management Accounts. JHSS shall establish certain cash management accounts (“Service Accounts”) as necessary to provide services under this Agreement. JHSS may receive interest/investment earnings and/or balance credits (“Service Account Earnings”) earned with respect to the funds in such Service Accounts. Any such Services Account Earnings will be used by JHSS to offset (a) the banking service fees imposed by the cash management service provider; and (b) transfer agent fees and out-of-pocket expenses owed by the Fund.
Cash Management Accounts. The Manager shall maintain one or more separate cash management accounts for the payment of all expenses and the deposit of all cash receipts for the Business.
Cash Management Accounts. On or prior to the Closing Date the Company shall establish the Soft Costs Cash Management Account and the Hard Costs Cash Management Account. Each such account shall be a local deposit account established in Las Vegas, Nevada at a bank that is reasonably acceptable to the Disbursement Agent and that enters into control agreements in the form of Exhibits Z-1 and Z-2 hereto to grant the Bank Lenders and the Second Mortgage Note Holders a first and second priority perfected security interest therein, respectively. The Company shall take such further actions and execute such further documents in connection therewith as the Bank Agent, the Indenture Trustee or the Disbursement Agent may reasonably request in order to perfect or maintain the perfection or priority, to the greatest extent reasonably practicable, of the Liens of the Bank Lenders and the Second Mortgage Note Holders in the Soft Cost Cash Management Account and Hard Cost Cash Management Account. On the Closing Date, Two Million Five Hundred Thousand Dollars ($2,500,000) shall be withdrawn by the Disbursement Agent from the Disbursement Account and deposited in the Soft Costs Cash Management Account and Three Million Dollars ($3,000,000) shall be withdrawn by the Disbursement Agent from the Disbursement Account and deposited in the Hard Costs Cash Management Account. Subject to the provisions of Section 10.2 and the Company Collateral Account Agreements, the Company shall be permitted from time to time to draw checks on and otherwise withdraw amounts on deposit in the Soft Costs Cash Management Account to pay due and payable Soft Costs and to draw checks on and otherwise withdraw amounts on deposit in the Hard Costs Cash Management Account to pay due and payable Hard Costs. The Company shall be permitted from time to time to replace amounts drawn from, and/or to increase the funds on deposit in, the Soft Costs Cash Management Account and the Hard Costs Cash Management Account pursuant to the preceding sentence (i) by including a request to such effect in Advance Requests submitted in accordance with Sections 2.4 and 2.5 and satisfying the conditions precedent set forth in Sections 3.2 or 3.3, as the case may be (unless such conditions precedent are waived in accordance with the terms hereof) or (ii) by requesting a transfer of funds previously deposited in the Bank Proceeds Account and satisfying the conditions precedent set forth in Section 2.6.3. Any deposit of funds into the Soft Costs Cash Manag...
Cash Management Accounts. (a) On or prior to the Closing Date, Borrower shall establish and thereafter maintain with the Cash Management Bank (i) a cash management account into which income from the Properties will be deposited (the “Presidents Cash Management Account”) and (ii) a cash management account into which RKB Excess Cash Flow will be deposited when required to be so deposited pursuant to this Agreement (the “RKB Cash Management Account”). As a condition precedent to the closing of the Loan, Borrower shall cause the Cash Management Bank to execute and deliver a separate Cash Management Agreement in respect of each of the Presidents Cash Management Account (“Presidents Cash Management Agreement”) and the RKB Cash Management Account (“RKB Cash Management Agreement”), each of which provides, inter alia, that no party other than Lender and Servicer shall have the right to withdraw funds from the Presidents Cash Management Account or the RKB Cash Management Account, as the case may be. The fees and expenses of the Cash Management Bank shall be paid by Borrower. At such time that the Junior Indebtedness is reduced to zero, the RKB Cash Management Agreement shall terminate and there shall be no further requirement to maintain the RKB Cash Management Account or to make any deposit to such account.
(b) In connection with the establishment of the Presidents Cash Management Account and the RKB Cash Management Account:
(i) Within five Business Days following the Closing Date, Borrower shall deliver to each Tenant in the Properties a written notice (a “Tenant Notice”) in the form of Exhibit A instructing that (x) all payments under the Leases shall thereafter be transmitted by them directly to, and deposited directly into, the Presidents Cash Management Account and (y) such instruction may not be rescinded unless and until such Tenant receives from Borrower or Lender a copy of Lender’s written consent to such rescission. Borrower shall send a copy of each such written notice to Lender and shall redeliver such notices to each Tenant until such time as such Tenant complies therewith. Borrower covenants to cause all cash Revenues relating to the Properties and all other money received by Borrower or the Approved Property Manager with respect to the Properties (other than tenant security deposits required to be held in escrow accounts) to be deposited in the Presidents Cash Management Account by the end of the first Business Day following Borrower’s or the Approved Property Manager’s recei...
Cash Management Accounts. With respect to an Advance Request which requests that funds be deposited in the Soft Costs Cash Management Account or the Hard Costs Cash Management Account, the Company shall have substantiated (a) to the Construction Consultant's satisfaction (as set forth in the Construction Consultant's Advance Certificate), in the manner contemplated by the Advance Request, that the amounts previously drawn by the Company from the Hard Costs Cash Management Account have been used to pay Hard Costs in accordance with the Project Budget and (b) to the Disbursement Agent's satisfaction, in the manner contemplated by the Advance Request, that amounts previously drawn by the Company from the Soft Costs Cash Management Account have been used to pay Soft Costs in accordance with the Project Budget. After giving effect to the requested Advance, the balance in the Soft Costs Cash Management Account will not exceed $2,500,000 and the Hard Costs Cash Management Account will not exceed $3,000,000 in each case, unless approved by the Disbursement Agent in accordance with Section 2.3.4.
Cash Management Accounts. Each Grantor has established a Cash Management Account with an appropriate Cash Management Bank in accordance with Section 2.7 of the Loan Agreement. Each Cash Management Account will serve as a cash collateral account securing payment of the Secured Obligations, and in which each Grantor hereby grants a Lien to the Administrative Agent.
Cash Management Accounts. A Macau Pataca-denominated account (account number 9004925711)(the “General Cash Management Account”) and another Macau Pataca-denominated account (account number 9004925745)(the “Non-Casino Cash Management Account”) have been established in the name of the Borrower in Macau SAR at BNU, as Financial Institution, pursuant to the Macau Collateral Account Agreement (collectively, the “Cash Management Accounts”). On the Closing Date, Sixty Four Million One Hundred Nineteen Thousand Seven Hundred Ninety Two Dollars ($64,119,792) shall be converted into Patacas, withdrawn from the General Disbursement Account and deposited in the General Cash Management Account and Eight Hundred Eighty Thousand Two Hundred Eight Dollars ($880,208) shall be withdrawn from the Non-Casino Disbursement Account and shall be deposited in the Non-Casino Cash Management Account. Subject to the Macau Collateral Account Agreement, the Company shall be permitted from time to time to draw checks on and otherwise withdraw amounts on deposit in (i) the General Cash Management Account solely to pay due and payable Projects Costs with respect to any Active Project and Project Costs of the types described in clauses (b), (c) and (d) of the definition of “Project Costs;” and (ii) the Non-Casino Cash Management Account solely to pay due and payable to pay Non-Casino Projects Costs with respect to any Active Project and Non-Casino Project Costs of the types described in clauses (b), (c) and (d) of the definition of “Project Costs.” Investment income from Cash Equivalents on amounts on deposit in each Cash Management Account shall be deposited at all times therein until applied to the payment of Project Costs or Non-Casino Project Costs, as the case may be, in accordance with the preceding sentence or applied as provided in Section 2.4 of the Credit Agreement. The Company shall be permitted from time to time to replace amounts drawn from the Cash Management Accounts pursuant to the preceding sentence by including a request to such effect in Advance Requests submitted in accordance with Sections 2.4 and 2.5; provided, however, that in no event shall the maximum aggregate amount of all funds on deposit in the General Cash Management Account and the Non-Casino Cash Management Account (in each case, excluding investment income) exceed $65,000,000. On the Last Project Final Completion Date, funds remaining in the Cash Management Accounts shall be applied as provided in Section 2.9.
Cash Management Accounts. At all times while the Loan is outstanding, Borrower shall establish and maintain accounts required pursuant to the Cash Management Agreement into which Rents and other revenue from the Property are deposited.
Cash Management Accounts. The Borrower shall
(a) within 10 Business Days of the Closing Date establish cash management accounts subject to the control of the Administrative Agent, all on terms and conditions and pursuant to documentation satisfactory to the Administrative Agent and the Syndication Agent;
(b) provide instructions to the appropriate Person as often as necessary to ensure that any and all amounts deposited in any such account are transferred, either directly or indirectly, to the Administrative Agent, to be applied against any outstanding Loans; and
(c) not close or transfer any such account, or open any new deposit account, in any case without the prior written consent of the Administrative Agent.
Cash Management Accounts. With respect to an Advance Request which requests that funds be deposited in the Cash Management Accounts, the Company shall have substantiated to the Construction Consultant’s reasonable satisfaction (as set forth in the Construction Consultant’s certificate), in the manner contemplated by the Advance Request, that (a) the amounts previously drawn by the Company from the General Cash Management Account have been used to pay Project Costs for an Active Project in accordance with the Project Budget for such Project or to pay Project Costs of the types described in clause (b), (c) and (d) of the definition of “Project Costs;” and (b) the amounts previously drawn by the Company from the Non-Casino Cash Management Account have been used to pay Non-Casino Project Costs for an Active Project in accordance with the Project Budget for such Project or to pay Non-Casino Project Costs of the types described in clause (b), (c) and (d) of the definition of “Project Costs.” After giving effect to the requested Advance, the balances in the Cash Management Accounts will not exceed $65,000,000 in the aggregate.
