Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, without the prior written consent of the Initial Member (which may be withheld in the Initial Member’s sole and absolute discretion), in no event may the Manager deduct, from the Loan Proceeds, or otherwise use Loan Proceeds to reimburse itself or any Servicer or Subservicer or pay for, any of the following (all of which shall be borne by the Manager in its individual capacity) (collectively, the “Excluded Expenses”):
Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained in any Transaction Document, without the prior written consent of the Initial Member (which may be withheld, conditioned or delayed in the Initial Member’s sole and absolute discretion), in no event may the Manager deduct from the Asset Proceeds, or otherwise use Asset Proceeds (or Company funds) to reimburse itself, the Servicer, any Subservicer or any JDC Contractor or pay for, any Excluded Expenses (all of which must be borne by the Manager in its individual capacity).
Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, without the prior written consent of the Participant (which may be withheld in the Participant’s sole and absolute discretion), in no event may the Company deduct from the Loan Proceeds, or otherwise use Loan Proceeds to reimburse itself or pay for, any of the following:
Costs That Are Not Reimbursable. Notwithstanding anything else to the contrary contained herein or in any Ancillary Document, in no event shall (i) Receiver Advances be treated as Company Advances; (ii) Participant have any liability for any (x) Borrower Reimbursable Costs or Post-Acquisition Costs, other than to the extent the same constitute Company Advances, or (y) Company Advances, other than to the extent the same are reimbursable from Loan Proceeds as and to the extent expressly provided for in this Section 3.03; (iii) any of the following be treated as Company Advances or be reimbursable to the Company: (A) any fine, tax or other penalty, late fee, service charge, interest or similar charge, costs to release Liens or any other costs or expenses incurred by or on behalf of the Company as a result of the Company’s or any Servicer’s or Subservicer’s failure to service any Loan or Collateral properly in accordance with the applicable Loan Documents, this Agreement, the Servicing Agreement, any Subservicing Agreement or otherwise, or failure to make a payment in a timely manner, or failure otherwise to act in a timely manner, or (B) any overhead or administrative expense of the Company or any other Person (including costs and expenses incurred by the Company to comply with reporting, recordkeeping, licensing and similar requirements imposed on the Company under the Company Operating Agreement or under the provisions of this Agreement, including Sections 5.05 and 8.01(a) and (l) of this Agreement); and (iv) are any advances made by (or on behalf of) the Company to bear interest that is included in Company Advances or otherwise charged or chargeable in any way to Participant or deducted from Loan Proceeds.
