Common use of Deferred Maintenance and Environmental Escrow Account Clause in Contracts

Deferred Maintenance and Environmental Escrow Account. (a) If the Deferred Maintenance Amount is greater than zero, Lender will establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “"Deferred Maintenance and Environmental Escrow Account”"). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents as specified in this Section 3.7 have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Maryland Guarantor shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower Maryland Guarantor at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower Maryland Guarantor from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower Maryland Guarantor for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that: (i) Borrower Maryland Guarantor shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower Maryland Guarantor shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower Maryland Guarantor or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (iv) No amounts reserved in the Deferred Maintenance and Environmental Escrow Account shall be used to pay expenses in respect of the Capital Plan, except for any maintenance requirements called for in the Capital Plan which, absent the Capital Plan, would ordinarily be funded from the Deferred Maintenance and Environmental Escrow Account. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to BorrowerMaryland Guarantor. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower Maryland Guarantor and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If the Deferred Maintenance Amount is greater than zero, Lender will establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “"Deferred Maintenance and Environmental Escrow Account”"). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, Account an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Deferred Maintenance Condition costing in excess of $250,000 in the aggregate to remediate (whether disbursed in a lump sum or multiple installments), (x) reasonably satisfactory site inspectioninspections, and (3y) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance ConditionsConditions and payment of all costs and expenses in respect thereof, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve and Environmental Escrow Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”).) which Deferred Maintenance and Environmental Escrow Account shall be subject to the Cash Management Agreement. | NY\1631294.13 mle xx xxxx Loan Agreement|| (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default has occurred and is continuing (but not more often than once twice per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspectioninspections, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts, and (4) such other evidence as Lender shall reasonably request to demonstrate that the Deferred Maintenance Conditions to be funded by the requested disbursement have been or will be completed with such disbursed funds. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule CC attached hereto, and provided no Event of Default that has occurred is then continuing, the remainder of the portion of the Deferred Maintenance Reserve and Environmental Escrow Account held for such line item (as shown adjacent to such line item on Schedule CC attached hereto) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period that has occurred is then continuing, any amounts then remaining in the Deferred Maintenance Reserve and Environmental Escrow Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.. | NY\1631294.13 mle xx xxxx Loan Agreement||

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once twice per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to pay, or reimburse Borrower for for, reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfiedno Event of Default is continuing; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Deferred Maintenance Condition costing in excess of the $250,000 in the aggregate to remediate (whether disbursed in a lump sum or multiple installments), (A) reasonably satisfactory site inspectioninspections, and (3B) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained. (e) Any amount (or portion thereof) required to be deposited into the Deferred Maintenance and Environmental Escrow Account pursuant to this Agreement may, at Borrower’s election, be provided instead in the form of one or more Letters of Credit (and provided no Event of Default is continuing, Borrower shall have the right to replace any amounts theretofore deposited into the Deferred Maintenance and Environmental Escrow Account with one or more Letters of Credit, whereupon the amount so replaced shall be remitted to Borrower); provided, however, that the aggregate amount of any Letters of Credit delivered to Lender under this Agreement shall not, at any one time, exceed an amount equal to 10% of the Principal Indebtedness, unless Borrower shall have delivered to Lender a nonconsolidation opinion substantially in the form of the Nonconsolidation Opinion, and otherwise reasonably acceptable to Lender, which takes into account all such Letters of Credit. Lender shall be entitled to draw on such Letters of Credit, and hold the proceeds of such draws as additional Collateral, immediately and without further notice, (a) during the continuance of any Event of Default, (b) if Borrower shall not have delivered to Lender, no less than 30 days prior to the termination of any Letter of Credit, a replacement Letter of Credit reasonably satisfactory to Lender, or (c) if Borrower shall not have delivered to Lender, within 10 days after the issuer of such Letter of Credit ceases to be an Eligible Institution, a replacement Letter of Credit reasonably satisfactory to Lender. Borrower shall have the right, by written request to Lender from time to time, to reduce the aggregate notional amount of such Letters of Credit to the amount that would then be contained in the Deferred Maintenance and Environmental Escrow Account had Borrower not made the election to provide Letters of Credit in lieu of cash.

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Funding Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default or Trigger Period is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If On or prior to the Closing Date, if the Deferred Maintenance Amount is greater than zero, Lender will Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Date, Borrower shall deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (iv) No amounts reserved in the Deferred Maintenance and Environmental Escrow Account shall be used to pay expenses in respect of the Capital Plan, except for any maintenance requirements called for in the Capital Plan which, absent the Capital Plan, would ordinarily be funded from the Deferred Maintenance and Environmental Escrow Account. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance Conditions, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintained.

Deferred Maintenance and Environmental Escrow Account. (a) If the Deferred Maintenance Amount is greater than zero, Lender will establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Accountbook-entry subaccount) for the purpose of reserving amounts anticipated to be required to correct Deferred Maintenance Conditions (the “Deferred Maintenance and Environmental Escrow Account”). (b) On the Closing Date, Borrower shall remit to Lender, for deposit into the Deferred Maintenance and Environmental Escrow Account, from the proceeds of the Loan, an amount equal to the Deferred Maintenance Amount. (c) Upon the Within 10 Business Days following Borrower’s delivery of a written request of Borrower at any time that no Event of Default is continuing to Lender (but not more often than once per calendar month) and satisfaction of the conditions set forth in this Section 3.7(c), provided that no Event of Default is then continuing, Lender shall cause disbursements to Borrower from the Deferred Maintenance and Environmental Escrow Account to reimburse Borrower for reasonable costs and expenses incurred in order to correct Deferred Maintenance Conditions, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Deferred Maintenance Condition costing in excess of $750,000 in the aggregate to remediate (whether disbursed in a lump sum or multiple installments), (x) reasonably satisfactory site inspectioninspections, and (3y) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon substantial completion (as reasonably determined by Lender) of the portion of the Deferred Maintenance Conditions identified on any line on Schedule C, and provided no Event of Default is then continuing, the remainder of the portion of the Deferred Maintenance Reserve Account held for such line item (as shown adjacent to such line item on Schedule C) shall promptly be remitted to Borrower. Upon the correcting of all Deferred Maintenance ConditionsConditions and payment of all costs and expenses in respect thereof, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Deferred Maintenance Reserve and Environmental Escrow Account shall promptly be remitted to Borrower and the Deferred Maintenance and Environmental Escrow Account will no longer be maintainedmaintained (or, if a Trigger Period is then continuing, promptly following termination of the Trigger Period).