Common use of Deposit and Maintenance of Reserve Funds Clause in Contracts

Deposit and Maintenance of Reserve Funds. (a) Borrower shall cause Mortgage Borrower to deposit and maintain each of the Mortgage Loan Reserve Funds as required under the Mortgage Loan Documents and to perform and comply with all the terms and provisions relating thereto; provided, however, in the event Mortgage Borrower does not (or is not required to) make such deposits pursuant to the Mortgage Loan Documents, Borrower shall be obligated to make, or to cause to be made, such deposits to Lender hereunder substantially in accordance with the provisions of the Mortgage Loan Agreement, as more fully set forth in Section 9.1(b) hereof. If requested by Lender, Borrower will promptly provide evidence reasonably acceptable to Lender of compliance with the foregoing. (b) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Reserve Funds required to be maintained pursuant to the Mortgage Loan Agreement are no longer being maintained (including, without limitation, because the Mortgage Loan has been paid off or otherwise satisfied) and/or are reduced, waived or modified in any material respect (in each case, including, without limitation, due to any waiver, amendment or refinance) (such Mortgage Loan Reserve Funds, the “Waived Reserve Funds”), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender reserves in replacement and substitution thereof (the “Substitute Reserves”), which Substitute Reserves shall be subject to all of the same terms and conditions applicable under the Mortgage Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Reserves required by Lender and shall cause Mortgage Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Mortgage Borrower to remit to Lender) any Mortgage Loan Reserve Funds remaining in the Waived Reserve Funds.

Deposit and Maintenance of Reserve Funds. (a) Borrower shall cause Senior Mezzanine Borrower to cause Mortgage Borrower to deposit and maintain each of the Mortgage Loan Reserve Funds as required under the Mortgage Loan Documents and to perform and comply with all the terms and provisions relating thereto; provided, however, in the event Mortgage Borrower does and Senior Mezzanine Borrower do not (or is are not required to) make such deposits pursuant to the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, as applicable, Borrower shall be obligated to make, or to cause to be made, such deposits to Lender hereunder substantially in accordance with the provisions of the Mortgage Loan Agreement, as more fully set forth in Section 9.1(b) hereof. If requested by Lender, Borrower will promptly provide evidence reasonably acceptable to Lender of compliance with the foregoing. (b) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Reserve Funds required to be maintained pursuant to the Mortgage Loan Agreement are no longer being maintained (including, without limitation, because the Mortgage Loan has been paid off or otherwise satisfied) and/or are reduced, waived or modified in any material respect (in each case, including, without limitation, due to any waiver, amendment or refinance) (such Mortgage Loan Reserve Funds, the “Waived Reserve Funds”), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender reserves in replacement and substitution thereof (the “Substitute Reserves”), which Substitute Reserves shall be subject to all of the same terms and conditions applicable under the Mortgage Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Reserves required by Lender and shall cause Senior Mezzanine Borrower to cause Mortgage Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Senior Mezzanine Borrower to cause Mortgage Borrower to remit to Lender) any Mortgage Loan Reserve Funds remaining in the Waived Reserve Funds.

Deposit and Maintenance of Reserve Funds. (a) Borrower shall cause Mortgage Borrower to deposit and maintain each of the Mortgage Loan Reserve Funds as required under the Mortgage Loan Documents and to perform and comply with all the terms and provisions relating thereto; provided, however, in the event Mortgage Borrower does not (or is not required to) make such deposits pursuant to the Mortgage Loan Documents, Borrower shall be obligated to make, or to cause to be made, made such deposits to Lender hereunder substantially in accordance with the provisions of the Mortgage Loan Agreement, as more fully set forth in Section 9.1(b) 9.1 hereof. If requested by Lender, Borrower will promptly provide evidence reasonably acceptable to Lender of compliance with the foregoing. (b) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Reserve Funds required Cash Management Provisions, the Mezzanine A Loan Cash Management Provisions, the Mezzanine C Cash Management Provisions and the Mezzanine B Loan Cash Management Provisions cease to be maintained pursuant to the Mortgage Loan Agreement exist or are no longer being maintained (including, without limitation, because the Mortgage Loan has been paid off or otherwise satisfied) and/or are reduced, waived or modified in any material respect and/or the Cash Management Account, the Mezzanine A Cash Management Account, the Mezzanine C Cash Management Account and the Mezzanine B Cash Management Account are no longer being maintained (in each case, including, without limitation, due to any waiver, amendment or refinance) (such Mortgage Loan Reserve Fundsaccounts, the “Waived Reserve FundsCash Management Accounts”), to the extent permitted to do so pursuant to the Mortgage Loan Documents, the Mezzanine B Loan Documents, the Mezzanine A Loan Documents and the Mezzanine C Loan Documents (in each case, if applicable), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender reserves accounts in replacement and substitution thereof (the “Substitute Reserves”), which Substitute Reserves shall be subject to all of the same terms and conditions applicable under the Mortgage Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Reserves required by Lender and shall cause Mortgage Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Mortgage Borrower to remit to Lender) any Mortgage Loan Reserve Funds remaining in the Waived Reserve Funds.00000000.0.XXXXXXXX

Deposit and Maintenance of Reserve Funds. (a) Borrower shall cause Mortgage Borrower to deposit and maintain each of the Mortgage Loan Reserve Funds as required under the Mortgage Loan Documents and to perform and comply with all the terms and provisions relating thereto; provided, however, in the event Mortgage Borrower does not (or is not required to) make such deposits pursuant to the Mortgage Loan Documents, Borrower shall be obligated to make, or to cause to be made, made such deposits to Lender hereunder substantially in accordance with the provisions of the Mortgage Loan Agreement, as more fully set forth in Section 9.1(b) 9.1 hereof. If requested by Lender, Borrower will promptly provide evidence reasonably acceptable to Lender of compliance with the foregoing. (b) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Reserve Funds required Cash Management Provisions cease to be maintained pursuant to the Mortgage Loan Agreement exist or are no longer being maintained (including, without limitation, because the Mortgage Loan has been paid off or otherwise satisfied) and/or are reduced, waived or modified in any material respect and/or the Cash Management Account is no longer being maintained (in each case, including, without limitation, due to any waiver, amendment or refinance) (such Mortgage Loan Reserve Fundsaccounts, the “Waived Reserve FundsCash Management Accounts”), to the extent permitted to do so pursuant to the Mortgage Loan Documents (if applicable), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender reserves accounts in replacement and substitution thereof (the “Substitute ReservesCash Management Accounts”), which Substitute Reserves Cash Management Accounts shall be subject to all of the same terms and conditions applicable under the Mortgage Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Reserves Cash Management Accounts required by Lender and shall cause Mortgage Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Mortgage Borrower to remit to Lender) any Mortgage Loan Reserve Funds amounts remaining in the Waived Reserve FundsCash Management Accounts.

Deposit and Maintenance of Reserve Funds. (a) Borrower shall cause Mortgage Borrower to deposit and maintain each of the Mortgage Loan Reserve Funds as required under the Mortgage Loan Documents and to perform and comply with all the terms and provisions relating thereto; provided, however, in the event Mortgage Borrower does not (or is not required to) make such deposits pursuant to the Mortgage Loan Documents, Borrower shall be obligated to make, or to cause to be made, made such deposits to Lender hereunder substantially in accordance with the provisions of the Mortgage Loan Agreement, 00000000.0.XXXXXXXX 126 as more fully set forth in Section 9.1(b) 9.1 hereof. If requested by Lender, Borrower will promptly provide evidence reasonably acceptable to Lender of compliance with the foregoing. (b) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Cash Management Provisions and the Mezzanine A Loan Cash Management Provisions cease to exist or are waived or modified in any material respect and/or the Cash Management Account and the Mezzanine A Cash Management Account is no longer being maintained (in each case, including, without limitation, due to any waiver, amendment or refinance) (such accounts, the “Waived Cash Management Accounts”), to the extent permitted to do so pursuant to the Mortgage Loan Documents and the Mezzanine A Loan Documents (in each case, if applicable), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender accounts in replacement and substitution thereof (the “Substitute Cash Management Accounts”), which Substitute Cash Management Accounts shall be subject to the same terms and conditions applicable under the Mortgage Loan Documents and the Mezzanine A Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Cash Management Accounts required by Lender and shall cause Mortgage Borrower and Mezzanine A Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Mortgage Borrower and Mezzanine A Borrower to remit to Lender) any amounts remaining in the Waived Cash Management Accounts. (c) Notwithstanding anything to the contrary contained in this Agreement, if at any time and for any reason the Mortgage Loan Reserve Funds and the Mezzanine A Loan Reserve Funds required to be maintained pursuant to the Mortgage Loan Agreement and the Mezzanine A Loan Documents (in each case, if applicable) are no longer being maintained (including, without limitation, because the Mortgage Loan has been paid off or otherwise satisfied) and/or are reduced, waived or modified in any material respect (in each case, including, without limitation, due to any waiver, amendment or refinance) (such Mortgage Loan Reserve Funds and the Mezzanine A Loan Reserve Funds, the “Waived Reserve Funds”), Borrower shall promptly (i) notify Lender of the same and establish and maintain with Lender and for the benefit of Lender reserves in replacement and substitution thereof (the “Substitute Reserves”), which Substitute Reserves shall be subject to all of the same terms and conditions applicable under the Mortgage Loan Documents and the Mezzanine A Loan Documents, (ii) execute any amendments to this Agreement and/or the Loan Documents relating to the Substitute Reserves required by Lender and shall cause Mortgage Borrower and Mezzanine A Borrower to acknowledge and agree to the same, and (iii) remit to Lender (and shall cause Mortgage Borrower and Mezzanine A Borrower to remit to Lender) any Mortgage Loan Reserve Funds and any Mezzanine A Loan Reserve Funds remaining in the Waived Reserve Funds.