Common use of Deposits Into Accounts Clause in Contracts

Deposits Into Accounts. The Issuers and the Manager represent, warrant and covenant that: (a) To the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter in the form of Exhibit A (each a “Tenant Direction Letter”). Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box Account shall be deposited by the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor or the Manager receives any Receipts from any Tower Site, or any Extraordinary Receipts (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture shall be deemed “Receipts” for all intents and purposes under this Agreement and the Indenture), the Issuers or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Account within one (1) Business Day of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture Trustee, neither the Issuers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers and the Manager shall cause any Loss Proceeds to be deposited directly into the Central Account as such proceeds are paid (or, if any such proceeds are received by the Issuers or the Manager, such proceeds shall be deposited into the Central Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 of the Indenture. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.

Deposits Into Accounts. The Issuers Each of CCL, the Guarantors and the Manager representrepresents, warrant warrants and covenant covenants that: (a) To the extent not previously notified, Manager, CCL and the Issuers Guarantors shall notify and advise each Tenant tenant under each Lease to send directly to the deposit box or Lock Box Deposit Account all payments of Receipts pursuant to an instruction letter in the form of Exhibit A (each a “Tenant Direction Letter”). Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box Deposit Account shall be deposited by the Lock Box Deposit Bank into the Central Lock Box Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the IssuersCCL, the Guarantor Guarantors or the Manager receives any Receipts from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under as the property, of Trustee and applied pursuant to the terms of this Agreement and the Indenture)Agreement, (ii) such amounts shall not be commingled with any other funds or property of CCL, the Issuers Guarantors or Manager, and (iii) CCL, the Guarantors or Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rentsrents” in accordance with Article V of the Indenture Section 3.3 hereof when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture Trustee, neither none of CCL, the Issuers nor the Guarantors or Manager shall (i) terminate, amend, revoke or modify any Tenant Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (ed) The Issuers Each of CCL, the Guarantors and the Manager shall cause any Net Proceeds or Event of Loss Proceeds to be deposited directly into the Central Asset Sale Sub-Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers Guarantors or the Manager, such proceeds same shall be deposited into the Central Asset Sale Sub-Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 of the Indenture4.1 hereof. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To Each Borrower and Manager shall cause all Operating Revenues and other income and revenues received by such Borrower or Manager to be deposited directly into the extent not previously notifiedDeposit Account for each applicable Property. The Borrowers shall obtain an agreement (each, a "CREDIT CARD RECEIVABLES PAYMENT DIRECTION LETTER") from each of the Persons paying or disbursing credit card receivables (each, a "CREDIT CARD COMPANY" and collectively, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter "CREDIT CARD COMPANIES"), in substantially the form of Exhibit EXHIBIT A (each attached hereto or as otherwise approved by Lender in its reasonable discretion, pursuant to which the Credit Card Companies agree to pay all credit card receivables for the Properties directly into the Lock Box Account, and acknowledge and agree that Lender shall have a “Tenant Direction Letter”)first priority perfected security interest in such credit card receivables. Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box applicable Deposit Account shall be deposited directly by the Deposit Bank into the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor If any Borrower or the Manager receives any Receipts Operating Revenues or other income or revenues from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then such receipt shall not constitute a Default provided (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under this Agreement as the property, of Lender, and the Indenture), the Issuers (ii) such Borrower or the Manager shall, or shall cause the Guarantor to, deposit such amounts in into the Lock Box applicable Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture TrusteeLender, which shall not be unreasonably withheld, delayed or conditioned, neither the Issuers Borrowers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Credit Card Receivables Payment Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person Credit Card Company to pay any amount in any manner other than as provided in the related Tenant Credit Card Receivables Payment Direction Letter, unless a replacement Credit Card Receivables Payment Direction Letter in form reasonably acceptable to Lender is executed and delivered to Lender by any proposed replacement Credit Card Company prior to termination of the then effective Credit Card Receivables Payment Direction Letter. (ed) The Issuers Each Borrower and the Manager shall also cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Lock Box Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers such Borrower or the Manager, such proceeds same shall be deposited into the Central Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. If the proceeds of any such Business Interruption Insurance are paid in a lump sum, such proceeds shall be deposited into the Loss Proceeds Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Account to the Lock Box Account as directed by Lender (based upon a ratable allocation of such proceeds over the casualty restoration period as reasonably determined by Lender) on the first (1st) Business Day of each calendar month during the period of restoration of the Indenture. (f) The IssuersProperty, and after transfer of same to the ManagerLock Box Account, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds amounts shall be allocated and disbursed in accordance with Article V Section 3.3 hereof. (e) The Borrowers and Manager shall also cause any payments and proceeds payable to the Borrowers under any Cap entered into by or for the benefit of the IndentureBorrowers and pledged to Lender in accordance with the terms of the Loan Agreement to be deposited directly into the Lock Box Account by the applicable Cap Provider (or, if any such proceeds are received by any Borrower or Manager, same shall be deposited into the Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated, disbursed and applied in accordance with Section 3.3 hereof.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter in the form of Exhibit A (each a “Tenant Direction Letter”). Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box Deposit Account other than Third Party Receipts shall be deposited by the Lock Box Deposit Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor Borrowers or the Manager receives any Receipts from any Tower SiteSite (other than Third Party Receipts), or any Extraordinary Receipts Receipts, then (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under as the property, of Lender and applied pursuant to the terms of this Agreement Agreement, (ii) such amounts shall not be commingled with any other funds or property of the Borrowers or Manager, and (iii) the Indenture), the Issuers Borrowers or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Deposit Account within one by the next succeeding Business Day after the Receipts or Extraordinary Receipts are identified, and in no event more than five (15) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as receivedSection 3.3 hereof. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture Trustee, neither the Issuers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers Borrowers and the Manager shall cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers Borrowers or the Manager, such proceeds same shall be deposited into the Central Account within two five (25) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. In the event that the proceeds of the Indenture. (f) The Issuersany such Business Interruption Insurance is paid in a lump sum, the Manager, the Servicer and the Indenture Trustee such proceeds shall cause any Liquidation Proceeds to be deposited directly into the Loss Proceeds Reserve Sub-Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Reserve Sub-Account to the Central Account as directed by Lender (based upon a ratable allocation of such proceeds are received over the casualty restoration period as reasonably determined by Lender) on or before the last day of the calendar month prior to each Due Date during the period of restoration of the Sites, and after transfer of same to the Central Account, such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To Each Borrower and Manager shall cause all Operating Revenues and other income and revenues received by such Borrower or Manager to be deposited directly into the extent not previously notifiedCash Management Agreement (FX4) Deposit Account for each applicable Property. The Borrowers shall obtain an agreement (each, a "CREDIT CARD RECEIVABLES PAYMENT DIRECTION LETTER") from each of the Persons paying or disbursing credit card receivables (each, a "CREDIT CARD COMPANY" and collectively, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter "CREDIT CARD COMPANIES"), in substantially the form of Exhibit EXHIBIT A (each attached hereto or as otherwise approved by Lender in its reasonable discretion, pursuant to which the Credit Card Companies agree to pay all credit card receivables for the Properties directly into the Lock Box Account, and acknowledge and agree that Lender shall have a “Tenant Direction Letter”)first priority perfected security interest in such credit card receivables. Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box applicable Deposit Account shall be deposited directly by the Deposit Bank into the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor If any Borrower or the Manager receives any Receipts Operating Revenues or other income or revenues from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then such receipt shall not constitute a Default provided (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under this Agreement as the property, of Lender, and the Indenture), the Issuers (ii) such Borrower or the Manager shall, or shall cause the Guarantor to, deposit such amounts in into the Lock Box applicable Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture TrusteeLender, which shall not be unreasonably withheld, delayed or conditioned, neither the Issuers Borrowers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Credit Card Receivables Payment Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person Credit Card Company to pay any amount in any manner other than as provided in the related Tenant Credit Card Receivables Payment Direction Letter, unless a replacement Credit Card Receivables Payment Direction Letter in form reasonably acceptable to Lender is executed and delivered to Lender by any proposed replacement Credit Card Company prior to termination of the then effective Credit Card Receivables Payment Direction Letter. (ed) The Issuers Each Borrower and the Manager shall also cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Lock Box Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers such Borrower or the Manager, such proceeds same shall be deposited into the Central Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. If the proceeds of any such Business Interruption Insurance are paid in a lump sum, such proceeds shall be deposited into the Loss Proceeds Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Account to the Lock Box Account as directed by Lender (based upon a ratable allocation of such proceeds over the casualty restoration period as reasonably determined by Lender) on the first (1st) Business Day of each calendar month during the period of restoration of the Indenture. (f) The IssuersProperty, and after transfer of same to the ManagerLock Box Account, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To Each Borrower and Manager shall cause all Operating Revenues and other income and revenues received by such Borrower or Manager to be deposited directly into the extent not previously notifiedDeposit Account for each applicable Property. The Borrowers shall obtain an agreement (each, a "CREDIT CARD RECEIVABLES PAYMENT DIRECTION LETTER") from each of the Persons paying or disbursing credit card receivables (each, a "CREDIT CARD COMPANY" and collectively, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter "CREDIT CARD COMPANIES"), in substantially the form of Exhibit EXHIBIT A (each attached hereto or as otherwise approved by Lender in its reasonable discretion, pursuant to which the Credit Card Companies agree to pay all credit card receivables for the Properties directly into the Lock Box Account, and acknowledge and agree that Lender shall have a “Tenant Direction Letter”)first priority perfected security interest in such credit card receivables. Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box applicable Deposit Account shall be deposited directly by the Deposit Bank into the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor If any Borrower or the Manager receives any Receipts Operating Revenues or other income or revenues from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then such receipt shall not constitute a Default provided (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under this Agreement as the property, of Lender, and the Indenture), the Issuers (ii) such Borrower or the Manager shall, or shall cause the Guarantor to, deposit such amounts in into the Lock Box applicable Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture TrusteeLender, which shall not be unreasonably withheld, delayed or conditioned, neither the Issuers Borrowers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Credit Card Receivables Payment Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person Credit Card Company to pay any amount in any manner other than as provided in the related Tenant Credit Card Receivables Payment Direction Letter, unless a replacement Credit Card Receivables Payment Direction Letter in form reasonably acceptable to Lender is executed and delivered to Lender by any proposed replacement Credit Card Company prior to termination of the then effective Credit Card Receivables Payment Direction Letter. (ed) The Issuers Each Borrower and the Manager shall also cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Lock Box Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers such Borrower or the Manager, such proceeds same shall be deposited into the Central Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. If the proceeds of any such Business Interruption Insurance are paid in a lump sum, such proceeds shall be deposited into the Indenture. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee Loss Proceeds Account. Agent shall cause any Liquidation Proceeds monthly amounts to be deposited directly into transferred from the Central Loss Proceeds Account to the Lock Box Account as directed by Lender (based upon a ratable allocation of such proceeds are received over the casualty restoration period as reasonably determined by Lender) on the first (1st) Business Day of each calendar month during the period of restoration of Cash Management Agreement (FX2) the Property, and after transfer of same to the Lock Box Account, such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Obligors and the Manager represent, warrant and covenant that: (a) To The Obligors have notified and directed substantially all (and shall promptly direct any Tenants they are or become aware have not been so directed) Tenants under the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease Leases to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant (and shall not revoke, modify or cancel such directions or cause or direct any Tenant or other Person to an instruction letter pay any Receipts in the form of Exhibit A (each a “Tenant Direction Letter”any other manner). Pursuant to the Deposit Account Control Management Agreement, all available funds on deposit in the Lock Box Account attributable to the Tenant Site Assets (other than Shared Rent which will be transferred at the direction of the Manager), shall be deposited transferred by the Lock Box Bank Manager to the Indenture Trustee and deposited into the Central Collection Account by wire transfer within two (or transfer via the ACH System2) on each Business DayDays of receipt. The Indenture Trustee may make withdrawals from the Central Collection Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.22.01, the Issuers, the Guarantor Obligors or the Manager receives any Receipts from any Tower SiteTenant Site Assets, or any Extraordinary Receipts (for the avoidance of doubtReceipts, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture shall be deemed “Receipts” for all intents and purposes under this Agreement and the Indenture), the Issuers Obligors or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Account as promptly as practicable and in any event within one four (14) Business Day Days of receiptidentification of such amounts. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” Rents in accordance with Article V of the Indenture when and as received. The Indenture Trustee shall promptly, but in any event prior to each Payment Date, at the written direction of the Manager, transfer any funds on deposit in the Collection Account that were received in the preceding Collection Period but which constitute property of a Person other than an Asset Entity, to an account specified by the Manager or otherwise as directed by the Manager. (c) Prior to the end of On each Collection PeriodPayment Date, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to shall deposit the Advance Rents Reserve Deposits received on deposit in the Central Collection Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected as set forth in the Manager Report for the applicable Collection PeriodServicing Report. (d) Without If the prior written consent of the Indenture Trustee, neither the Issuers nor Obligors or the Manager shall receive any Insurance Proceeds or Condemnation Proceeds, the Obligors or the Manager shall, at the Issuer’s election, (i) terminate, amend, revoke or modify any Tenant Direction Letter deposit such amounts in any manner whatsoever, the Liquidated Site Replacement Account within four (4) Business Days of identification of such amounts and provide written notice to the Indenture Trustee prior to such deposit or (ii) direct or cause any Tenant or other Person deposit such amounts to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers and the Manager shall cause any Loss Proceeds to be deposited directly into the Central Collection Account as such proceeds are paid (or, if any such proceeds are received by the Issuers or the Manager, such proceeds shall be deposited into the Central Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 for prepayment of the IndentureNotes on the Payment Date immediately following such election. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To Each Borrower and Manager shall cause all Operating Revenues and other income and revenues received by such Borrower or Manager to be deposited directly into the extent not previously notifiedDeposit Account for each applicable Property. The Borrowers shall obtain an agreement (each, a "CREDIT CARD RECEIVABLES PAYMENT DIRECTION LETTER") from each of the Persons paying or disbursing credit card receivables (each, a "CREDIT CARD COMPANY" and collectively, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter "CREDIT CARD COMPANIES"), in substantially the form of Exhibit EXHIBIT A (each attached hereto or as otherwise approved by Lender in its reasonable discretion, pursuant to which the Credit Card Companies agree to pay all credit card receivables for the Properties directly into the Lock Box Account, and acknowledge and agree that Lender shall have a “Tenant Direction Letter”)first priority perfected security interest in such credit card receivables. Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box applicable Deposit Account shall be deposited directly by the Deposit Bank into the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor If any Borrower or the Manager receives any Receipts Operating Revenues or other income or revenues from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then such receipt shall not constitute a Default provided (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under this Agreement as the property, of Lender, and the Indenture), the Issuers (ii) such Borrower or the Manager shall, or shall cause the Guarantor to, deposit such amounts in into the Lock Box applicable Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture TrusteeLender, which shall not be unreasonably withheld, delayed or conditioned, neither the Issuers Borrowers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Credit Card Receivables Payment Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person Credit Card Company to pay any amount in any manner other than as provided in the related Tenant Credit Card Receivables Payment Direction Letter, unless a replacement Credit Card Receivables Payment Direction Letter in form reasonably acceptable to Lender is executed and delivered to Lender by any proposed replacement Credit Card Company prior to termination of the then effective Credit Card Receivables Payment Direction Letter. (ed) The Issuers Each Borrower and the Manager shall also cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Lock Box Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers such Borrower or the Manager, such proceeds same shall be deposited into the Central Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. If the proceeds of any such Business Interruption Insurance are paid in a lump sum, such proceeds shall be deposited into the Indenture. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee Loss Proceeds Account. Agent shall cause any Liquidation Proceeds monthly amounts to be deposited directly into transferred from the Central Loss Proceeds Account to the Lock Box Account as directed by Lender (based upon a ratable allocation of such proceeds are received over the casualty restoration period as reasonably determined by Lender) on the first (1st) Business Day of each calendar month during the period of restoration of Cash Management Agreement (FX3) the Property, and after transfer of same to the Lock Box Account, such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter in the form of Exhibit A (each a “Tenant Direction Letter”). Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box Deposit Account other than Third Party Receipts shall be deposited by the Lock Box Deposit Bank into the Central Account by wire transfer (or transfer via the ACH System) on each within two Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 Days of the Indenturereceipt. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor Borrowers or the Manager receives any Receipts from any Tower SiteSite (other than Third Party Receipts), or any Extraordinary Receipts Receipts, then (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under as the property, of Lender and applied pursuant to the terms of this Agreement Agreement, (ii) such amounts shall not be commingled with any other funds or property of the Borrowers or Manager, and (iii) the Indenture), the Issuers Borrowers or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Deposit Account within one by the next succeeding Business Day after the Receipts or Extraordinary Receipts are identified, and in no event more than five (15) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as receivedSection 3.3 hereof. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture Trustee, neither the Issuers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers Borrowers and the Manager shall cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers Borrowers or the Manager, such proceeds same shall be deposited into the Central Account within two five (25) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. In the event that the proceeds of the Indenture. (f) The Issuersany such Business Interruption Insurance is paid in a lump sum, the Manager, the Servicer and the Indenture Trustee such proceeds shall cause any Liquidation Proceeds to be deposited directly into the Loss Proceeds Reserve Sub-Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Reserve Sub-Account to the Central Account as directed by Lender (based upon a ratable allocation of such proceeds are received over the casualty restoration period as reasonably determined by Lender) on or before the last day of the calendar month prior to each Due Date during the period of restoration of the Sites, and after transfer of same to the Central Account, such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Borrowers and the Manager represent, warrant and covenant that: (a) To Each Borrower and Manager shall cause all Operating Revenues and other income and revenues received by such Borrower or Manager to be deposited directly into the extent not previously notifiedCash Management Agreement (FX1) Deposit Account for each applicable Property. The Borrowers shall obtain an agreement (each, a "CREDIT CARD RECEIVABLES PAYMENT DIRECTION LETTER") from each of the Persons paying or disbursing credit card receivables (each, a "CREDIT CARD COMPANY" and collectively, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter "CREDIT CARD COMPANIES"), in substantially the form of Exhibit EXHIBIT A (each attached hereto or as otherwise approved by Lender in its reasonable discretion, pursuant to which the Credit Card Companies agree to pay all credit card receivables for the Properties directly into the Lock Box Account, and acknowledge and agree that Lender shall have a “Tenant Direction Letter”)first priority perfected security interest in such credit card receivables. Pursuant to the Deposit Account Control Agreement, all available funds on deposit in the Lock Box applicable Deposit Account shall be deposited directly by the Deposit Bank into the Lock Box Bank into the Central Account by wire transfer (or transfer via the ACH System) on each Business Day. The Indenture Trustee may make withdrawals from the Central Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor If any Borrower or the Manager receives any Receipts Operating Revenues or other income or revenues from any Tower SiteProperty, or any Extraordinary Receipts Receipts, then such receipt shall not constitute a Default provided (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture i) such amounts shall be deemed “Receipts” to be Collateral and shall be held in trust for all intents the benefit, and purposes under this Agreement as the property, of Lender, and the Indenture), the Issuers (ii) such Borrower or the Manager shall, or shall cause the Guarantor to, deposit such amounts in into the Lock Box applicable Deposit Account within one two (12) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without the prior written consent of the Indenture TrusteeLender, which shall not be unreasonably withheld, delayed or conditioned, neither the Issuers Borrowers nor the Manager shall (i) terminate, amend, revoke or modify any Tenant Credit Card Receivables Payment Direction Letter in any manner whatsoever, or (ii) direct or cause any Tenant or other Person Credit Card Company to pay any amount in any manner other than as provided in the related Tenant Credit Card Receivables Payment Direction Letter, unless a replacement Credit Card Receivables Payment Direction Letter in form reasonably acceptable to Lender is executed and delivered to Lender by any proposed replacement Credit Card Company prior to termination of the then effective Credit Card Receivables Payment Direction Letter. (ed) The Issuers Each Borrower and the Manager shall also cause the proceeds of any Loss Proceeds Business Interruption Insurance to be deposited directly into the Central Lock Box Account as such proceeds same are paid (or, if any such proceeds are received by the Issuers such Borrower or the Manager, such proceeds same shall be deposited into the Central Lock Box Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 3.3 hereof. If the proceeds of any such Business Interruption Insurance are paid in a lump sum, such proceeds shall be deposited into the Loss Proceeds Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Account to the Lock Box Account as directed by Lender (based upon a ratable allocation of such proceeds over the casualty restoration period as reasonably determined by Lender) on the first (1st) Business Day of each calendar month during the period of restoration of the Indenture. (f) The IssuersProperty, and after transfer of same to the ManagerLock Box Account, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds amounts shall be allocated and disbursed in accordance with Article V of the IndentureSection 3.3 hereof.

Deposits Into Accounts. The Issuers Obligors and the Manager represent, warrant and covenant that: (a) To The Obligors have notified and directed substantially all (and shall promptly direct any Tenants they are or become aware have not been so directed) Tenants under the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease Leases to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant (and shall not revoke, modify or cancel such directions or cause or direct any Tenant or other Person to an instruction letter pay any Receipts in the form of Exhibit A (each a “Tenant Direction Letter”any other manner). Pursuant to the Deposit Account Control Management Agreement, all available funds on deposit in the Lock Box Account attributable to the Tenant Site Assets, shall be deposited transferred by the Lock Box Bank Manager to the Indenture Trustee and deposited into the Central Collection Account by wire transfer within two (or transfer via the ACH System2) on each Business DayDays of receipt. The Indenture Trustee may make withdrawals from the Central Collection Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.22.01, the Issuers, the Guarantor Obligors or the Manager receives any Receipts from any Tower SiteTenant Site Assets, or any Extraordinary Receipts (for the avoidance of doubtReceipts, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture shall be deemed “Receipts” for all intents and purposes under this Agreement and the Indenture), the Issuers Obligors or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Account as promptly as practicable and in any event within one four (14) Business Day Days of receiptidentification of such amounts. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” Rents in accordance with Article V of the Indenture when and as received. The Indenture Trustee shall promptly, but in any event prior to each Payment Date, at the written direction of the Manager, transfer any funds on deposit in the Collection Account that were received in the preceding Collection Period but which constitute property of a Person other than an Asset Entity, to an account specified by the Manager or otherwise as directed by the Manager. (c) Prior to the end of On each Collection PeriodPayment Date, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to shall deposit the Advance Rents Reserve Deposits received on deposit in the Central Collection Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected as set forth in the Manager Report for the applicable Collection PeriodServicing Report. (d) Without If the prior written consent of the Indenture Trustee, neither the Issuers nor Obligors or the Manager shall receive any Insurance Proceeds or Condemnation Proceeds, the Obligors or the Manager shall, at the Issuer’s election, (i) terminate, amend, revoke or modify any Tenant Direction Letter deposit such amounts in any manner whatsoever, the Liquidated Site Replacement Account within four (4) Business Days of identification of such amounts and provide written notice to the Indenture Trustee prior to such deposit or (ii) direct or cause any Tenant or other Person deposit such amounts to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers and the Manager shall cause any Loss Proceeds to be deposited directly into the Central Collection Account as such proceeds are paid (or, if any such proceeds are received by the Issuers or the Manager, such proceeds shall be deposited into the Central Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 for prepayment of the IndentureNotes on the Payment Date immediately following such election. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.

Deposits Into Accounts. The Issuers Obligors and the Manager represent, warrant and covenant that: (a) To The Obligors have notified and directed substantially all (and shall promptly direct any Tenants they are or become aware have not been so directed) Tenants under the extent not previously notified, the Issuers shall notify and advise each Tenant under each Lease Leases to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant (and shall not revoke, modify or cancel such directions or cause or direct any Tenant or other Person to an instruction letter pay any Receipts in the form of Exhibit A (each a “Tenant Direction Letter”any other manner). Pursuant to the Deposit Account Control Management Agreement, all available funds on deposit in the Lock Box Account attributable to the Tenant Site Assets (other than Shared Rent which will be transferred at the direction of the Manager), shall be deposited transferred by the Lock Box Bank Manager to the Indenture Trustee and deposited into the Central Collection Account by wire transfer within two (or transfer via the ACH System2) on each Business DayDays of receipt. The Indenture Trustee may make withdrawals from the Central Collection Account in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.22.01, the Issuers, the Guarantor Obligors or the Manager receives any Receipts from any Tower SiteTenant Site Assets, or any Extraordinary Receipts (for the avoidance of doubtReceipts, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture shall be deemed “Receipts” for all intents and purposes under this Agreement and the Indenture), the Issuers Obligors or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Account as promptly as practicable and in any event within one four (14) Business Day Days of receipt. Provided no Event of Default has occurred and is then continuing, and except as otherwise set forth in the Indenture, Extraordinary Receipts shall be held and applied as “Rents” Rents in accordance with Article V of the Indenture when and as received. The Indenture Trustee shall promptly, but in any event prior to each Payment Date, at the written direction of the Manager, transfer any funds on deposit in the Collection Account that were received in the preceding Collection Period but which constitute property of a Person other than an Asset Entity, to an account specified by the Manager or otherwise as directed by the Manager. (c) Prior to the end of On each Collection PeriodPayment Date, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to shall deposit the Advance Rents Reserve Deposits received on deposit in the Central Collection Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected as set forth in the Manager Report for the applicable Collection PeriodServicing Report. (d) Without If the prior written consent of the Indenture Trustee, neither the Issuers nor Obligors or the Manager shall receive any Insurance Proceeds or Condemnation Proceeds, the Obligors or the Manager shall, at the Issuer’s election, (i) terminate, amend, revoke or modify any Tenant Direction Letter deposit such amounts in any manner whatsoever, the Liquidated Site Replacement Account within four (4) Business Days of receipt and provide written notice to the Indenture Trustee prior to such deposit or (ii) direct or cause any Tenant or other Person deposit such amounts to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (e) The Issuers and the Manager shall cause any Loss Proceeds to be deposited directly into the Central Collection Account as such proceeds are paid (or, if any such proceeds are received by the Issuers or the Manager, such proceeds shall be deposited into the Central Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 for prepayment of the IndentureNotes on the Payment Date immediately following such election. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.

Deposits Into Accounts. The Issuers Each Owner warrants and covenants that subject to Section 3(b) below, such Owner shall deposit, and shall cause the Manager to deposit, any and all Revenue from its respective Borrowing Base Asset into the Property Accounts maintained with respect to such Borrowing Base Asset. No Owner shall open or cause or permit any other Person (including any Manager) to open or maintain any accounts for the collection or deposit of Revenues with respect to its Borrowing Base Asset other than a Property Account and the Manager representCash Sweep Account. Upon request of the Administrative Agent during a Cash Sweep Period, warrant and covenant that: each Owner shall (ai) To the extent not previously notifiedsend a notice, the Issuers shall notify and advise each Tenant under each Lease to send directly to the deposit box or Lock Box Account all payments of Receipts pursuant to an instruction letter substantially in the form of Exhibit A A, to all Tenants now or hereafter occupying space at such Owner’s Borrowing Base Asset directing them to pay all Rents and other sums due (each other than security deposits of the type described in the proviso at the end of the definition of Revenues) under the Borrowing Base Leases to which they are a “Tenant Direction Letter”). Pursuant party into the Cash Sweep Account, (ii) send a notice, substantially in the form of Exhibit B, to all material third party merchants who are consistently obligated to make payments to such Owner directing them to pay all sums due under any arrangements to which they are a party with the Deposit Account Control Agreementapplicable Owner into the Cash Sweep Account, (iii) shall, and shall cause the applicable Manager to deposit all available funds accounts receivable for such Borrowing Base Assets and any Revenue collected by such Owner or such Manager into the Cash Sweep Account, and (iv) cooperate with Administrative Agent in transferring all sums then on deposit in any Property Account to the Lock Box Account Cash Sweep Account. During any Cash Sweep Period, neither Owner nor any other Person shall be deposited by the Lock Box Bank into the Central Account by wire transfer (direct any existing or transfer via the ACH System) on each Business Day. The Indenture Trustee may future third party payors to make withdrawals from the Central Account payments in accordance with Section 3.03 of the Indenture. (b) If, notwithstanding the provisions of this Section 2.2, the Issuers, the Guarantor or the Manager receives any Receipts from any Tower Site, or any Extraordinary Receipts (for the avoidance of doubt, the proceeds of any disposition of a Tower Site pursuant to Sections 7.32 and 7.34 of the Indenture shall be deemed “Receipts” for all intents and purposes under this Agreement and the Indenture), the Issuers or the Manager shall, or shall cause the Guarantor to, deposit such amounts in the Lock Box Account within one (1) Business Day of receipt. Provided no Event of Default has occurred and is then continuing, and except other manner than as otherwise set forth in the Indenturethis Section 3(b), Extraordinary Receipts shall be held and applied as “Rents” in accordance with Article V of the Indenture when and as received. (c) Prior to the end of each Collection Period, the Issuers (or the Manager on their behalf) shall instruct the Indenture Trustee to deposit the Advance Rents Reserve Deposits received in the Central Account during each such Collection Period into the Advance Rents Reserve Sub-Account. All such deposits into the Advance Rents Reserve Sub-Account shall be reflected in the Manager Report for the applicable Collection Period. (d) Without without the prior written consent of the Indenture TrusteeAdministrative Agent. During any Cash Sweep Period, neither until deposited into the Issuers nor Cash Sweep Account, any Revenue from the Manager Borrowing Base Assets held by the Credit Parties or any of their Affiliates shall (i) terminatebe deemed to be Collateral and shall be held in trust by it for the benefit, amendand as the property, revoke or modify any Tenant Direction Letter in any manner whatsoeverof the Administrative Agent. During a Cash Sweep Period, or (ii) direct or cause any Tenant or other Person to pay any amount in any manner other than as provided in the related Tenant Direction Letter. (esecond sentence of Section 2(a) The Issuers and Section 4(c), the Revenue from the Borrowing Base Assets held by the Manager or Credit Parties shall cause not be commingled by the Manager or the Credit Parties with any Loss Proceeds other funds or property of the Manager or Credit Parties, including any other funds or property related to any other asset. Each Credit Party warrants and covenants that, during any Cash Sweep Period, it shall not rescind, withdraw or change any notices or instructions required to be deposited directly into sent by it pursuant to this Section 3 without the Central Account as such proceeds are paid (or, if any such proceeds are received by the Issuers or the Manager, such proceeds shall be deposited into the Central Account within two (2) Business Days after receipt thereof) and such proceeds shall be allocated and disbursed in accordance with Section 7.06 of the IndentureAdministrative Agent’s prior written consent. (f) The Issuers, the Manager, the Servicer and the Indenture Trustee shall cause any Liquidation Proceeds to be deposited directly into the Central Account as such proceeds are received and such proceeds shall be allocated and disbursed in accordance with Article V of the Indenture.