Common use of Deposits of Lease Termination Rollover Funds Clause in Contracts

Deposits of Lease Termination Rollover Funds. After Borrower and Operating Company have received, in the aggregate, in excess of $3,000,000 of Lease Termination Fees (as hereinafter defined) (the “Fee Threshold”), Borrower shall or shall cause Operating Company to immediately deposit any such excess Lease Termination Fees thereafter received with Agent as additional collateral for the Debt, provided that for so long as no Monetary Default or Event of Default shall have occurred and is then continuing, Borrower shall be permitted to utilize such funds for tenant improvements, leasing commissions and Capital Expenditures that may be incurred with respect to the space relating to any such Lease Termination Fee deposited with Agent with respect to a given terminated Lease (a “Termination Space”) as provided herein. In addition, prior to the date that the Fee Threshold has been met, if Borrower or Operating Company receives a Lease Termination Fee with respect to an individual Termination Space or Termination Spaces for an individual Tenant and its Affiliates which is in excess of $750,000, Borrower shall, or shall cause Operating Company to, immediately deposit such Lease Termination Fee with Agent as additional collateral for the Debt and provided that no Monetary Default or Event of Default shall have occurred and be continuing, Borrower shall be permitted to utilize such funds for tenant improvements, leasing commissions and Capital Expenditures that may be incurred with respect to the Termination Space. Any deposit with Agent pursuant to the preceding sentence shall not be counted in computing whether the Fee Threshold has been achieved. Amounts deposited pursuant to this Section 6.3.1 are referred to herein as the “Lease Termination Rollover Funds.” The term “Lease Termination Fee” shall mean the receipt by Borrower or Operating Company of a fee, payment or other compensation from any Tenant relating to or in exchange for the termination or surrender of such Tenant’s Lease. During the continuance of a Monetary Default or an Event of Default, all Lease Termination Fees shall be deposited with Agent.

Deposits of Lease Termination Rollover Funds. After Borrower and Operating Company have received, in the aggregate, in excess of $3,000,000 of Lease Termination Fees (as hereinafter defined) (the “Fee Threshold”), Borrower shall or shall cause Operating Company to immediately deposit any such excess Lease Termination Fees thereafter received with Agent as additional collateral for the Debt, provided that for so long as no Monetary Default or Event of Default shall have occurred and is then continuing, Borrower shall be permitted to utilize such funds for tenant improvements, leasing commissions and Capital Expenditures that may be incurred with respect to the space relating to any such Lease Termination Fee deposited with Agent with respect to a given terminated Lease (a “Termination Space”) as provided herein. In addition, prior to the date that the Fee Threshold has been met, if Borrower or Operating Company receives a Lease Termination Fee with respect to an individual Termination Space or Termination Spaces for an individual Tenant and its Affiliates which is in excess of $750,000, Borrower shall, or shall cause Operating Company to, immediately deposit such Lease Termination Fee with Agent as additional collateral for the Debt and provided that no Monetary Default or Event of Default shall have occurred and be continuing, Borrower shall be permitted to utilize such funds for tenant improvements, leasing commissions and Capital Expenditures that may be incurred with respect to the Termination Space. Any deposit with Agent pursuant to the preceding sentence shall not be counted in computing whether the Fee Threshold has been achieved. Amounts deposited pursuant to this Section 6.3.1 are referred to herein as the “Lease Termination Rollover Funds.” ”. The term “Lease Termination Fee” shall mean the receipt by Borrower or Operating Company of a fee, payment or other compensation from any Tenant relating to or in exchange for the termination or surrender of such Tenant’s Lease. During the continuance of a Monetary Default or an Event of Default, all Lease Termination Fees shall be deposited with Agent.