Common use of Deposits to Rollover Reserve Funds Clause in Contracts

Deposits to Rollover Reserve Funds. (a) On the Closing Date, Borrowers shall deposit with Lender the amount of $4,000,000.00 to pay for Approved Leasing Expenses incurred by Borrowers after the date hereof. On each Payment Date Borrowers shall pay to Lender the sum of $171,000.00, which amounts shall be deposited with and held by Lender for Approved Leasing Expenses incurred following the date hereof. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts so deposited shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) In addition to the required deposits set forth in Section 7.4.1(a) above, the following items shall be deposited into the Rollover Reserve Account and held as Rollover Reserve Funds, which Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.2

Deposits to Rollover Reserve Funds. (a) On the Closing Date, Borrowers shall deposit Date Borrower has deposited with Lender funds in the amount of Two Hundred Twenty-Five Thousand and No/100 Dollars ($4,000,000.00 225,000.00) and, subject to pay for Approved Leasing Expenses incurred by Borrowers after the date Section 2.7.3 hereof. On , on each Payment Date Borrowers thereafter on which the amount of Rollover Reserve Funds (defined below) on deposit in the Rollover Reserve Account (defined below) is less than the Rollover Reserve Cap, Borrower shall pay to Lender the sum of $171,000.00Rollover Reserve Monthly Deposit, if any, which amounts shall be deposited with and held by Lender for Approved Leasing Expenses in accordance with Section 7.8 hereof and disbursed to Borrower in accordance with Section 7.4.2 in respect of tenant improvement and leasing commission obligations to be incurred following the date hereofClosing Date. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts Amounts so deposited shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) . In addition to and not as a substitute for any required Rollover Reserve Monthly Deposit, in accordance with the Cash Management Agreement Borrower shall deposit with Lender as Rollover Reserve Funds all lease termination payments and similar payments required deposits set forth under any Lease to be made by the related Tenant in Section 7.4.1(a) aboveconnection with the termination or non-renewal of such Lease (each, a “Termination Payment”), provided that the following items shall be deposited into amount on deposit in the Rollover Reserve Account is then less than the Rollover Reserve Cap, and held provided, further, that Borrower shall be obligated to deposit as Rollover Reserve Funds, which Funds only such portion of a Termination Payment as is sufficient to increase the funds on deposit in the Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.2Account to the Rollover Reserve Cap.

Deposits to Rollover Reserve Funds. (a) On the Closing Date, Borrowers Borrower shall deposit with Lender the amount of $4,000,000.00 to pay for Approved Leasing Expenses incurred by Borrowers after Initial Rollover Reserve Deposit. Additionally, commencing on and including the date hereof. On each Payment Date Borrowers in November 2017 Borrower shall pay to Lender on each Payment Date the sum of $171,000.00Rollover Reserve Monthly Deposit, which amounts shall be deposited with and held by Lender for Approved Leasing Expenses incurred following the date hereof. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers Borrower shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts so deposited pursuant to this subsection (a) shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. Notwithstanding the foregoing, if, at any time, and from time to time, (a) the available Rollover Reserve Funds in the Rollover Reserve Account exceed $1,269,630.00, (b) no Event of Default has occurred and is continuing, and (c) at least eighty five percent (85%) of the total floor area of the Improvements (for the Properties as a whole) is occupied by Tenants that are open for business, paying full contractual rent under their respective Leases, are not the subject of any Bankruptcy Action and are not in default beyond any applicable notice and/or cure periods under the terms of their respective Leases (collectively, the “Rollover Reserve Cap Conditions”), Borrower’s obligation to pay to Lender the Rollover Reserve Monthly Deposit shall be suspended; provided, however, that if at any time, and from time to time, any one of more of the Rollover Reserve Cap Conditions are not satisfied, Borrower shall recommence and continue paying to Lender on each Payment Date the Rollover Reserve Monthly Deposit until such time as all of the Rollover Reserve Cap Conditions are satisfied. Notwithstanding the foregoing, in the event the Rollover Reserve Cap Conditions are not satisfied solely because of a vacancy at just one Property, Borrower shall be obligated to pay a Rollover Reserve Monthly Deposit equal to the amount shown for the applicable Property on Schedule IV attached hereto in lieu of the aggregate amount shown for all Properties. (b) In addition to the required deposits set forth in Section 7.4.1(asubsection (a) above, the following items shall be deposited into the Rollover Reserve Account and held as Rollover Reserve Funds, which Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.2

Deposits to Rollover Reserve Funds. (a) On the Mortgage Loan Closing Date, Borrowers shall, or shall cause Mortgage Borrowers to, deposit with Mortgage Lender the amount of $4,000,000.00 to pay for Approved Leasing Expenses incurred by Mortgage Borrowers after the date hereof. On each Payment Date Borrowers shall, or shall cause Mortgage Borrowers to, pay to Lender the sum of $171,000.00, which amounts shall be deposited with and held by Lender for Approved Leasing Expenses incurred following the date hereof. hereof Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers and Mortgage Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall, or shall cause Mortgage Borrowers to, again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall cause Mortgage Borrowers to pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. hereof All such amounts so deposited shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) In addition to the required deposits set forth in Section 7.4.1(a) above, the following items shall be deposited into the Rollover Reserve Account and held as Rollover Reserve Funds, which Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.2

Deposits to Rollover Reserve Funds. (a) On the Closing Date, Borrowers shall deposit with Lender the amount of $4,000,000.00 to pay for Approved Leasing Expenses incurred by Borrowers after the date hereof. On each Payment Date Borrowers shall pay to Lender on each Payment Date $13,788.60 (the sum of $171,000.00“Rollover Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender for Approved Leasing Expenses incurred following the date hereof. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts so deposited shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in to which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) In addition to the required deposits set forth in Section 7.4.1(asubsection (a) above, the following items shall be deposited into the Rollover Reserve Account and held as Rollover Reserve Funds, which Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.27.4.2 below. Borrowers shall advise Lender at the time of receipt thereof of the nature of such receipt so that Lender shall have sufficient time to instruct the Cash Management Bank to deposit and hold such amounts in the Rollover Reserve Account pursuant to the Cash Management Agreement: (i) All sums paid to any Borrower (other than sums paid to reimburse such Borrower for an out-of-pocket cost or expense incurred by Borrower with respect to the applicable item), with respect to (A) a modification of any Lease or otherwise paid in connection with any Borrower taking any action under any Lease (e.g., granting a consent) or waiving any provision thereof, (B) any settlement of claims of any Borrower against third parties in connection with any Lease; (C) any rejection, termination, surrender or cancellation of any Lease (including in any bankruptcy case) or any lease buy-out or surrender payment from any tenant (including any payment relating to unamortized tenant improvements and/or leasing commissions) (collectively “Lease Termination Payments”), and (D) any sum received from any tenant to obtain a consent to an assignment or sublet or otherwise, or any holdover rents or use and occupancy fees from any tenant or former tenant (to the extent not being paid for use and occupancy or holdover rent); and (ii) Any other extraordinary event pursuant to which any Borrower receives payments or income (in whatever form) derived from or generated by the use, ownership or operation of any Property not otherwise covered by this Agreement or the Cash Management Agreement.

Deposits to Rollover Reserve Funds. (a) On the Closing Date, Borrowers shall deposit with Lender the amount of $4,000,000.00 to pay for Approved Leasing Expenses incurred by Borrowers after the date hereof. On each Payment Date Borrowers shall pay to Lender on each Payment Date $37,427.94 (the sum of $171,000.00“Basic Rollover Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender for Approved Leasing Expenses incurred following the date hereof. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts so deposited deposited, together with all Conn’s Special Rollover Reserve Monthly Deposits, shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in to which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) In addition to the required deposits set forth in Section 7.4.1(asubsection (a) above, the following items shall be deposited into the Rollover Reserve Account and held as Rollover Reserve Funds, which Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.27.4.2 below. Borrowers shall advise Lender at the time of receipt thereof of the nature of such receipt so that Lender shall have sufficient time to instruct the Cash Management Bank to deposit and hold such amounts in the Rollover Reserve Account pursuant to the Cash Management Agreement: (i) All sums paid to any Borrower (other than sums paid to reimburse such Borrower for an out-of-pocket cost or expense incurred by Borrower with respect to the applicable item), with respect to (A) a modification of any Lease or otherwise paid in connection with any Borrower taking any action under any Lease (e.g., granting a consent) or waiving any provision thereof, (B) any settlement of claims of any Borrower against third parties in connection with any Lease; (C) any rejection, termination, surrender or cancellation of any Lease (including in any bankruptcy case) or any lease buy-out or surrender payment from any tenant (including any payment relating to unamortized tenant improvements and/or leasing commissions) (collectively “Lease Termination Payments”), and (D) any sum received from any tenant to obtain a consent to an assignment or sublet or otherwise, or any holdover rents or use and occupancy fees from any tenant or former tenant (to the extent not being paid for use and occupancy or holdover rent); and (ii) Any other extraordinary event pursuant to which any Borrower receives payments or income (in whatever form) derived from or generated by the use, ownership or operation of any Property not otherwise covered by this Agreement or the Cash Management Agreement.

Deposits to Rollover Reserve Funds. (a) On A condition to Lender’s preapproval of the Closing DateXxxx Lease and the Preapproved Alterations, Borrowers Borrower shall deposit with Lender funds in the amount of Nine Hundred Ninety-Nine Thousand Twenty-Nine and No/100 Dollars ($4,000,000.00 999,029.00) (the “Xxxx Alterations Deposit”) to pay for Approved Leasing Expenses be held by Lender in accordance with Section 7.8 hereof and disbursed to Borrower in accordance with Section 7.4.2 in respect of tenant improvement and leasing commission obligations to be incurred by Borrowers after following the date Closing Date. Subject to Section 2.73 hereof. On , on each Payment Date Borrowers thereafter on which the amount of Rollover Reserve Funds on deposit in the Rollover Reserve Account is less than the Rollover Reserve Cap, Borrower shall pay to Lender the sum of $171,000.00applicable Rollover Reserve Monthly Deposit, if any, which amounts shall be deposited with and held by Lender for Approved Leasing Expenses in accordance with Section 7.8 hereof and disbursed to Borrower in accordance with Section 7.4.2 in respect of tenant improvement and leasing commission obligations to be incurred following the date hereofClosing Date. Notwithstanding the foregoing, during any period in which the total deposits of Rollover Reserve Funds equal or exceed $4,000,000.00, Borrowers shall not be required to make any further deposits to the Rollover Reserve Funds. In the event the balance of the Rollover Escrow Fund shall thereafter be reduced to less than $4,000,000.00, Borrowers shall again deposit with Lender, commencing on the next Monthly Payment Date, the monthly amount set forth above until the total amount of the Rollover Reserve Funds on deposit with Lender shall equal $4,000,000.00. In addition, notwithstanding any limitations on the amount to be deposited in the Rollover Reserve Funds, Borrowers shall pay to Lender for deposit with Lender those additional funds described in Section 7.4.1(b) hereof. All such amounts Amounts so deposited shall hereinafter be referred to as the “Rollover Reserve Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Rollover Reserve Account”. (b) . In addition to and not as a substitute for any required Rollover Reserve Monthly Deposit, in accordance with the Cash Management Agreement, Borrower shall deposit with Lender as Rollover Reserve Funds all lease termination payments and similar payments required deposits set forth under any Lease to be made by the related Tenant in Section 7.4.1(a) aboveconnection with the termination or non-renewal of such Lease (each, a “Termination Payment”), provided that the following items shall be deposited into amount on deposit in the Rollover Reserve Account is then less than the Rollover Reserve Cap, and held provided, further, that Borrower shall be obligated to deposit as Rollover Reserve Funds, which Funds only such portion of a Termination Payment as is sufficient to increase the funds on deposit in the Rollover Reserve Funds shall be held by Lender and disbursed only in accordance with Section 7.4.2Account to the Rollover Reserve Cap.