Common use of Disbursement of Funds in Capital Expenditure Sub-Account Clause in Contracts

Disbursement of Funds in Capital Expenditure Sub-Account. (i) Notwithstanding anything to the contrary contained in the Note, this Agreement or the other Loan Documents, Lender may elect to (a) retain the funds on deposit in the Capital Expenditure Sub-Account as additional collateral to secure repayment of the Indebtedness and performance of the other obligations of Borrowers hereunder or (b) disburse such funds in payment of the costs and expenses of any improvement, repair or replacement approved by Lender, in its sole discretion, to any Individual Property, the cost of which Borrower would be required to capitalize for federal income tax purposes, provided, however, that notwithstanding the foregoing, if the Pro Forma Debt Service Coverage Ratio has been (I) less than or equal to 1.2/1.0 on two (2) consecutive DSCR Determination Dates, exclusive, with respect to any DSCR Restricted Period, of the initial DSCR Determination Date on which the Pro Forma Debt Service Coverage Ratio fell below 1.2/1.0, Lender may elect to apply any funds on deposit in the Capital Expenditure Sub-Account as a prepayment of the principal balance of the Loan or other amounts payable in connection therewith, on the next occurring Due Date, with no Yield Maintenance Payable in connection with such application, or (II) at least equal to 1.3/1.0 for four (4) consecutive DSCR Determination Dates, Lender shall, at Lender's option, either pay over any funds on deposit in the Xxxxxxx Xxxxxxxxxxx Sub-Account to Borrowers or credit such funds, on notice to Borrowers, against the amounts payable by Borrowers on the next Due Date, provided that nothing contained in this clause (II) shall limit Lenders rights elsewhere in this paragraph (f)(i). If any Franchise Restricted Period shall terminate prior to the occurrence of an Event of Default hereunder and no DSCR Restricted Period is then in effect, Lender shall, at Lender's option, either pay over any funds on deposit in the Capital Expenditure Sub-Account to Borrowers or credit such funds, on notice to Borrowers, against the amounts payable by Borrowers on the next Due Date. (ii) Each Borrower may, not more frequently than once in each calendar month, give Lender written notice requesting that Lender pay the costs of, or reimburse such Borrower for payment of the costs of any such capital improvement, repair or replacement, together with an Officer's Certificate from such Borrower stating the amounts of charges for which disbursement is requested and that such charges are properly payable hereunder, and, if required, satisfactory evidence of the progress and/or completion of such capital improvement and the cost thereof, satisfactory evidence that any and all completed capital improvement, repair or replacement work complies with Legal Requirements and lien waivers, copies of bills, invoices and other evidence as may be required by Lender to establish that the costs of any such capital improvement, repair or replacement for which reimbursement is requested, or for which disbursement has been previously made, have been paid by such Borrower.

Disbursement of Funds in Capital Expenditure Sub-Account. (i) Notwithstanding anything to the contrary contained in the Note, this Agreement or the other Loan Documents, Lender may elect to (a) retain the funds on deposit in the Capital Expenditure Sub-Account as additional collateral to secure repayment of the Indebtedness and performance of the other obligations of Borrowers Borrower hereunder or (b) disburse such funds in payment of the costs and expenses of any improvement, repair or replacement approved by Lender, in its sole discretion, to any Individual the Property, the cost of which Borrower would be required to capitalize for federal income tax purposes, provided, however, that notwithstanding the foregoing, if the Pro Forma Debt Service Coverage Ratio has been (I) less than or equal to 1.2/1.0 on two (2) consecutive DSCR Determination Dates, exclusive, with respect to any DSCR Restricted Period, of the initial DSCR Determination Date on which the Pro Forma Debt Service Coverage Ratio fell below 1.2/1.0, Lender may elect to apply any funds on deposit in the Capital Expenditure Sub-Account as a prepayment of the principal balance of the Loan Principal Balance or other amounts payable in connection therewith, on the next occurring Due Date, with no Yield Maintenance Payable in connection with such application, or (II) at least equal to 1.3/1.0 for four (4) consecutive DSCR Determination Dates, Lender shall, at Lender's option, either pay over any funds on deposit in the Xxxxxxx Xxxxxxxxxxx Capital Expenditure Sub-Account to Borrowers Borrower or credit such funds, on notice to BorrowersBorrower, against the amounts payable by Borrowers Borrower on the next Due Date, provided that nothing contained in this clause (II) shall limit Lenders rights elsewhere in this paragraph (f)(if) (i). If any Franchise Restricted Period shall terminate prior to the occurrence of an Event of Default hereunder and no DSCR Restricted Period is then in effect, Lender shall, at Lender's option, either pay over any funds on deposit in the Capital Expenditure Sub-Account to Borrowers Borrower or credit such funds, on notice to BorrowersBorrower, against the amounts payable by Borrowers Borrower on the next Due Date. (ii) Each Borrower may, not more frequently than once in each calendar month, give Lender written notice requesting that Lender pay the costs of, or reimburse such Borrower for payment of the costs of any such capital improvement, repair or replacement, together with an Officer's Certificate from such Borrower stating the amounts of charges for which disbursement is requested and that such charges are properly payable hereunder, and, if required, satisfactory evidence of the progress and/or completion of such capital improvement and the cost thereof, satisfactory evidence that any and all completed capital improvement, repair or replacement work complies with Legal Requirements and lien waivers, copies of bills, invoices and other evidence as may be required by Lender to establish that the costs of any such capital improvement, repair or replacement for which reimbursement is requested, or for which disbursement has been previously made, have been paid by such Borrower.

Disbursement of Funds in Capital Expenditure Sub-Account. (i) Notwithstanding anything to the contrary contained in the Note, this Agreement or the other Loan Documents, Lender may elect to (a) retain the funds on deposit in the Capital Expenditure Sub-Account as additional collateral to secure repayment of the Indebtedness and performance of the other obligations of Borrowers Borrower hereunder or (b) disburse such funds in payment of the costs and expenses of any improvement, repair or replacement approved by Lender, in its sole discretion, to any Individual the Property, the cost of which Borrower would be required to capitalize for federal income tax purposes, provided, however, that notwithstanding the foregoing, if the Pro Forma Debt Service Coverage Ratio has been (I) less than or equal to 1.2/1.0 on two (2) consecutive DSCR Determination Dates, exclusive, with respect to any DSCR Restricted Period, of the initial DSCR Determination Date on which the Pro Forma Debt Service Coverage Ratio fell below 1.2/1.0, Lender may elect to apply any funds on deposit in the Capital Expenditure Sub-Account as a prepayment of the principal balance of the Loan or other amounts payable in connection therewith, on the next occurring Due Date, with no Yield Maintenance Payable in connection with such application, or (II) at least equal to 1.3/1.0 for four (4) consecutive DSCR Determination Dates, Lender shall, at Lender's option, either pay over any funds on deposit in the Xxxxxxx Xxxxxxxxxxx Capital Expenditure Sub-Account to Borrowers Borrower or credit such funds, on notice to BorrowersBorrower, against the amounts payable by Borrowers Borrower on the next Due Date, provided that nothing contained in this clause (II) shall limit Lenders rights elsewhere in this paragraph (f)(if) (i). If any Franchise Restricted Period shall terminate prior to the occurrence of an Event of Default hereunder and no DSCR Restricted Period is then in effect, Lender shall, at Lender's option, either pay over any funds on deposit in the Capital Expenditure Sub-Account to Borrowers Borrower or credit such funds, on notice to BorrowersBorrower, against the amounts payable by Borrowers Borrower on the next Due Date. (ii) Each Borrower may, not more frequently than once in each calendar month, give Lender written notice requesting that Lender pay the costs of, or reimburse such Borrower for payment of the costs of any such capital improvement, repair or replacement, together with an Officer's Certificate from such Borrower stating the amounts of charges for which disbursement is requested and that such charges are properly payable hereunder, and, if required, satisfactory evidence of the progress and/or completion of such capital improvement and the cost thereof, satisfactory evidence that any and all completed capital improvement, repair or replacement work complies with Legal Requirements and lien waivers, copies of bills, invoices and other evidence as may be required by Lender to establish that the costs of any such capital improvement, repair or replacement for which reimbursement is requested, or for which disbursement has been previously made, have been paid by such Borrower.