Common use of Distribution and Application to Funding Party Balances of Remarketing Proceeds of Leased Property Clause in Contracts

Distribution and Application to Funding Party Balances of Remarketing Proceeds of Leased Property. (a) For any payments received by the Lessor as proceeds from the sale of any Leased Property sold after the Lessees' exercise of the Remarketing Option pursuant to Section 14.6 or 14.7 of the Lease or received pursuant to Section 7.6, in each case so long as such payment is not a Construction Failure Payment (which shall be governed by paragraph (b) below) shall be distributed (or applied, in the case of clause third below) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Lease shall be distributed on the date received in the funds so received) in the following order of priority: first, to the extent not previously deducted from such proceeds, to the Agent and the Funding Parties as reimbursement for any and all reasonable and documented remarketing, sale, closing or other transfer costs, prorations or commissions (including broker fees, appraisal costs, legal fees and expenses and transfer taxes), paid or incurred by the Agent or any Funding Party and not reimbursed by a Lessee, pro rata according to the amount of such costs and fees; second, to the Lenders and the Lessor pro rata for application to their Loans and the Allocated Amount, an amount equal to such Loans and the Allocated Amount; third, to the Lessor for application to the Lessor's Net Invested Amount, an amount equal to the Lessor's Net Invested Amounts; fourth, to the Funding Parties pro rata for application to any other amount owing to the Funding Parties under the Operative Documents, an amount equal to such other amounts; and fifth, (i) if sold by the Lessees pursuant to Section 14.6 of the Lease, the excess, if any, to Lessees, and (ii) otherwise, the excess, if any, to the Lessor. (b) Any payments received by the Lessor as proceeds from the sale of the Leased Property sold following the payment of the Construction Failure Payment shall be distributed (or applied, as appropriate) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Construction Agency Agreement shall be distributed on the date received in the funds so received) in the following order of priority: first, to the Funding Parties or the Agent, as the case may be, in reimbursement of all reasonable costs, expenses and taxes, if any, incurred by any of them to complete the construction of the Leased Property, maintain and insure the Leased Property, remarket the Leased Property and sell the Leased Property, pro rata according to the amount of such costs, expenses and taxes; second, to the Lenders and the Lessor pro rata for application to their Loans and the Allocated Amount, an amount equal to such Loans and the Allocated Amount, and; third, to the Lessor.

Distribution and Application to Funding Party Balances of Remarketing Proceeds of Leased Property. (a) For any Any payments received by the Lessor as proceeds from the sale of any Leased Property sold after pursuant to the Lessees' exercise of the Remarketing Option pursuant to Section 14.6 or 14.7 of the Lease or received pursuant to Section 7.6Lease, in each case so long as such payment is not a Construction Failure Payment (which shall be governed by paragraph (b) below) shall be distributed (or applied, in the case of clause third below) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Lease shall be distributed on the date received in the funds so received) in the following order of priority: first, to the extent not previously deducted from such proceeds, to the Agent and the Funding Parties as reimbursement for any and all reasonable and documented remarketing, sale, closing or other transfer costs, prorations or commissions (including broker fees, appraisal costs, legal fees and expenses and transfer taxes), paid or incurred by the Agent or any Funding Party and not reimbursed by a Lesseethe Lessees, pro rata according to the amount of such costs and fees; second, to the Lenders and the Lessor pro rata for application to all accrued and unpaid interest and Yield on, and outstanding principal of, their Loans and Allocated Amount in respect of all of the Allocated AmountLeased Properties, an amount equal to all accrued and unpaid interest Yield on, and the outstanding principal of such Loans and Allocated Amount in respect of all of the Allocated AmountLeased Properties; third, to the Lessor for application to the Lessor's Net Invested AmountAmounts in respect of all of the Leased Properties, an amount equal to the Lessor's Net Invested AmountsAmounts in respect of all of the Leased Properties and all accrued and unpaid Yield thereon; fourth, to the Funding Parties pro rata for application to any other amount owing to the Funding Parties under the Operative Documents, an amount equal to such other amounts; and fifth, (i) if sold by the Lessees a Lessee pursuant to Section 14.6 of the Lease, the excess, if any, to Lesseessuch Lessee, and (ii) otherwise, the excess, if any, to the Lessor. (b) Any payments received by the Lessor as proceeds from the sale of the any Leased Property sold following the payment of the Construction Failure Payment shall be distributed (or applied, as appropriate) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Construction Agency Agreement shall be distributed on the date received in the funds so received) in the following order of priority: first, to the Funding Parties or the Agent, as the case may be, in reimbursement of all reasonable costs, expenses and taxes, if any, incurred by any of them to complete the construction of the such Leased Property, maintain and insure the such Leased Property, remarket the such Leased Property and sell the such Leased Property, pro rata according to the amount of such costs, expenses and taxes; second, to the Lenders and the Lessor pro rata for application to their Loans and the Allocated AmountAmount in respect of such Leased Property, an amount equal to such Loans and the Allocated AmountAmount in respect of such Leased Property, andand all accrued and unpaid interest and Yield thereon; and third, to the Lessor.

Distribution and Application to Funding Party Balances of Remarketing Proceeds of Leased Property. (a) For any Any payments received by the Lessor as proceeds from the sale of any Leased Property sold after pursuant to the Lessees' Lessee's exercise of the Remarketing Option pursuant to Section 14.6 or 14.7 of the Lease or received pursuant to Section 7.6Lease, in each case so long as such payment is not a Construction Failure Payment (which shall be governed by paragraph (b) below) shall be distributed (or applied, in the case of clause third below) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Lease shall be distributed on the date received in the funds so received) in the following order of priority: first, to the extent not previously deducted from such proceeds, to the Agent and the Funding Parties as reimbursement for any and all reasonable and documented remarketing, sale, closing or other transfer costs, prorations or commissions (including broker fees, appraisal costs, legal fees and expenses and transfer taxes), paid or incurred by the Agent or any Funding Party and not reimbursed by a the Lessee, pro rata according to the amount of such costs and fees; second, to the Lenders Lease Participant and the Lessor Lenders pro rata for application to their B Loans and the Allocated AmountB Percentage of the Lessor Invested Amounts in respect of all of the Leased Properties, an amount equal to such their B Loans and the Allocated AmountB Percentage of the Lessor Invested Amounts in respect of all of the Leased Properties; third, to the Lessor for application to the Lessor's Net Invested AmountAmounts in respect of all of the Leased Properties, an amount equal to the Lessor's Net Invested AmountsAmounts in respect of all of the Leased Properties; fourth, to the Funding Parties pro rata for application to any other amount owing to the Funding Parties under the Operative DocumentsDocuments (including accrued and unpaid interest on the Loans, accrued and unpaid Yield and any outstanding principal of the A Loans and the A Percentage of the Lessor Invested Amounts), an amount equal to such other amounts; and fifth, (i) if sold by the Lessees Lessee pursuant to Section 14.6 of the Lease, the excess, if any, to Lesseesthe Lessee, and (ii) otherwise, the excess, if any, to the Lessor. (b) Any payments received by the Lessor as proceeds from the sale of the any Leased Property sold following the payment of the Construction Failure Payment shall be distributed (or applied, as appropriate) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Construction Agency Agreement shall be distributed on the date received in the funds so received) in the following order of priority: first, to the Funding Parties or the Agent, as the case may be, in reimbursement of all reasonable costs, expenses and taxes, if any, incurred by any of them to complete the construction of the such Leased Property, maintain and insure the such Leased Property, remarket the such Leased Property and sell the such Leased Property, pro rata according to the amount of such costs, expenses and taxes; second, to the Lenders and the Lessor Funding Parties pro rata for application to their Funding Party Balances in respect to such Leased Property (including both that portion of the A Loans and the Allocated AmountA Percentage of the Lessor Invested Amounts and that portion of the B Loans and the B Percentage of the Lessor Invested Amounts allocated to such Leased Property), an amount equal to such Loans Funding Party Balances in respect of such Leased Property; and the Allocated Amount, and; third, to the Lessor.

Distribution and Application to Funding Party Balances of Remarketing Proceeds of Leased Property. (a) For any Any payments received by the Lessor as proceeds from the sale of any the Leased Property sold after the Lessees' Lessee’s exercise of the Remarketing Option pursuant to Section 14.6 or 14.7 of the Lease or received pursuant to Section 7.6, in each case so long as such payment is not a Construction Failure Payment (which shall be governed by paragraph (b) below) or proceeds received from a sale of the Leased Property after the Lease Termination Date when no Event of Default has occurred (which sale after the Lease Termination Date shall be governed by paragraph (C) below) shall be distributed (or applied, in the case of clause third below) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Lease shall be distributed on the date received in the funds so received) in the following order of priority: first, to the extent not previously deducted from such proceeds, to the Agent and Agent, the Funding Parties and the Lessee as reimbursement for any and all reasonable remarketing, carrying (including management fees, insurance, maintenance, security, build-out, utility, and documented remarketingtax charges, sale, closing or other transfer costs, prorations or commissions (including broker fees, appraisal costs, legal fees and expenses and transfer taxes), paid or incurred by the Agent or Agent, any Funding Party and not reimbursed by a or the Lessee, pro rata according to the amount of such costs and fees; second, to the Lenders and the Lessor pro rata for application to their Loans and the Allocated Amount, an amount equal to the lesser of (i) such Loans and the Allocated AmountAmount and (ii) the Permitted Lease Balance; third, to the Lessor for application to the Lessor's ’s Net Invested Amount, an amount equal to the Lessor's Net Invested Amounts; fourth, to the Funding Parties pro rata for application to any other amount owing to the Funding Parties under the Operative Documents, an amount equal to such other amounts; and fifth, lesser of (i) if sold by the Lessees pursuant to Section 14.6 of the Lease, the excess, if any, to Lessees, Lessor’s Net Invested Amounts and (ii) otherwise, the excess, if any, to the Lessor. (b) Any payments received by the Lessor as proceeds from the sale of the Leased Property sold following the payment of the Construction Failure Payment shall be distributed (or applied, as appropriate) by the Lessor as promptly as possible (it being understood that any such payment received by the Lessor on a timely basis and in accordance with the provisions of the Construction Agency Agreement shall be distributed on the date received in the funds so received) in the following order of priority: first, to the Funding Parties or the Agent, as the case may be, in reimbursement of all reasonable costs, expenses and taxes, if any, incurred by any of them to complete the construction of the Leased Property, maintain and insure the Leased Property, remarket the Leased Property and sell the Leased Property, pro rata according to Permitted Lease Balance minus the amount of such costs, expenses and taxes; second, distributed pursuant to the Lenders and the Lessor pro rata for application to their Loans and the Allocated Amount, an amount equal to such Loans and the Allocated Amount, and; third, to the Lessor.clause second above;