Common use of Ground Rent Funds Clause in Contracts

Ground Rent Funds. In addition to the initial deposits with respect to Ground Rent made by Borrower to Lender on the Closing Date to be held in Eligible Accounts by Lender or Servicer and hereinafter respectively referred to as the “Ground Rent Account”, on each Monthly Payment Date (to the extent not deposited pursuant to Section 9.3(a) hereof), Borrower shall deposit (or cause to be deposited) in such account (i) with respect to each Individual Property other than a Waived Ground Lease Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or reasonably estimated by Lender, in its reasonable discretion, to be payable during the ensuing twelve (12) months with respect to each Individual Property other than a Waived Ground Lease Deposit Property, under each related Ground Lease in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent and (ii) upon the occurrence and following a Borrower Ground Lease Period, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or estimated by Lender, in its reasonable discretion, to be payable with respect to each Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period during the ensuing twelve (12) months under each Ground Lease related to a Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent (the “Monthly Ground Rent Deposit”), which deposits shall be held in the Ground Rent Account (amounts held in the Ground Rent Account are hereinafter referred to as the “Ground Rent Funds”). Additionally, if, at any time, Lender determines, in its reasonable discretion, that amounts on deposit in or scheduled to be deposited in the Ground Rent Account will be insufficient to pay all Ground Rent due under the Ground Lease at least ten (10) Business Days prior to the due date for such Ground Rent, Borrower shall make a True Up Payment with respect to such insufficiency into the Ground Rent Account. Borrower agrees to promptly notify Lender of any changes to the amounts, schedules and instructions for payment of any Ground Rent of which it has or obtains knowledge and authorizes Lender or its agent to obtain the bills for Ground Rent directly from the landlord under such applicable Ground Lease. Provided there are sufficient amounts in the Ground Rent Account and no Event of Default exists, Lender shall be obligated to pay the Ground Rent as it becomes due on its respective due dates on behalf of Borrower by applying the Ground Rent Funds to the payment of such Ground Rent. Any Ground Rent Funds remaining on deposit in the Ground Rent Account after the Debt has been paid in full shall be paid (a) to Mezzanine A Lender to be held by Mezzanine A Lender pursuant to the Mezzanine A Loan Agreement for the same purposes as those described in this Section 8.7, (b) if the Mezzanine A Loan is no longer outstanding, but the Mezzanine B Loan is outstanding, to Mezzanine B Lender to be held by Mezzanine B Lender pursuant to the Mezzanine B Loan Agreement for the same purposes as those described in this Section 8.7, (c) if the Mezzanine A Loan and Mezzanine B Loan are no longer outstanding, but the Mezzanine C Loan is outstanding, to Mezzanine C Lender to be held by Mezzanine C Lender pursuant to the Mezzanine C Loan Agreement for the same purposes as those described in this Section 8.7 or (d) if none of the Mezzanine A Loan, Mezzanine B Loan or Mezzanine C Loan is then outstanding, to Borrower.

Ground Rent Funds. In addition to the initial deposits with respect to Ground Rent made by Borrower to Lender on the Closing Date to be held in Eligible Accounts by Lender or Servicer and hereinafter respectively referred to as the “Ground Rent Account”, on On each Monthly Payment Date occurring on and after the occurrence and continuance of a Trigger Period (to the extent not deposited pursuant to Section 9.3(a) hereof), Borrower shall deposit pay (or cause to be depositedpaid) in such account (i) with respect to each Individual Property other than a Waived Ground Lease Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or reasonably estimated by Lender, in its reasonable discretion, to be payable during the ensuing twelve (12) months with respect to each Individual Property other than a Waived Ground Lease Deposit Property, under each related Ground Lease in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent and (ii) upon the occurrence and following a Borrower Ground Lease Period, Lender one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or estimated by Lender, in its reasonable discretion, to be payable with respect to each Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period during the ensuing twelve (12) months with respect to each Individual Property under each related Ground Lease related to a Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent (the “Monthly Ground Rent Deposit”), which deposits shall be held in an Eligible Account by Cash Management Bank and hereinafter referred to as the “Ground Rent Account Account” (amounts held in the Ground Rent Account are hereinafter referred to as the “Ground Rent Funds”). Additionally, if, at any time, Lender determines, in its reasonable discretion, that amounts on deposit in or scheduled to be deposited in the Ground Rent Account will be insufficient to pay all Ground Rent due under the Ground Lease at least ten thirty (1030) Business Days days prior to the due date for such Ground Rent, Borrower shall make a True Up Payment with respect to such insufficiency into the Ground Rent Account. Borrower agrees to promptly notify Lender of any changes to the amounts, schedules and instructions for payment of any Ground Rent of which it has or obtains knowledge and authorizes Lender or its agent to obtain the bills for Ground Rent directly from the landlord under such applicable Ground Lease. Provided there are sufficient amounts in the Ground Rent Account and no Event of Default exists, Lender shall be obligated to pay the Ground Rent as it becomes due on its respective due dates on behalf of Borrower by applying the Ground Rent Funds to the payment of such Ground Rent. Any Ground Rent Funds remaining on deposit in the Ground Rent Account after the Debt has been paid in full shall be paid (a) to Mezzanine A Lender to be held by Mezzanine A Lender pursuant to the Mezzanine A Loan Agreement for the same purposes as those described in this Section 8.7, (b) if the Mezzanine A Loan is no longer outstanding, but the Mezzanine B Loan is outstanding, to Mezzanine B Lender to be held by Mezzanine B Lender pursuant to the Mezzanine B Loan Agreement for the same purposes as those described in this Section 8.7, (c) if the Mezzanine A Loan and Mezzanine B Loan are no longer outstanding, but the Mezzanine C Loan is outstanding, to Mezzanine C Lender to be held by Mezzanine C Lender pursuant to the Mezzanine C Loan Agreement for the same purposes as those described in this Section 8.7 or (d) if none of the Mezzanine A Loan, Mezzanine B Loan or Mezzanine C Loan is then outstanding, to Borrower.

Ground Rent Funds. In addition On each Monthly Payment Date occurring during the continuance of a Trigger Period, Borrower shall pay (or cause to the initial deposits with respect to Ground Rent made by Borrower be paid) to Lender on the Closing Date to be held in Eligible Accounts by Lender or Servicer and hereinafter respectively referred to as the “Ground Rent Account”, on each Monthly Payment Date (to the extent not deposited pursuant to Section 9.3(aa) hereof), Borrower shall deposit (or cause to be deposited) in such account (i) with respect to each Individual Property other than a Waived Ground Lease Rent Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or reasonably estimated by Lender, in its reasonable discretion, Lender to be payable payable, during the next ensuing twelve (12) 112 months with respect to under each Individual Property Ground Lease (other than a Ground Lease related to a Waived Ground Lease Rent Deposit Property, under each related Ground Lease ) in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent and (ii) upon the occurrence and following the continuance of a Borrower Ground Lease PeriodRent Period with respect to any Waived Ground Rent Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or estimated by Lender, in its reasonable discretion, Lender to be payable with respect to each Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period payable, during the next ensuing twelve (12) months under each Ground Lease related to a Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent (the “Monthly Ground Rent Deposit”), which deposits shall be held in an Eligible Account by Lender or Servicer (the “Ground Rent Account Account”) (amounts held in the Ground Rent Account are hereinafter referred to as the “Ground Rent Funds”). Additionally, if, at any timetime during the continuance of a Trigger Period, Lender determines, in its reasonable discretion, that amounts on deposit in or scheduled to be deposited in the Ground Rent Account will be insufficient to pay all Ground Rent due under the Ground Lease at least ten (10) Business Days prior to the due date for such Ground Rent, Borrower shall make a True Up Payment with respect to such insufficiency into the Ground Rent Account. Borrower agrees to promptly notify Lender of any changes to the amounts, schedules and instructions for payment of any Ground Rent of which it has or obtains knowledge and authorizes Lender or its agent to obtain the bills for Ground Rent directly from the landlord under such applicable Ground Lease. Provided there are sufficient amounts in the Ground Rent Account and no Event of Default exists, Lender shall be obligated to pay the Ground Rent as it becomes due on its respective due dates on behalf of Borrower by applying the Ground Rent Funds to the payment of such Ground Rent. Any Ground Rent Funds remaining on deposit in the Ground Rent Account after the Debt has been paid in full or following a Total Defeasance Event shall be paid (a) to Mezzanine A Lender to be held by Mezzanine A Lender pursuant to the Mezzanine A Loan Agreement for the same purposes as those described in this Section 8.7, (b) if the Mezzanine A Loan is no longer outstanding, but the Mezzanine B Loan is outstanding, to Mezzanine B Lender to be held by Mezzanine B Lender pursuant to the Mezzanine B Loan Agreement for the same purposes as those described in this Section 8.7, (c) if the Mezzanine A Loan and Mezzanine B Loan are no longer outstanding, but the Mezzanine C Loan is outstanding, to Mezzanine C Lender to be held by Mezzanine C Lender pursuant to the Mezzanine C Loan Agreement for the same purposes as those described in this Section 8.7 or (d) if none of the Mezzanine A Loan, Mezzanine B Loan or Mezzanine C Loan is then outstanding, to Borrower.

Ground Rent Funds. In addition On each Monthly Payment Date occurring during the continuance of a Trigger Period, Borrower shall pay (or cause to the initial deposits with respect to Ground Rent made by Borrower be paid) to Lender on the Closing Date to be held in Eligible Accounts by Lender or Servicer and hereinafter respectively referred to as the “Ground Rent Account”, on each Monthly Payment Date (to the extent not deposited pursuant to Section 9.3(aa) hereof), Borrower shall deposit (or cause to be deposited) in such account (i) with respect to each Individual Property other than a Waived Ground Lease Rent Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or reasonably estimated by Lender, in its reasonable discretion, Lender to be payable payable, during the next ensuing twelve (12) months with respect to under each Individual Property Ground Lease (other than a Ground Lease related to a Waived Ground Lease Rent Deposit Property, under each related Ground Lease ) in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent and (ii) upon the occurrence and following the continuance of a Borrower Ground Lease PeriodRent Period with respect to any Waived Ground Rent Deposit Property, one-twelfth of an amount which would be sufficient to pay the Ground Rent payable, or estimated by Lender, in its reasonable discretion, Lender to be payable with respect to each Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period payable, during the next ensuing twelve (12) months under each Ground Lease related to a Waived Ground Lease Deposit Property that is subject to a Borrower Ground Lease Period in order to pay installments of Ground Rent at least thirty (30) days prior to the due date for such Ground Rent (the “Monthly Ground Rent Deposit”), which deposits shall be held in an Eligible Account by Lender or Servicer (the “Ground Rent Account Account”) (amounts held in the Ground Rent Account are hereinafter referred to as the “Ground Rent Funds”). Additionally, if, at any timetime during the continuance of a Trigger Period, Lender determines, in its reasonable discretion, that amounts on deposit in or scheduled to be deposited in the Ground Rent Account will be insufficient to pay all Ground Rent due under the Ground Lease at least ten (10) Business Days prior to the due date for such Ground Rent, Borrower shall make a True Up Payment with respect to such insufficiency into the Ground Rent Account. Borrower Bxxxxxxx agrees to promptly notify Lender of any changes to the amounts, schedules and instructions for payment of any Ground Rent of which it has or obtains knowledge and authorizes Lender or its agent to obtain the bills for Ground Rent directly from the landlord under such applicable Ground Lease. Provided there are sufficient amounts in the Ground Rent Account and no Event of Default exists, Lender shall be obligated to pay the Ground Rent as it becomes due on its respective due dates on behalf of Borrower by applying the Ground Rent Funds to the payment of such Ground Rent. Any Ground Rent Funds remaining on deposit in the Ground Rent Account after the Debt has been paid in full or following a Total Defeasance Event shall be paid (a) to Mezzanine A Lender to be held by Mezzanine A Lender pursuant to the Mezzanine A Loan Agreement for the same purposes as those described in this Section 8.7, (b) if the Mezzanine A Loan is no longer outstanding, but the Mezzanine B Loan is outstanding, to Mezzanine B Lender to be held by Mezzanine B Lender pursuant to the Mezzanine B Loan Agreement for the same purposes as those described in this Section 8.7, (c) if the Mezzanine A Loan and Mezzanine B Loan are no longer outstanding, but the Mezzanine C Loan is outstanding, to Mezzanine C Lender to be held by Mezzanine C Lender pursuant to the Mezzanine C Loan Agreement for the same purposes as those described in this Section 8.7 or (d) if none of the Mezzanine A Loan, Mezzanine B Loan or Mezzanine C Loan is then outstanding, to Borrower.