L/C Draw Event under the Lease. Borrower shall provide written notice to Lender immediately upon the occurrence of an event permitting Borrower to draw upon the Letter of Credit under Section of the Lease (an “L/C Draw Event”). If Borrower elects to exercise its rights under the Lease to draw upon the Letter of Credit, Borrower shall notify Lender of such election in writing (“Borrower’s L/C Draw Notice”) and shall provide all information and documents relating thereto as Lender may reasonably request, including without limitation a certification to Lender substantially in the form of Schedule 1 hereto executed by Borrower that Borrower is entitled to draw upon the Letter of Credit, stating the reason or reasons therefor, the amount of the draw, and otherwise in form reasonably satisfactory to Lender. In connection therewith, subject to the provisions hereof, Xxxxxxxx does hereby authorize, direct, and empower Lender, its successors and assigns, at Xxxxxx’s option, to collect or enforce the Letter of Credit in accordance with the provisions of the Lease. Within five (5) business days after receipt by Lender of Borrower’s L/C Draw Notice, Lender shall take such steps as are reasonably necessary to draw upon the Letter of Credit in such amount as Borrower determines pursuant to the Lease is necessary to cure the L/C Draw Event. Borrower acknowledges that Lender shall require the Issuer to deposit all L/C Proceeds into such account (the “L/C Escrow Account”) as Lender shall designate, which may (at the option of Lender) be an account in the name of Lender. Lender may commingle the deposits with other funds of Lender. Lender shall have no obligation to credit Borrower with any interest on the funds held in the L/C Escrow Account. Xxxxxxxx acknowledges and agrees that absent the active negligence, gross negligence, or willful misconduct of Lender, all risk of loss with respect to the principal amount of such deposits shall be at the sole risk of Borrower. Xxxxxxxx further acknowledges and agrees to be fully responsible for any and all fees charged by any depository institution holding any L/C Proceeds. Xxxxxxxx hereby knowingly, voluntarily and intentionally stipulates, acknowledges and agrees that the disbursement of the funds from the L/C Escrow Account as set forth herein is at Borrower's direction and is not the exercise by Lender of any right of set-off or other remedy upon a default or an Event of Default under the Loan Documents. Until such time as this Agreement is released in accorda...
