Common use of Notice of Enforcement Clause in Contracts

Notice of Enforcement. If a Notice of Enforcement is in effect, the Borrower shall, if so directed by the Corporate Trustee (who shall give such direction only if required to do so by the Required Secured Parties) or if an Automatic Acceleration Event (as defined below) has occurred: 1. instruct all account debtors and parties to Contracts to make all payments in respect of Receivables to the Enforcement Proceeds Sub-Account; and the Borrower shall have the right and privilege to and may and will, and the Trustees hereby authorize the Borrower to, enforce, compromise and collect amounts owing on the Receivables, for the benefit of the Trustees and the Secured Parties, at the expense of the Borrower, provided that such right and privilege shall automatically be suspended upon the occurrence of any event that by the terms of any Secured Instrument or Secured Instruments pursuant to which more than 50% of the aggregate amount of the Voting Secured Obligations are outstanding would result in any amounts in respect of any outstanding extensions of credit under such Secured Instrument becoming due and payable prior to their stated maturity automatically and without notice or other action by the Secured Party or Secured Parties under such Secured Instrument (an "Automatic Acceleration Event"); and 2. with respect to any Proceeds that are not deposited directly into the Enforcement Proceeds Sub-Account in accordance with paragraph (a) above, when collected by the Borrower, whether consisting of cash, checks, notes, drafts, bills of exchange, money orders, commercial paper of any kind whatsoever or other documents, received in payment of any Receivable or otherwise shall be immediately turned over by the Borrower to the Corporate Trustee, in precisely the form received, except for its endorsement when required, and until turned over shall be deemed to be held in trust by the Borrower for and as the Corporate Trustee's property, and shall be held separately from the Borrower's other funds. Such Proceeds shall continue to be collateral security for all of the Secured Obligations and shall be applied in accordance with the Trust Agreement.

Notice of Enforcement. If a Notice of Enforcement is in effect, the Borrower Grantor shall, if so directed by the Corporate Trustee (who shall give such direction only if required to do so by the Required Secured Parties) or if an Automatic Acceleration Event (as defined below) has occurred: 1. instruct all account debtors and parties to Contracts to make all payments in respect of Receivables to the Enforcement Proceeds Sub-Account; and the Borrower Grantor shall have the right and privilege to and may and will, and the Trustees hereby authorize the Borrower Grantor to, enforce, compromise and collect amounts owing on the Receivables, for the benefit of the Trustees and the Secured Parties, at the expense of the BorrowerGrantor, provided that such right and privilege shall automatically be suspended upon the occurrence of any event that by the terms of any Secured Instrument or Secured Instruments pursuant to which more than 50% of the aggregate amount of the Voting Secured Obligations are outstanding would result in any amounts in respect of any outstanding extensions of credit under such Secured Instrument becoming due and payable prior to their stated maturity automatically and without notice or other action by the Secured Party or Secured Parties under such Secured Instrument (an "Automatic Acceleration Event"); and 2. with respect to any Proceeds that are not deposited directly into the Enforcement Proceeds Sub-Account in accordance with paragraph (a) above, when collected by the BorrowerGrantor, whether consisting of cash, checks, notes, drafts, bills of exchange, money orders, commercial paper of any kind whatsoever or other documents, received in payment of any Receivable or otherwise shall be immediately turned over by the Borrower Grantor to the Corporate Trustee, in precisely the form received, except for its endorsement when required, and until turned over shall be deemed to be held in trust by the Borrower Grantor for and as the Corporate Trustee's property, and shall be held separately from the BorrowerGrantor's other funds. Such Proceeds shall continue to be collateral security for all of the Secured Obligations and shall be applied in accordance with the Trust Agreement.

Notice of Enforcement. If (a) Upon receipt by the Corporate Trustee of a Notice of Enforcement, the Corporate Trustee shall immediately notify the Borrower, each Holder Representative and each Unrepresented Holder of the receipt and contents thereof. So long as such Notice of Enforcement is in effect, the Borrower shall, if so directed by Trustees shall exercise the Corporate Trustee (who shall give such rights and remedies provided in this Trust Agreement and in the Guarantees and the Security Documents in accordance with the direction only if required to do so by of the Required Secured Parties) Parties as provided herein. The Trustees are not empowered to exercise any remedy hereunder or if an Automatic Acceleration Event (as defined below) has occurred: 1. instruct all account debtors and parties to Contracts to make all payments in respect of Receivables thereunder relating to the foreclosure of Collateral or enforcement of any Guarantee unless a Notice of Enforcement Proceeds Sub-Accountis in effect; and the Borrower shall have the right and privilege to and may and will, and the Trustees hereby authorize the Borrower to, enforce, compromise and collect amounts owing on the Receivablesprovided that, for the benefit avoidance of doubt, this subsection 2.1(a) shall in no event limit the right of the Trustees to exercise such rights and remedies as they may have hereunder and under the Security Documents to preserve and protect the Collateral and the rights of the Trustees and the Secured PartiesParties therein. (b) A Notice of Enforcement shall become effective upon receipt thereof by the Corporate Trustee and, at once effective, shall remain in effect unless and until cancelled as provided in subsection 2.1(c). (c) A Notice of Enforcement may be cancelled by the expense delivery to the Corporate Trustee of a Notice of Cancellation of Enforcement (i) before the Trustees take any action to exercise any remedy with respect to the Collateral or the Guarantees or (ii) thereafter, if the Corporate Trustee believes that all actions theretofore taken by the Trustees to exercise any remedy or remedies with respect to the Collateral or the Guarantees can be reversed without undue difficulty; provided that no Notice of Enforcement shall be cancelled more than 30 days after it is received by the Corporate Trustee. The Corporate Trustee shall immediately notify the Borrower as to the receipt of any such Notice of Cancellation of Enforcement and shall promptly notify the Borrower, provided that such right each Holder Representative and privilege shall automatically be suspended upon each Unrepresented Holder as to the occurrence of any event that by the terms of any Secured Instrument or Secured Instruments pursuant to which more than 50% cancellation of the aggregate amount related Notice of the Voting Secured Obligations are outstanding would result in any amounts in respect of any outstanding extensions of credit under such Secured Instrument becoming due and payable prior to their stated maturity automatically and without notice or other action by the Secured Party or Secured Parties under such Secured Instrument (an "Automatic Acceleration Event"); and 2. with respect to any Proceeds that are not deposited directly into the Enforcement Proceeds Sub-Account in accordance with paragraph (a) above, when collected by the Borrower, whether consisting of cash, checks, notes, drafts, bills of exchange, money orders, commercial paper of any kind whatsoever or other documents, received in payment of any Receivable or otherwise shall be immediately turned over by the Borrower to the Corporate Trustee, in precisely the form received, except for its endorsement when required, and until turned over shall be deemed to be held in trust by the Borrower for and as the Corporate Trustee's property, and shall be held separately from the Borrower's other funds. Such Proceeds shall continue to be collateral security for all of the Secured Obligations and shall be applied in accordance with the Trust AgreementEnforcement.

Notice of Enforcement. If Upon receipt from Lender of a Notice of Enforcement, each Lessee under the Leases is hereby authorized and directed to pay directly to Lender all Rents and Revenues thereafter accruing and the receipt of Rents and Revenues by Lender shall be a release of such Lessee to the extent of all amounts so paid. The receipt by a Lessee under the Leases of a Notice of Enforcement is in effect, the Borrower shall, if so directed by the Corporate Trustee (who shall give be sufficient authorization for such direction only if required to do so by the Required Secured Parties) or if an Automatic Acceleration Event (as defined below) has occurred: 1. instruct all account debtors and parties to Contracts Lessee to make all future payments of Rents and Revenues directly to Lender and each such Lessee shall be entitled to rely on the Notice of Enforcement and shall have no liability to Borrower for any Rents and Revenues paid to Lender after receipt of the Notice of Enforcement. Rents and Revenues so received by Lender under this Assignment for any period prior to foreclosure under the Lien Instrument or acceptance of a deed in respect lieu of Receivables such foreclosure shall be applied by Lender to the Enforcement Proceeds Sub-Accountpayment of the following (in such order and priority as Lender shall determine): (i) all Operating Expenses; (ii) all expenses incident to taking and retaining possession of the Mortgaged Property and/or collecting Rent as it becomes due and payable; and (iii) the Indebtedness. In no event will the provisions of this Section 4.3 reduce the Indebtedness except to the extent, if any, that Rents and Revenues are actually received by Lender and applied upon or after said receipt to such Indebtedness in accordance with the preceding sentence. Without impairing its rights hereunder, Lender may, at its option, at any time and from time to time, release to Borrower, Rents and Revenues so received by Lender or any part thereof. As between Borrower shall have and Lender, and any Person claiming through or under Borrower, other than any Lessee under the right Leases who has not received a Notice of Enforcement, this Assignment is intended to be absolute, unconditional and privilege to presently and may immediately effective (and willnot an assignment for additional security), and the Trustees hereby authorize the Borrower to, enforce, compromise and collect amounts owing on the Receivables, Notice of Enforcement hereof is intended solely for the benefit of each such Lessee and shall never inure to the Trustees and the Secured Parties, at the expense benefit of the Borrower or any Person claiming through or under Borrower, provided that other than a Lessee who has not received such right and privilege shall automatically be suspended upon the occurrence of any event that by the terms of any Secured Instrument or Secured Instruments pursuant to which more than 50% of the aggregate amount of the Voting Secured Obligations are outstanding would result in any amounts in respect of any outstanding extensions of credit under such Secured Instrument becoming due and payable prior to their stated maturity automatically and without notice or other action by the Secured Party or Secured Parties under such Secured Instrument (an "Automatic Acceleration Event")notice. BORROWER SHALL HAVE NO RIGHT OR CLAIM AGAINST ANY LESSEE FOR THE PAYMENT OF ANY RENTS AND REVENUES BY SUCH LESSEE TO LENDER HEREUNDER. ASSIGNMENT OF RENTS AND REVENUES - Page 9 667204; and 2. with respect to any Proceeds that are not deposited directly into the Enforcement Proceeds SubMiami-Account in accordance with paragraph (a) aboveDade County, when collected by the Borrower, whether consisting of cash, checks, notes, drafts, bills of exchange, money orders, commercial paper of any kind whatsoever or other documents, received in payment of any Receivable or otherwise shall be immediately turned over by the Borrower to the Corporate Trustee, in precisely the form received, except for its endorsement when required, and until turned over shall be deemed to be held in trust by the Borrower for and as the Corporate Trustee's property, and shall be held separately from the Borrower's other funds. Such Proceeds shall continue to be collateral security for all of the Secured Obligations and shall be applied in accordance with the Trust Agreement.Florida

Notice of Enforcement. If Upon receipt from Lender of a Notice of Enforcement, each Lessee under the Leases is hereby authorized and directed to pay directly to Lender all Rents and Revenues thereafter accruing and the receipt of Rents and Revenues by Lender shall be a release of such Lessee to the extent of all amounts so paid. The receipt by a Lessee under the Leases of a Notice of Enforcement is in effect, the Borrower shall, if so directed by the Corporate Trustee (who shall give be sufficient authorization for such direction only if required to do so by the Required Secured Parties) or if an Automatic Acceleration Event (as defined below) has occurred: 1. instruct all account debtors and parties to Contracts Lessee to make all future payments of Rents and Revenues directly to Lender and each such Lessee shall be entitled to rely on the Notice of Enforcement and shall have no liability to Borrower for any Rents and Revenues paid to Lender after receipt of the Notice of Enforcement. Rents and Revenues so received by Lender under this Assignment for any period prior to foreclosure under the Lien Instrument or acceptance of a deed in respect lieu of Receivables such foreclosure shall be applied by Lender to the Enforcement Proceeds Sub-Accountpayment of the following (in such order and priority as Lender shall determine): (i) all Operating Expenses; (ii) all expenses incident to taking and retaining possession of the Mortgaged Property and/or collecting Rent as it becomes due and payable; and (iii) the Indebtedness. In no event will the provisions of this Section 4.3 reduce the Indebtedness except to the extent, if any, that Rents and Revenues are actually received by Lender and applied upon or after said receipt to such Indebtedness in accordance with the preceding sentence. Without impairing its rights hereunder, Lender may, at its option, at any time and from time to time, release to Borrower, Rents and Revenues so received by Lender or any part thereof. As between Borrower shall have and Lender, and any Person claiming through or under Borrower, other than any Lessee under the right Leases who has not received a Notice of Enforcement, this Assignment is intended to be absolute, unconditional and privilege to presently and may immediately effective (and willnot an assignment for additional security), and the Trustees hereby authorize the Borrower to, enforce, compromise and collect amounts owing on the Receivables, Notice of Enforcement hereof is intended solely for the benefit of each such Lessee and shall never inure to the Trustees and the Secured Parties, at the expense benefit of the Borrower or any Person claiming through or under Borrower, provided that other than a Lessee who has not received such right and privilege shall automatically be suspended upon the occurrence of any event that by the terms of any Secured Instrument or Secured Instruments pursuant to which more than 50% of the aggregate amount of the Voting Secured Obligations are outstanding would result in any amounts in respect of any outstanding extensions of credit under such Secured Instrument becoming due and payable prior to their stated maturity automatically and without notice or other action by the Secured Party or Secured Parties under such Secured Instrument (an "Automatic Acceleration Event")notice. BORROWER SHALL HAVE NO RIGHT OR CLAIM AGAINST ANY LESSEE FOR THE PAYMENT OF ANY RENTS AND REVENUES BY SUCH LESSEE TO LENDER HEREUNDER. ASSIGNMENT OF RENTS AND REVENUES - Page 9 641931; and 2. with respect to any Proceeds that are not deposited directly into the Enforcement Proceeds SubMiami-Account in accordance with paragraph (a) aboveDade County, when collected by the Borrower, whether consisting of cash, checks, notes, drafts, bills of exchange, money orders, commercial paper of any kind whatsoever or other documents, received in payment of any Receivable or otherwise shall be immediately turned over by the Borrower to the Corporate Trustee, in precisely the form received, except for its endorsement when required, and until turned over shall be deemed to be held in trust by the Borrower for and as the Corporate Trustee's property, and shall be held separately from the Borrower's other funds. Such Proceeds shall continue to be collateral security for all of the Secured Obligations and shall be applied in accordance with the Trust Agreement.Florida