Common use of Operation and Maintenance Expense Escrow Account Clause in Contracts

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by Lender, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, Borrower or to any Affiliate Affiliates of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower Mortgagor hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower Mortgagor within five (5) Business Days of receipt by Lender from Borrower Mortgagor of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, Mortgagor or to any Affiliate Affiliates of BorrowerMortgagor) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower Mortgagor legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower Mortgagor shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower Mortgagor has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower Mortgagor is a party, then Borrower Mortgagor may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower Mortgagor shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower Mortgagor may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any Provided no O&M Operative Period has occurred and is continuing, either (a) Lender shall disburse to Borrower from the Operation and Maintenance Expense Escrow Account on each Payment Date an amount equal to (i) the Operating Expenses set forth in the Approved Annual Budget for such month provided for in the Approved Annual Budget plus (ii) the Third Party Disbursements which have been substantiated in a manner reasonably acceptable to Lender and (iii) any Extraordinary Expenses for which sums have been deposited into the Operation and Maintenance Expense Escrow Account pursuant to Section 5.05 hereof ((i), (ii) and (iii) are hereinafter referred to as an “Operating Expense Disbursement”) or (b) if requested by Borrower and if sufficient funds have been collected in the Central Account to make the payments required under clauses (i) - (iv) of Section 5.05(a) hereof on the next succeeding Payment Date, Borrower shall be entitled to request disbursements from the Operation and Maintenance Expense Escrow Account on a weekly basis, for payment of the Operating Expense Disbursement incurred or to be incurred during the then-current Interest Accrual Period or during any prior Interest Accrual Period. During the continuance of an O&M Operative Period, Lender shall disburse funds held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower on a weekly basis, within five ten (510) Business Days days after delivery by Borrower to Lender of receipt by Lender from Borrower a request therefor, in increments of at least $1,000, provided (a) a written request for such disbursement which shall indicate is for the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay Expense Disbursement; and (b) such disbursement is accompanied by (i) an Officer’s Certificate stating provided monthly certifying (A) that no such funds will be used to pay Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, set forth in the event Approved Annual Budget and a description thereof, (B) that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved all outstanding trade payables (other than those to be paid from the requested disbursement or those permitted pursuant to Section 2.02(g)(viii)(C) hereof) have been paid in writing by Lenderfull, (C) that the same has not been the subject of a previous disbursement, and (iD) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall that all previous disbursements have been or will be used to pay the previously identified Operating Expenses set aside adequate reserves for forth in the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating theretoApproved Annual Budget, and (ivB) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying reasonably detailed documentation satisfactory to Lender as to items (i) through (iv) hereofthe amount, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills necessity and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar monthpurpose therefor. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided. During any O&M Operative Period, the management fee payable to Manager shall be limited to 4% per annum of the total revenues of the Property and shall not include the 2.5% Allocable Chain Expense (as defined in the Management Agreement). Failure to pay such 2.5% Allocable Chain Expense shall not be a default under the Management Agreement.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any Provided no O&M Operative Period has occurred and is continuing, either (a) Lender shall disburse to Borrower from the Operation and Maintenance Expense Escrow Account on each Payment Date an amount equal to (i) the Operating Expenses set forth in the Approved Annual Budget for such month provided for in the Approved Annual Budget plus (ii) the Third Party Disbursements which have been substantiated in a manner reasonably acceptable to Lender and (iii) any Extraordinary Expenses for which sums have been deposited into the Operation and Maintenance Expense Escrow Account pursuant to Section 5.05 hereof ((i), (ii) and (iii) are hereinafter referred to as an “Operating Expense Disbursement”) or (b) if requested by Borrower and if sufficient funds have been collected in the Central Account to make the payments required under clauses (i) - (iv) of Section 5.05(a) hereof on the next succeeding Payment Date, Borrower shall be entitled to request disbursements from the Operation and Maintenance Expense Escrow Account on a weekly basis, for payment of the Operating Expense Disbursement incurred or to be incurred during the then-current Interest Accrual Period or during any prior Interest Accrual Period. During the continuance of an O&M Operative Period, Lender shall disburse funds held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower on a weekly basis, within five ten (510) Business Days days after delivery by Borrower to Lender of receipt by Lender from Borrower a request therefor, in increments of at least $1,000, provided (a) a written request for such disbursement which shall indicate is for the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay Expense Disbursement; and (b) such disbursement is accompanied by (i) an Officer’s Certificate stating provided monthly certifying (A) that no such funds will be used to pay Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, set forth in the event Approved Annual Budget and a description thereof, (B) that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved all outstanding trade payables (other than those to be paid from the requested disbursement or those permitted pursuant to Section 2.02(g)(viii)(C) hereof) have been paid in writing by Lenderfull, (C) that the same has not been the subject of a previous disbursement, and (iD) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall that all previous disbursements have been or will be used to pay the previously identified Operating Expenses set aside adequate reserves for forth in the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating theretoApproved Annual Budget, and (ivB) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying reasonably detailed documentation satisfactory to Lender as to items (i) through (iv) hereofthe amount, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills necessity and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar monthpurpose therefor. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided. During any O&M Operative Period, the management fee payable to Manager shall be limited to 4% per annum of the total revenues of the Property and shall not include the 2.5% Allocable Chain Expense (as defined in the Management Agreement). Failure to pay such 2.5% Allocable Chain Expense shall not be a default under the Management Agreement.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees Required Management Fee payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a partyparty (other than any agreement with the vendor with respect to which the unpaid Operating Expenses relates), then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may shall be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or Property or, if Lender has accelerated the outstanding Principal Amount, may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any Provided no O&M Operative Period has occurred and is continuing, either (a) Lender shall disburse to Borrower from the Operation and Maintenance Expense Escrow Account on each Payment Date an amount equal to (i) the Operating Expenses set forth in the Approved Annual Budget for such month provided for in the Approved Annual Budget plus (ii) the Third Party Disbursements which have been substantiated in a manner reasonably acceptable to Lender and (iii) any Extraordinary Expenses for which sums have been deposited into the Operation and Maintenance Expense Escrow Account pursuant to Section 5.05 hereof ((i), (ii) and (iii) are hereinafter referred to as an “Operating Expense Disbursement”) or (b) if requested by Borrower and if sufficient funds have been collected in the Central Account to make the payments required under clauses (i) — (iv) of Section 5.05(a) hereof on the next succeeding Payment Date, Borrower shall be entitled to request disbursements from the Operation and Maintenance Expense Escrow Account on a weekly basis, for payment of the Operating Expense Disbursement incurred or to be incurred during the then-current Interest Accrual Period or during any prior Interest Accrual Period. During the continuance of an O&M Operative Period, Lender shall disburse funds held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower on a weekly basis, within five ten (510) Business Days days after delivery by Borrower to Lender of receipt by Lender from Borrower a request therefor, in increments of at least $1,000, provided (a) a written request for such disbursement which shall indicate is for the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay Expense Disbursement; and (b) such disbursement is accompanied by (i) an Officer’s Certificate stating provided monthly certifying (A) that no such funds will be used to pay Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, set forth in the event Approved Annual Budget and a description thereof, (B) that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved all outstanding trade payables (other than those to be paid from the requested disbursement or those permitted pursuant to Section 2.02(g)(viii)(C) hereof) have been paid in writing by Lenderfull, (C) that the same has not been the subject of a previous disbursement, and (iD) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall that all previous disbursements have been or will be used to pay the previously identified Operating Expenses set aside adequate reserves for forth in the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating theretoApproved Annual Budget, and (ivB) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying reasonably detailed documentation satisfactory to Lender as to items (i) through (iv) hereofthe amount, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills necessity and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar monthpurpose therefor. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided. During any O&M Operative Period, the management fee payable to Manager shall be limited to 4% per annum of the total revenues of the Property and shall not include the 2.5% Allocable Chain Expense (as defined in the Management Agreement). Failure to pay such 2.5% Allocable Chain Expense shall not be a default under the Management Agreement.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees Required Management Fee payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a partyparty (other than any agreement with the vendor with respect to which the unpaid Operating Expenses relates), then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may shall be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or Property or, if Lender has accelerated the outstanding Principal Amount, may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.. 68

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of BorrowerCosts) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) if requested by Lender, an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of BorrowerCosts) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) if requested by Lender, an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender Xxxxxx from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender Xxxxxx as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or to cause Manager to be paid pay all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s 's Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender Xxxxxx from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of BorrowerCosts) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s 's Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by Lender, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of 52 Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of Borrower) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by Lender, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties Property or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.

Operation and Maintenance Expense Escrow Account. Borrower hereby agrees to pay or cause to be paid all Operating Expenses and extraordinary capital improvement costs with respect to the Property (without regard to the amount of money then available in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account). All funds allocated to the Operation and Maintenance Expense Escrow Account shall be held by Lender pursuant to the provisions of this Security Instrument. Any sums held in the Operation and Maintenance Expense Escrow Account shall be disbursed to Borrower within five (5) Business Days of receipt by Lender from Borrower of (a) a written request for such disbursement which shall indicate the Operating Expenses (exclusive of Basic Carrying Costs and any management fees payable to Borrower, or to any Affiliate of BorrowerCosts) and/or extraordinary capital improvement costs approved in writing by Lender for which the requested disbursement is to pay and (b) if requested by Lender, an Officer’s Certificate stating that no Operating Expenses with respect to the Property are more than sixty (60) days past due; provided, however, in the event that Borrower legitimately disputes any invoice for an Operating Expense and/or extraordinary capital improvement costs approved in writing by LenderExpense, and (i) no Event of Default has occurred and is continuing hereunder, (ii) Borrower shall have set aside adequate reserves for the payment of such disputed sums together with all interest and late fees thereon, (iii) Borrower has complied with all the requirements of this Security Instrument relating thereto, and (iv) the contesting of such sums shall not constitute a default under any other instrument, agreement, or document to which Borrower is a party, then Borrower may, after certifying to Lender as to items (i) through (iv) hereof, contest such invoice. Together with each such request, Borrower shall furnish Lender with bills and all other documents necessary for the payment of the Operating Expenses and/or extraordinary capital improvement costs approved in writing by Lender which are the subject of such request. Borrower may request a disbursement from the Operation and Maintenance Expense Escrow Account no more than one (1) time per calendar month. Should an Event of Default occur and be continuing, the sums on deposit in the Operation and Maintenance Expense Sub-Account or the Operation and Maintenance Expense Escrow Account may be applied by Lender in payment of any Operating Expenses and/or extraordinary capital improvement costs for the Cross-collateralized Properties or may be applied to the payment of the Debt or any other charges affecting all or any portion of the Property as Lender, in its sole discretion, may determine; provided, however, that no such application shall be deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided.