Common use of Release upon Priority Obligations being Paid in Full Clause in Contracts

Release upon Priority Obligations being Paid in Full. After the Cut-Off Time and until the Priority Obligations are Paid in Full, AR Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank and (b) at such time that the Priority Obligations are paid in full, FHA Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank, and AR Lender will take all necessary steps to effectuate the foregoing, including, but not limited to, providing appropriate instructions to the applicable Depository Bank or terminating any deposit account control agreement, provider account agreement, blocked account agreement or lockbox agreement with any depository bank of Operator which holds or receives Operator’s Accounts. The Parties acknowledge and agree that FHA Lender may require the establishment of separate Deposit Accounts into which payments with respect to Accounts arising after the Cut-Off Time are to be deposited (the “Post Cut-Off Time Deposit Accounts”). Each Post Cut-Off Time Deposit Account will be subject to a deposit account control agreement in favor of FHA Lender or its designee in form and substance satisfactory to FHA Lender which will give FHA Lender or its designee exclusive authority (unless prohibited by law) to exercise control over the Post Cut-Off Time Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank.

Release upon Priority Obligations being Paid in Full. After the Cut-Off Time and until the Priority Until the AR Loan Obligations are Paid in Full, AR Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank and (b) at at. At such time that the Priority PriorityAR Loan Obligations are paid paidPaid in fullfullFull, FHA Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank, and AR Lender will take all necessary steps to effectuate the foregoing, including, but not limited to, providing appropriate instructions to the applicable Depository Bank or terminating any deposit account control agreement, provider account agreement, blocked account agreement or lockbox agreement with any depository bank of Operator which holds or receives Operator’s Accounts. The Parties acknowledge and agree that FHA Lender may require the establishment of separate Deposit Accounts into which payments with respect to Accounts arising after the Cut-Off Time are to be deposited (the “Post Cut-Off Time Deposit Accounts”). Each Post Cut-Off Time Deposit Account will be subject to a deposit account control agreement in favor of FHA Lender or its designee in form and substance satisfactory to FHA Lender which will give FHA Lender or its designee exclusive authority (unless prohibited by law) to exercise control over the Post Cut-Off Time Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank. After a Cut-Off Time, the parties agree to coordinate the timing of instructions given to residents and third-party payors that identify new deposit accounts into which payments should be made. Without limiting anything set forth in Section 2.3(a), each of the parties to this Agreement hereby agrees to cooperate and work in good faith with each other in order to effectively and efficiently bill, invoice and collect all Accounts due from Operator’s account debtors and to promptly turn over any proceeds of Accounts to the party entitled to such proceeds.

Release upon Priority Obligations being Paid in Full. After the Cut-Off Time and until the Priority Obligations are Paid in Full, AR Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank and (b) at such time that the Priority Obligations are paid in full, FHA Lender will have the exclusive authority to exercise control (unless prohibited by law) over the Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank, and AR Lender will take all necessary steps to effectuate the foregoing, including, but not limited to, providing appropriate instructions to the applicable Depository Bank or terminating any deposit account control agreement, provider account agreement, blocked account agreement or lockbox agreement with any depository bank of Operator which holds or receives Operator’s Accounts. The Parties acknowledge and agree that FHA Lender may require the establishment of separate Deposit Accounts into which payments with respect to Accounts arising after the Cut-Off Time are to be deposited (the “Post Cut-Off Time Deposit Accounts”). Each Post Cut-Off Time Deposit Account will be subject to a deposit account control agreement in favor of FHA Lender or its designee in form and substance satisfactory to FHA Lender which will give FHA Lender or its designee exclusive authority (unless prohibited by law) to exercise control over the Post Cut-Off Time Deposit Accounts and to provide appropriate instructions to the applicable Depository Bank. REPRESENTATIONS; COVENANTS Operator operates the Facility. Operator has granted or will grant a security interest in its Accounts and certain other assets to FHA Lender and HUD (collectively, the “Senior Secured Parties”) pursuant to a Security Agreement executed by Operator in favor of one or more Senior Secured Parties (the "Operator Security Agreement") in connection with one or more loans provided to Owner by FHA Lender and insured by HUD (the “HUD Loan”). AR Lender consents to the Operator Security Agreement and the liens granted in favor of the Senior Secured Parties notwithstanding any contrary provisions of the AR Loan Documents. This Intercreditor Agreement sets forth the relative priorities of AR Lender and the Senior Secured Parties in and to the assets of Operator.