Common use of Repayment of Advance Amount Clause in Contracts

Repayment of Advance Amount. Lessee may be repaid, in the manner --------------------------- provided in the next sentence, any amounts constituting Advance Amount (which shall mean (i) any amounts due on Defaulting Participant's Note, (ii) any liquidated damages pursuant to Section 2.07(b)(i) of the Participation Agreement and (iii) any portion of the Deferred Equity Amount advanced by Lessee pursuant to Section 3(b)(i)(A) or 3(c)(ii) hereof (excluding any portion thereof required to be paid by Lessee pursuant to Section 2.12(b) of the Participation Agreement), plus, in the case of (I) the outstanding portion of such liquidated damages and (II) any such advanced Deferred Equity Amount, interest thereon at a simple interest rate of 14% per annum from the date such liquidated damages accrue or from the date that any portion of such Deferred Equity Amount is advanced by Lessee, as applicable, to but not including the date such damages and/or amounts are repaid by Lessor), any repayment of the Advance Amount to be deemed applied first in satisfaction of amounts owing under clause (i) and thereafter as Lessee shall determine, in Lessee's discretion. In order to effect a repayment of the Advance Amount, Lessee shall be entitled to offsets (without duplication) against any payments of Rent (other than as limited by the three provisos to this sentence) due from Lessee to Lessor (including, without limitation, Interim Rent, Base Rent, Supplemental Rent, Stipulated Loss Value, Termination Value or the EBO Amount and all other amounts payable to Lessor in connection with any termination of this Lease, but excluding Excepted Payments payable to the Trust Company) until Lessee has received the full amount of the Advance Amount, whether by cash payment, offsets as herein provided, or any combination thereof; provided, however, that, in case of any payment due to -------- ------- Lessor from Lessee, Lessee's right of offset shall be limited to the portion of such payment, if any, distributable to Lessor under the Indenture; provided -------- further, however, that, no such offset or aggregate combined effect of separate ------- ------- offsets shall reduce the amount of any installment of Interim Rent, Base Rent, amounts due under Section 3(b)(i)(A) or Section 3(c)(ii), Stipulated Loss Value, Termination Value or the EBO Amount as of any date payable under this Lease to an amount that would be in contravention of the minimum payment requirements of Section 3(f) or any Supplemental Rent in respect of a Variable Amount; and provided further, however, that, in the case of the Deferred Equity Amount only, -------- ------- ------- Lessee shall have no right of offset so long as any Payment Default, Bankruptcy Default or Event of Default has occurred and is continuing.

Repayment of Advance Amount. Lessee may shall be repaid, in the manner --------------------------- provided in the next sentence, any amounts constituting Advance Amount (which shall mean (i) any amounts due plus interest on Defaulting Participant's Note, (ii) any liquidated damages pursuant to Section 2.07(b)(i) of the Participation Agreement and (iii) any portion of the Deferred Equity Amount advanced by Lessee pursuant to Section 3(b)(i)(A) or 3(c)(ii) hereof (excluding any portion thereof required to be paid by Lessee pursuant to Section 2.12(b) of the Participation Agreement), plus, in the case of (I) the outstanding portion of such liquidated damages and (II) any such advanced Deferred Equity Amount, interest thereon thereof at a simple interest rate of 14% per annum from the date such liquidated damages accrue or from the date that any portion of such Deferred Equity Amount amount is advanced by Lessee, as applicable, Lessee to but not including the date such damages and/or amounts are it is repaid by Lessor) (the "Repayment Amount"), any repayment of the Advance Amount to be deemed applied first in satisfaction of amounts owing under clause (i) and thereafter as Lessee shall determine, in Lessee's discretion. In order to effect a repayment of the Advance Amount, The Lessee shall be ---------------- entitled to offsets (without duplication) against any payments of Rent (other than as limited by the three provisos to this sentence) due from Lessee to Lessor or Owner Participant (including, without limitation, Interim Rent, Base Rent, Supplemental Rent, Stipulated Loss Value, Termination Value or the applicable EBO Amount and all other amounts payable to Lessor in connection with any termination of this Lease, but excluding Excepted Payments payable to the Trust Company) until Lessee has received the full amount of the Advance Repayment Amount, whether by cash payment, offsets as herein provided, or any combination thereof; provided, however, that, that in case of any payment due to Lessor from -------- ------- Lessor from Lessee, Lessee's right of offset shall be limited to the portion of such payment, if any, distributable to Lessor under the Indentureor Owner Participant thereunder; provided -------- further, however, that, that no such offset or aggregate combined effect of separate -------- ------- ------- separate offsets shall reduce the amount of any installment of Interim Rent, Base Rent, amounts Supplemental Rent due under Section 3(b)(i)(A) or Section 3(c)(ii), ) Stipulated Loss Value, Termination Value or the EBO Amount Amounts as of any date payable under this Lease to an amount that would be in contravention of the minimum payment requirements of Section 3(f) or any Supplemental Rent in respect of a Variable Amount); and provided further, however, that, in the case of the Deferred Equity Amount only, -------- ------- ------- that Lessee shall have no such right of offset so long as any Payment Default, Bankruptcy Default or Event of Default has occurred and is continuing.

Repayment of Advance Amount. Lessee may shall be repaid, in the --------------------------- manner --------------------------- provided in the next sentence, any amounts constituting Advance Amount (which shall mean (i) any amounts due plus interest on Defaulting Participant's Note, (ii) any liquidated damages pursuant to Section 2.07(b)(i) of the Participation Agreement and (iii) any portion of the Deferred Equity Amount advanced by Lessee pursuant to Section 3(b)(i)(A) or 3(c)(ii) hereof (excluding any portion thereof required to be paid by Lessee pursuant to Section 2.12(b) of the Participation Agreement), plus, in the case of (I) the outstanding portion of such liquidated damages and (II) any such advanced Deferred Equity Amount, interest thereon thereof at a simple interest rate of 14% per annum from the date such liquidated damages accrue or from the date that any portion of such Deferred Equity Amount mount is advanced by Lessee, as applicable, Lessee to but not including the date such damages and/or amounts are it is repaid by Lessor) (the "Repayment Amount"), any repayment of the Advance Amount to be deemed applied first in satisfaction of amounts owing under clause (i) and thereafter as Lessee shall determine, in Lessee's discretion. In order to effect a repayment of the Advance Amount, The Lessee shall be ---------------- entitled to offsets (without duplication) against any payments of Rent (other than as limited by the three provisos to this sentence) due from Lessee to Lessor or Owner Participant (including, without limitation, Interim Rent, Base Rent, Supplemental Rent, Stipulated Loss Value, Termination Value or the applicable EBO Amount and all other amounts payable to Lessor in connection with any termination of this Lease, but excluding Excepted Payments payable to the Trust Company) until Lessee has received the full amount of the Advance Repayment Amount, whether by cash payment, offsets as herein provided, or any combination thereof; provided, however, that, that in case of any payment due to Lessor from -------- ------- Lessor from Lessee, Lessee's right of offset shall be limited to the portion of such payment, if any, distributable to Lessor under the Indentureor Owner Participant thereunder; provided -------- further, however, that, that no such offset or aggregate combined effect of separate -------- ------- ------- separate offsets shall reduce the amount of any installment of Interim Rent, Base Rent, amounts Supplemental Rent due under Section 3(b)(i)(A) or Section 3(c)(ii), ) Stipulated Loss Value, Termination Value or the EBO Amount Amounts as of any date payable under this Lease to an amount that would be in contravention of the minimum payment requirements of Section 3(f) or any Supplemental Rent in respect of a Variable Amount); and provided further, however, that, in the case of the Deferred Equity Amount only, -------- ------- ------- that Lessee shall have no such right of offset so long as any Payment Default, Bankruptcy Default or Event of Default has occurred and is continuing. (i) [Intentionally Omitted] 11

Repayment of Advance Amount. Lessee may shall be repaid, in the --------------------------- manner --------------------------- provided in the next sentence, any amounts constituting Advance Amount (which shall mean (i) any amounts due on Defaulting Participant's Note, (ii) any liquidated damages pursuant to Section 2.07(b)(i) of the Participation Agreement and (iii) any portion of the Deferred Equity Amount advanced by Lessee pursuant to Section 3(b)(i)(A) or 3(c)(ii3(b)(i) hereof (excluding any portion thereof required to be paid by Lessee pursuant to Section 2.12(b2.07(b) of the Participation Agreement), plus, in the case of (I) the outstanding portion of such liquidated damages and (II) any such advanced Deferred Equity Amount, plus interest thereon at a simple interest rate of 14% per annum from the date such liquidated damages accrue or from the date that any portion of such Deferred Equity Amount is advanced by Lessee, as applicable, Lessee to but not including the date such damages and/or amounts are repaid by Lessor), any repayment of the Advance Amount to be deemed applied first in satisfaction of amounts owing under clause (i) and thereafter as Lessee shall determine, in Lessee's discretion. In order to effect a repayment of the Advance Amount, Lessee shall be entitled to offsets (without duplication) against any payments of Rent (other than as limited by the three provisos to this sentence) due from Lessee to Lessor (including, without limitation, Interim Rent, Base Rent, Supplemental Rent, Stipulated Loss Value, Termination Value or the EBO Amount and all other amounts payable to Lessor in connection with any termination of this Lease, but excluding Excepted Payments payable to the Trust Company) until Lessee has received the full amount of the Advance Amount, whether by cash payment, offsets as herein provided, or any combination thereof; provided, however, that, in case of any payment due to -------- ------- Lessor from Lessee, Lessee's right of offset shall be limited to the portion of such payment, if any, distributable to Lessor under the IndentureLoan Agreement; provided -------- further, however, that, no such offset or aggregate combined effect of separate ------- ------- offsets shall reduce the amount of any installment of Interim Rent, Base Rent, amounts due under Section 3(b)(i)(A) or Section 3(c)(ii3(b)(i), Stipulated Loss Value, Termination Value or the EBO Amount as of any date payable under this Lease to an amount that would be in contravention of the minimum payment requirements of Section 3(f) or reduce the amount of any Supplemental Rent in respect of a Variable AmountBreak Funding Costs that may be payable to the Noteholders; and provided further, however, that, in the case of the Deferred Equity Amount only, -------- ------- ------- that Lessee shall have no right of offset so long as -------- ------- ------- any Payment Default, Bankruptcy Default or Event of Default has occurred and is continuing.