Common use of Retained Funds Clause in Contracts

Retained Funds. Pursuant to the Purchase Documents, Landlord is holding the Retained Funds as security for the faithful observance and performance by Tenant of all the terms, covenants and conditions of this Lease by Tenant to be observed and performed. The Retained Funds shall not be mortgaged, assigned, transferred or otherwise encumbered by Tenant or any of its Affiliated Persons without the prior written consent of Landlord and any such act on the part of Tenant or any of its Affiliated Persons without first having obtained Landlord's consent shall be without force and effect and shall not be binding upon Landlord. If an Event of Default shall occur and be continuing, Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply the entire Retained Funds or so much thereof as may be necessary to compensate Landlord toward the payment of Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant. It is understood and agreed that the Retained Funds are not to be considered as prepaid rent, nor shall damages be limited to the amount of the Retained Funds. Provided no Event of Default shall have occurred and be continuing, any unapplied balance of the Retained Funds shall be paid to Tenant or its Affiliated Persons at the end of the Term or, in the event of any early termination of this Lease with respect to any Property, such portion thereof as is allocable to such Property (as reasonably determined by Landlord) upon such termination. Landlord shall have no obligation to pay interest on the Retained Funds and shall have the right to commingle the same with Landlord's other funds. If Landlord conveys Landlord's interest under this Lease, the Retained Funds, or any part thereof not previously applied, shall be turned over by Landlord to Landlord's grantee, and, if so turned over, Tenant shall look solely to such grantee for proper application of the Retained Funds in accordance with the terms of this Section 3.5 and the return thereof in accordance herewith. The holder of a mortgage on the Leased Property shall not be responsible to Tenant for the return or application of the Retained Funds, if it succeeds to the position of Landlord hereunder, unless the Retained Funds shall have been received in hand by such holder. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, the Retained Funds shall be deemed to be applied first to the payment of Rent and other charges due Landlord for all periods prior to the filing of such proceedings.

Retained Funds. Pursuant to the Purchase DocumentsAgreement, Landlord is holding the Retained Funds as security for the faithful observance and performance by Tenant of all the terms, covenants and conditions of this Lease by Tenant to be observed and performed. The Retained Funds shall not be mortgaged, assigned, transferred or otherwise encumbered by Tenant or any of its Affiliated Persons without the prior written consent of Landlord and any such act on the part of Tenant or any of its Affiliated Persons without first having obtained Landlord's consent shall be without force and effect and shall not be binding upon Landlord. If an Event of Default shall occur and be continuing, Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply the entire Retained Funds or so much thereof as may be necessary to compensate Landlord toward the payment of Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant. It is understood and agreed that the Retained Funds are not to be considered as prepaid rent, nor shall damages be limited to the amount of the Retained Funds. Provided no Event of Default shall have occurred and be continuing, any unapplied balance of the Retained Funds shall be paid to Tenant or its Affiliated Persons at the end of the Term or, in the event of any early termination of this Lease with respect to any Property, such portion thereof as is allocable to such Property (as reasonably determined by Landlord) upon such termination. Landlord shall have no obligation to pay interest on the Retained Funds and shall have the right to commingle the same with Landlord's other funds. If Landlord conveys Landlord's interest under this Lease, the Retained Funds, or any part thereof not previously applied, shall be turned over by Landlord to Landlord's grantee, and, if so turned over, Tenant Tenant, subject to the provisions of Section 22.7, shall look solely to such grantee for proper application of the Retained Funds in accordance with the terms of this Section 3.5 and the return thereof in accordance herewith. The holder of a mortgage on the Leased Property shall not be responsible to Tenant for the return or application of the Retained Funds, if it succeeds to the position of Landlord hereunder, unless the Retained Funds shall have been received in hand by such holder. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, the Retained Funds shall be deemed to be applied first to the payment of Rent and other charges due Landlord for all periods prior to the filing of such proceedings.

Retained Funds. Pursuant to the Purchase Documents, Landlord is holding the Retained Funds as security for the faithful observance and performance by Tenant of all the terms, covenants and conditions of this Lease Agreement by Tenant to be observed and performed. The Retained Funds shall not be mortgaged, assigned, transferred or otherwise encumbered by Tenant or any of its Affiliated Persons without the prior written consent of Landlord and any such act on the part of Tenant or any of its Affiliated Persons without first having obtained Landlord's consent shall be without force and effect and shall not be binding upon Landlord. If an Event of Default shall occur and be continuing, Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply the entire Retained Funds or so much thereof as may be necessary to compensate Landlord toward the payment of Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant. It is understood and agreed that the Retained Funds are not to be considered as prepaid rent, nor shall damages be limited to the amount of the Retained Funds. Provided no Event of Default shall have occurred and be continuing, any unapplied balance of the Retained Funds shall be paid to Tenant or its Affiliated Persons at the end of the Term or, in the event of any early termination of this Lease Agreement with respect to any Property, such portion thereof as is allocable to such Property (as reasonably determined by Landlord) upon such termination. Landlord shall have no obligation to pay interest on the Retained Funds and shall have the right to commingle the same with Landlord's other funds. If Landlord conveys Landlord's interest under this LeaseAgreement, the Retained Funds, or any part thereof not previously applied, shall be turned over by Landlord to Landlord's grantee, and, if so turned over, Tenant shall look solely to such grantee for proper application of the Retained Funds in accordance with the terms of this Section 3.5 and the return thereof in accordance herewith; provided, however, that Landlord shall not be released from liability with respect to any Retained Funds so turned over unless such grantee shall have a Net Worth equal to or greater than the lesser of (i) ten (10) times the amount of such Retained Funds so turned over or (ii) One Hundred Million Dollars ($100,000,000). If such grantee shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Tenant, guarantee payment of the amount of the Retained Funds so turned over in accordance with this Agreement and the Purchase Documents. The holder of a mortgage on the Leased Property shall not be responsible to Tenant for the return or application of the Retained Funds, if it succeeds to the position of Landlord hereunder, unless the Retained Funds shall have been received in hand by such holder. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, the Retained Funds shall be deemed to be applied first to the payment of Rent and other charges due Landlord for all periods prior to the filing of such proceedings.

Retained Funds. Pursuant to the Purchase DocumentsAgreement, Landlord is holding the Retained Funds as security for the faithful observance and performance by Tenant of all the terms, covenants and conditions of this Lease by Tenant to be observed and performed. The Retained Funds shall not be mortgaged, assigned, transferred or otherwise encumbered by Tenant or any of its Affiliated Persons without the prior written consent of Landlord and any such act on the part of Tenant or any of its Affiliated Persons without first having obtained Landlord's consent shall be without force and effect and shall not be binding upon Landlord. If an Event of Default shall occur and be continuing, Landlord may, at its option and without prejudice to any other remedy which Landlord may have on account thereof, appropriate and apply the entire Retained Funds or so much thereof as may be necessary to compensate Landlord toward the payment of Rent or other sums or loss or damage sustained by Landlord due to such breach on the part of Tenant. It is understood and agreed that the Retained Funds are not to be considered as prepaid rent, nor shall damages be limited to the amount of the Retained Funds. Provided no Event of Default shall have occurred and be continuing, any unapplied balance of the Retained Funds shall be paid to Tenant or its Affiliated Persons at the end of the Term or, in the event of any early termination of this Lease with respect to any Property, such portion thereof as is allocable to such Property (as reasonably determined by Landlord) upon such termination. Landlord shall have no obligation to pay interest on the Retained Funds and shall have the right to commingle the same with Landlord's other funds. If Landlord conveys Landlord's interest under this Lease, the Retained Funds, or any part thereof not previously applied, shall be turned over by Landlord to Landlord's grantee, and, if so turned over, Tenant Tenant, subject to the provisions of SECTION 22.7, shall look solely to such grantee for proper application of the Retained Funds in accordance with the terms of this Section SECTION 3.5 and the return thereof in accordance herewith. The holder of a mortgage on the Leased Property shall not be responsible to Tenant for the return or application of the Retained Funds, if it succeeds to the position of Landlord hereunder, unless the Retained Funds shall have been received in hand by such holder. In the event of bankruptcy or other creditor-debtor proceedings against Tenant, the Retained Funds shall be deemed to be applied first to the payment of Rent and other charges due Landlord for all periods prior to the filing of such proceedings.