Revenue Account. (a) Subject to Section 4.14, on each --------------- Monthly Transfer Date the Collateral Agent shall transfer, from the funds on deposit in the Revenue Account, the following amounts in the following order of priority: first, to the Operating Account, the amount certified in such ----- Request Letter to be the excess, if any, of the aggregate amount of Operating Expenses then due and payable or projected to become due and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, to the Collateral Agent and each Secured Parties' ------ Representative, the amount certified in the Request Letter delivered in connection with such Monthly Transfer Date to be the sum of the unpaid fees, indemnities, costs and expenses then due and payable to the Collateral Agent and such Secured Parties' Representative in respect of their respective services in such capacities; third, (i) into each Accrued Interest Account, the Accrued ----- Interest Amount calculated for such Accrued Interest Account, together with the amount of all deficiencies, if any, with respect to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, (ii) into each Principal Account (other than (A) the Loan Principal Account and any other Principal Account established in respect of non- amortizing Senior Debt, (B) any DSR Letter of Credit Indebtedness Principal Account, (C) any Ordinary Course Letter of Credit Indebtedness Principal Account and (D) any Swap Indebtedness Termination Payment Account), an amount equal to 1/6th of the principal amount, if any, which is payable on or within six months following such Monthly Transfer Date on account of the Senior Debt with respect to which such Principal Account was established, together with the amount of all deficiencies, if any, with respect to deposits of principal required in all prior months, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal Account, the amount certified in such Request Letter to be sufficient to repay in full the related Ordinary Course Letter of Credit Indebtedness then outstanding, and (iv) to the Administrative Agent, the amount specified in the Request Letter to be applied to the repayment of Revolving Loans; fourth, into each DSR Letter of Credit Indebtedness Principal ------ Account, the amount certified in such Request Letter to be sufficient to repay in full the related DSR Letter of Credit Indebtedness then outstanding;
Appears in 1 contract
Revenue Account. (a) Subject Borrower and each Subsidiary Party shall cause the following amounts to be paid into the Revenue Account (or sub-account thereof):
(1) all Revenues of Borrower and each Subsidiary Party, whether received by or on behalf of Borrower or Subsidiary Party;
(2) if applicable, such funds in the other Accounts as are required to be transferred to the Revenue Account pursuant to this Agreement; and *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission
(3) any other income or other amount that is received by or on behalf of the Borrower or any Subsidiary Party that is not required to be deposited in or credited to another Account, or applied directly to the Obligations, in accordance with the Loan Agreement and this Agreement.
(b) If any of the amounts described in Section 4.143.3(a) required to be deposited with the Depositary in accordance with the terms of this Agreement are received by Borrower or any Subsidiary Party, on each --------------- Monthly Transfer Date such Borrower Entity shall hold such payments in trust for the Collateral Agent and shall transferremit such amounts to the Depositary within one (1) Business Day upon receiving knowledge thereof for deposit in the Revenue Account, in the form received, with any necessary endorsements.
(c) In the event the Depositary receives monies without adequate instruction with respect to the proper Account into which such monies are to be deposited, the Depositary shall deposit such monies into the Revenue Account. Borrower shall, within five (5) Business Days after the receipt of notice from the Depositary of such receipt, deliver to the Collateral Agent a duly executed and completed Withdrawal/Transfer Certificate specifying the proper Account(s) into which such monies are to be deposited. Absent receipt by the Depositary from the Collateral Agent of a duly executed and completed Withdrawal/Transfer Certificate instructing the Depositary as to the appropriate transfer of funds among Accounts to give effect thereto, such monies shall remain in the Revenue Account and be otherwise subject to the provisions of this Section 3.3. Any funds on deposit in any Revenue Account Sub-Account shall be withdrawn and transferred into the Revenue Account immediately prior to each Transfer Date. For the avoidance of doubt, funds on deposit in any Revenue Account Sub-Account shall not be withdrawn and transferred to any account other than the Revenue Account.
(d) Unless a Notice of Suspension is in effect, upon receipt of a duly completed and executed Withdrawal/Transfer Certificate, and in accordance with the directions set forth therein, Depositary shall cause funds held in the Revenue Account to be withdrawn or transferred in accordance with such Withdrawal/Transfer Certificate. The Borrower, the Administrative Agent and the Collateral Agent hereby agree, solely as between such parties, that (i) no Withdrawal/Transfer Certificate will be issued to the Depositary if an Event of Default would occur after giving effect to any application of funds contemplated by this Section 3.3(d) and (ii) that any such Withdrawal/Transfer Certificate will instruct disbursements to pay the following amounts on the dates and at the priorities indicated below:
(1) first, on any Transfer Date, to the Administrative Agent (for the benefit of each Secured Beneficiary, as applicable), the amount specified in the Withdrawal/Transfer Certificate as equal to all fees, costs, charges and any other amounts (except principal and interest) then due and payable to the Depositary and the Secured Beneficiaries pursuant to this Agreement, the Loan Agreement and the other Financing Documents;
(2) second, on any Transfer Date, to the Administrative Agent (for the benefit and account of the Lenders), the amount specified in the Withdrawal/Transfer Certificate as equal to the amount of all interest under or in respect of the Financing Documents then due and payable by Borrower; *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission
(3) third, on any Transfer Date, to the Administrative Agent (for the benefit and account of the Lenders), the amount specified in the Withdrawal/Transfer Certificate as equal to all principal under or in respect of the Financing Documents then due and payable by Borrower (including, to the extent that a Repayment Event has occurred and is continuing, the Cash Sweep as of such Transfer Date), for application as a repayment or prepayment of Loans, as applicable, in accordance with Section 2.1 of the Loan Agreement;
(4) fourth, on any Transfer Date, to the Interest Reserve Account, the amount specified in the Withdrawal/Transfer Certificate as equal to the difference between (i) the Interest Reserve Required Amount, and (ii) the funds on deposit in the Revenue AccountInterest Reserve Account on such Transfer Date, after giving effect to any transfers made on such Transfer Date; and
(5) fifth, on each Scheduled Payment Date, subject to the following amounts satisfaction of all other conditions set forth in Section 6.6(e) of the following order of priority: firstLoan Agreement, to the Operating Account, the amount certified in such ----- Request Letter to be the excess, if any, of the aggregate amount of Operating Expenses then due and payable Borrower Member (or projected to become due and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, to the Collateral Agent and each Secured Parties' ------ Representative, the amount certified in the Request Letter delivered in connection with such Monthly Transfer Date to be the sum of the unpaid fees, indemnities, costs and expenses then due and payable to the Collateral Agent and such Secured Parties' Representative in respect of their respective services in such capacities; third, (i) into each Accrued Interest Account, the Accrued ----- Interest Amount calculated for such Accrued Interest Account, together with the amount of all deficiencies, if any, with respect to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, (ii) into each Principal Account (other than (A) the Loan Principal Account and any other Principal Account established in respect of non- amortizing Senior Debt, (B) any DSR Letter of Credit Indebtedness Principal Account, (C) any Ordinary Course Letter of Credit Indebtedness Principal Account and (D) any Swap Indebtedness Termination Payment Accounta direct or indirect owner thereof), an amount equal to 1/6th of the principal amount, if any, which is payable on or within six months following such Monthly Transfer Date on account of the Senior Debt with respect to which such Principal Account was established, together with the amount of all deficiencies, if any, with respect to deposits of principal required in all prior months, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal Account, the amount certified in such Request Letter to be sufficient to repay in full the related Ordinary Course Letter of Credit Indebtedness then outstanding, and (iv) to the Administrative Agent, the amount specified in the Request Letter to be applied Withdrawal/Transfer Certificate as the balance of any monies remaining in the Revenue Account after giving effect to the repayment of Revolving Loanswithdrawals and transfers specified in clauses (1) and (4) above on such date; fourthprovided, into each DSR Letter of Credit Indebtedness Principal ------ Accountthat in the event that any Borrowing has occurred since the immediately preceding Scheduled Payment Date, the foregoing transfer shall not occur until the later of (x) three (3) Business Days after the applicable Scheduled Payment Date or (y) the date on which the Administrative Agent confirms in writing that any interest paid under priority (2) constitutes the full amount certified of all interest under or in respect of the Financing Documents that was due as of Transfer Date, and, provided, further, in the event that the Administrative Agent determines that the transfer made pursuant to priority (2) above on such Request Letter Scheduled Payment Date was for less than full amount of all interest under or in respect of the Financing Documents that was due as of Transfer Date, an amount equal to such deficit shall be sufficient paid to repay in full the related DSR Letter Administrative Agent (for the benefit and account of Credit Indebtedness then outstanding;the Lenders) prior to any transfers under this priority (5).
Appears in 1 contract
Samples: Collateral Agency and Depositary Agreement (Vivint Solar, Inc.)
Revenue Account. The following transfers are requested to be made from the Revenue Account in accordance with this Withdrawal Certificate as set forth in greater detail in Part A of the attached Schedule I:
(a) Subject [From time to time as necessary:] In accordance with Section 4.142.19(c)(i) of the Credit Agreement, on each --------------- Monthly Transfer Date the Collateral Agent shall transfer, from the funds on deposit in the Revenue Account, the following amounts in the following order of priority: first, we request that $ be withdrawn and transferred to the Operating Account, the amount certified applicable payees as set forth in such ----- Request Letter to be the excess, if any, greater detail in Part A of the aggregate attached Schedule I to pay Operating Expenses. Such amount requested equals the amount of Operating Expenses then that are due and payable or projected have not yet been paid.
(b) [On each Quarterly Date and otherwise from time to become due time as necessary:] In accordance with Section 2.19(c)(ii) of the Credit Agreement, we request that: (x) $ be withdrawn and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, transferred to the Collateral Administrative Agent and each Secured Parties' ------ Representativeas set forth in greater detail in Part A of the attached Schedule I, which amount requested equals the amount certified in of interest and breakage costs on the Request Letter delivered in connection with such Monthly Transfer Date to be the sum of the unpaid fees, indemnities, costs and expenses then Loans due and payable to the Collateral Lenders, and (y) $ be withdrawn and transferred to each Specified Swap Counterparty as set forth in greater detail in Part A of the attached Schedule I, which amount requested equals the amount of scheduled ordinary course payments (but not termination payments) due and payable under Secured Swap Agreements.
(c) [On each Quarterly Date:] In accordance with Section 2.19(c)(iii) of the Credit Agreement, we request that: (x) $ be withdrawn and transferred to the Administrative Agent as set forth in greater detail in Part A of the attached Schedule I, which amount requested equals the amount of principal of (including Scheduled Amortization Payments) and such premium, if any, on the Loans due and payable to the Lenders, and (y) $ be withdrawn and transferred to each Specified Swap Counterparty as set forth in greater detail in Part A of the attached Schedule I, which amount requested equals the amount of termination payments due and payable under Secured Parties' Representative Swap Agreements.
(d) [On each Quarterly Date and otherwise from time to time as necessary:] In accordance with Section 2.19(c)(iv) of the Credit Agreement, we request that $ be withdrawn to pay the applicable payees as set forth in respect greater detail in Part A of their respective services in such capacities; thirdthe attached Schedule I. Such amount requested equals the amount of indemnities and other amounts (other than interest, Fees, principal and premium) due to the Lenders under the Loan Documents.
(ie) into [On each Accrued Interest Quarterly Date, as necessary:] In accordance with Section 2.19(c)(v) of the Credit Agreement, we request that $ be withdrawn and transferred to the Debt Service Reserve Account, the Accrued ----- Interest Amount calculated for such Accrued Interest Account. Such amount requested, together with the amount of all deficiencies, if any, with respect then on deposit in or credited to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, (ii) into each Principal the Debt Service Reserve Account (other than (A) plus the Loan Principal Account and any other Principal Account established in respect of non- amortizing Senior Debt, (B) any DSR Letter of Credit Indebtedness Principal Account, (C) any Ordinary Course Letter of Credit Indebtedness Principal Account and (D) any Swap Indebtedness Termination Payment Account), an amount equal to 1/6th of the principal amount, if any, which is payable on or within six months following such Monthly Transfer Date on account of the Senior Debt with respect to which such Principal Account was established, together with the aggregate guaranteed amount of all deficiencies, if any, with respect to deposits each DSR Guaranty credited thereto and the aggregate Drawing Amount of principal required in all prior months, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal Account, the amount certified in such Request Letter to be sufficient to repay in full the related Ordinary Course Letter of Credit Indebtedness then outstanding, and (iv) to the Administrative Agent, the amount specified in the Request Letter to be applied to the repayment of Revolving Loans; fourth, into each DSR Letter of Credit Indebtedness Principal ------ Accountcredited thereto, equals the DSR Requirement Amount as of the Quarterly Date to which this Withdrawal Certificate relates. The undersigned hereby certifies that as of the Quarterly Date to which this Withdrawal Certificate relates, the DSR Requirement Amount for the twelve (12) month period following such Quarterly Date is $ [ ] and is based on the reasonable good faith projections of the Borrower.
(f) [On each ECF Sweep Date:] In accordance with Section 2.19(c)(vi) of the Credit Agreement, we request that $ be withdrawn and transferred to the Administrative Agent for application to the mandatory prepayment of the Loans pursuant to Section 2.09(c). Such amount certified requested equals the remaining balance in such Request Letter to be sufficient to repay the Revenue Account after all amounts have been withdrawn and transferred in full accordance with Sections 2.19(c)(i) through 2.19(c)(v) (as the related DSR Letter case may be) of the Credit Indebtedness then outstanding;Agreement.
Appears in 1 contract
Revenue Account. The following transfers are requested to be made from the Revenue Account on [ , ] (the “Subject Funding Date”)1 in accordance with this Funds Transfer Certificate as set forth in greater detail in Part A of the attached Schedule I, each in accordance with Section 5.03(b) of the Collateral Agency Agreement and the other provisions of the Collateral Agency Agreement:
1 Each Subject Funding Date shall be a Monthly Transfer Date.
(a) Subject to In accordance with priority “First” of Section 4.14, on each --------------- Monthly Transfer Date 5.03(b) of the Collateral Agent shall transferAgency Agreement, we request that $[ ] be withdrawn from the funds on deposit in Revenue Account and transferred to the [Operating Account [and insert name of Other Operating Account]] for application to Operations and Maintenance Expenses.
(b) In accordance with priority “Second” of Section 5.03(b) of the Collateral Agency Agreement, we request that [$[ ] be withdrawn from the Revenue Account, the following amounts in the following order of priority: first, Account and transferred to the Operating Account, the amount certified payees or accounts as set forth in such ----- Request Letter to be the excess, if any, greater detail in Part A of the aggregate amount attached Schedule I for the payment of Operating Expenses then fees, costs, and expenses due and payable or projected to become due and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, owing to the Collateral Agent Secured Parties under the Financing Documents] [and each Secured Parties' ------ Representativeto the payment of rating agency costs][, and ][$[ ] be withdrawn from the amount certified in Revenue Account and transferred to the Request Letter delivered in connection with such Monthly Transfer Date Series 2017 Rebate Fund to be the sum of the unpaid fees, indemnities, costs and expenses then fund rebates due and payable to the United States of America];
(c) In accordance with priority “Third” of Section 5.03(b) of the Collateral Agent and such Secured Parties' Representative in respect of their respective services in such capacities; thirdAgency Agreement, (i) into each Accrued Interest Account, we request that $[ ] be withdrawn from the Accrued ----- Interest Amount calculated for such Accrued Interest Account, together with the amount of all deficiencies, if any, with respect to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, (ii) into each Principal Account (other than (A) the Loan Principal Revenue Account and any other Principal Account established in respect transferred to the Major Maintenance Reserve Account.
(d) In accordance with priority “Fourth” of non- amortizing Senior DebtSection 5.03(b) of the Collateral Agency Agreement, (B) any DSR Letter of Credit Indebtedness Principal Account, (C) any Ordinary Course Letter of Credit Indebtedness Principal we request that $[ ] be withdrawn from the Revenue Account and (D) any Swap Indebtedness Termination transferred to the Senior Interest Payment Account), an amount equal to 1/6th of the principal amount, if any, which is payable on or within six months following such Monthly Transfer Date on account Sub-Account of the Senior Debt Service Account, for payment of interest payable on the Series 2017 Bonds, the Series 2021A Bonds and with respect to which such other outstanding Applicable Senior Secured Obligations.
(e) In accordance with priority “Fifth” of Section 5.03(b) of the Collateral Agency Agreement, we request that $[ ] be withdrawn from the Revenue Account and transferred to the Senior Principal Payment Sub-Account was establishedof the Senior Debt Service Account for Principal Related Payments applicable to the Series 2017 Bond Obligations, together Series 2021A Bond Obligations and other outstanding Applicable Senior Secured Obligations.
(f) In accordance with priority “Sixth” of Section 5.03(b) of the amount Collateral Agency Agreement, we request that $[ ] be withdrawn from the Revenue Account and transferred to the TIFIA Interest Payment Sub-Account of all deficiencies, if any, the TIFIA Debt Service Account for payment of interest payable with respect to deposits the TIFIA Obligations.2
(g) In accordance with priority “Seventh” of principal required in all prior monthsSection 5.03(b) of the Collateral Agency Agreement, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal Account, we request that $[ ] be withdrawn from the amount certified in such Request Letter to be sufficient to repay in full the related Ordinary Course Letter of Credit Indebtedness then outstanding, Revenue Account and (iv) transferred to the Administrative Agent, TIFIA Principal Payment Sub-Account of the amount specified in the Request Letter to be applied TIFIA Debt Service Account for Principal Related Payments applicable to the repayment of Revolving Loans; fourth, into each DSR Letter of Credit Indebtedness Principal ------ Account, TIFIA Obligations.3 2 Applicable to the amount certified in such Request Letter to be sufficient to repay in full extent that the related DSR Letter of Credit Indebtedness then outstanding;TIFIA Obligations do not qualify as Applicable Senior Secured Obligations.
Appears in 1 contract
Samples: Collateral Agency Agreement
Revenue Account. The following transfers are requested to be made from the Revenue Account on [ ], [ ] (the “Funding Date”)3 in accordance with this Funds Transfer Certificate as set forth in greater detail in Part A of the attached Schedule I, each in accordance with Section 5.03(b) of the CASA and the other provisions of the CASA:
(a) Subject to In accordance with priority “First” of Section 4.145.03(b) of the CASA, on each --------------- Monthly Transfer Date the Collateral Agent shall transfer, Borrower requests that:
(i) [$[ ] be withdrawn from the funds on deposit in the Revenue Account, the following amounts in the following order of priority: first, Account and transferred to the Operating AccountTIFIA Debt Service Sub-Account for payment of interest and/or principal on the TIFIA Loan and/or other fees, the amount certified in such ----- Request Letter to be the excesscosts, if any, of the aggregate amount of Operating Expenses expenses and other amounts then due and payable under the TIFIA Loan Agreement.] 3 Each Funding Date shall be a Transfer Date or projected with respect to become due and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, funds deposited to the Collateral Agent and each Secured Parties' ------ Representative, the amount certified Revenue Account in the Request Letter delivered in connection accordance with such Monthly Transfer Date to be the sum Section 5.03(a)(ii) of the unpaid CASA, any date on which such funds are deposited into the Revenue Account.
(ii) [$[ ] be withdrawn from the Revenue Account and transferred to the [insert name of applicable Pari Passu Debt Service Sub-Account] for payment of interest and/or principal on the applicable Pari Passu Debt with respect to such sub-account and/or other fees, indemnitiescosts, costs expenses and expenses other amounts then due and payable under the applicable Pari Passu Loan Agreement with respect to such sub-account.]
(b) In accordance with priority “Second” of Section 5.03(b) of the Collateral Agent and such Secured Parties' Representative in respect of their respective services in such capacities; thirdCASA, the Borrower requests that:
(i) into each Accrued Interest Account, [$[ ] be withdrawn from the Accrued ----- Interest Amount calculated for such Accrued Interest Account, together with Revenue Account and transferred to the amount of all deficiencies, if any, with respect TIFIA Debt Service Reserve Sub-Account in order to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, satisfy the TIFIA Debt Service Reserve Required Balance.]
(ii) into each Principal Account (other than (A) [$[ ] be withdrawn from the Loan Principal Revenue Account and any other Principal Account established transferred to the [insert name of applicable Pari Passu Debt Service Reserve Sub-Account] in respect order to satisfy the Pari Passu Debt Service Reserve Required Balance for such sub-account.]
(c) [In accordance with priority “Third” of non- amortizing Senior DebtSection 5.03(b) of the CASA, the Borrower requests that, in order to satisfy the Other Revenue Transfer Conditions set forth in clause (Ba) any DSR Letter of Credit Indebtedness Principal Account, the definition thereof for the next succeeding Payment Period after the current Payment Period:
(Ci) any Ordinary Course Letter of Credit Indebtedness Principal [$[ ] be withdrawn from the Revenue Account and transferred to the TIFIA Debt Service Sub-Account.]
(Dii) any Swap Indebtedness Termination Payment Account), an amount equal [$[ ] be withdrawn from the Revenue Account and transferred to 1/6th the [insert name of applicable Pari Passu Debt Service Sub-Account].]]4
(d) [In accordance with priority “Fourth” of Section 5.03(b) of the principal amountCASA, if anythe Borrower requests that, which is payable on or within six months following such Monthly in order to satisfy the Other Revenue Transfer Date on account Conditions set forth in clause (b) of the Senior definition thereof for the next succeeding Payment Period after the current Payment Period:
(i) [$[ ] be withdrawn from the Revenue Account and transferred to the TIFIA Debt Service Reserve Sub-Account.]
(ii) [$[ ] be withdrawn from the Revenue Account and transferred to the [insert name of applicable Pari Passu Debt Service Reserve Sub-Account].]]5
(e) In accordance with respect to which such Principal Account was established, together with priority “Fifth” of Section 5.03(b) of the amount of all deficiencies, if any, with respect to deposits of principal required in all prior months, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal AccountCASA, the amount certified in such Request Letter to Borrower requests that $[ ] be sufficient to repay in full withdrawn from the related Ordinary Course Letter of Credit Indebtedness then outstanding, Revenue Account and (iv) transferred to the Administrative Agent, the amount specified in the Request Letter to be applied Mandatory Prepayment Account for Mandatory Payments to the repayment of Revolving Loans; fourth, into each DSR Letter of Credit Indebtedness Principal ------ Account, the amount certified in such Request Letter to be sufficient to repay in full the related DSR Letter of Credit Indebtedness then outstanding;applicable Secured Obligations.
Appears in 1 contract
Revenue Account. The following transfers are requested to be made from the Revenue Account on [ , ] (the “Subject Funding Date”)1 in accordance with this Funds Transfer Certificate as set forth in greater detail in Part A of the attached Schedule I, each in accordance with Section 5.03(b) of the Collateral Agency Agreement and the other provisions of the Collateral Agency Agreement:
1 Each Subject Funding Date shall be a Monthly Transfer Date.
(a) Subject to In accordance with priority “First” of Section 4.14, on each --------------- Monthly Transfer Date 5.03(b) of the Collateral Agent shall transferAgency Agreement, we request that $[ ] be withdrawn from the funds on deposit in Revenue Account and transferred to the [Operating Account [and insert name of Other Operating Account]] for application to Operations and Maintenance Expenses.
(b) In accordance with priority “Second” of Section 5.03(b) of the Collateral Agency Agreement, we request that [$[ ] be withdrawn from the Revenue Account, the following amounts in the following order of priority: first, Account and transferred to the Operating Account, the amount certified payees or accounts as set forth in such ----- Request Letter to be the excess, if any, greater detail in Part A of the aggregate amount attached Schedule I for the payment of Operating Expenses then fees, costs, and expenses due and payable or projected to become due and payable in the next succeeding month over the balance then on deposit in the Operating Account; second, owing to the Collateral Agent Secured Parties under the Financing Documents] [and each Secured Parties' ------ Representativeto the payment of rating agency costs][, and ][$[ ] be withdrawn from the amount certified in Revenue Account and transferred to the Request Letter delivered in connection with such Monthly Transfer Date Series 2017 Rebate Fund to be the sum of the unpaid fees, indemnities, costs and expenses then fund rebates due and payable to the United States of America];
(c) In accordance with priority “Third” of Section 5.03(b) of the Collateral Agent and such Secured Parties' Representative in respect of their respective services in such capacities; thirdAgency Agreement, (i) into each Accrued Interest Account, we request that $[ ] be withdrawn from the Accrued ----- Interest Amount calculated for such Accrued Interest Account, together with the amount of all deficiencies, if any, with respect to deposits of Accrued Interest Amounts required in all prior months, as certified in such Request Letter, (ii) into each Principal Account (other than (A) the Loan Principal Revenue Account and any other Principal Account established in respect transferred to the Major Maintenance Reserve Account.
(d) In accordance with priority “Fourth” of non- amortizing Senior DebtSection 5.03(b) of the Collateral Agency Agreement, (B) any DSR Letter of Credit Indebtedness Principal Account, (C) any Ordinary Course Letter of Credit Indebtedness Principal we request that $[ ] be withdrawn from the Revenue Account and (D) any Swap Indebtedness Termination transferred to the Senior Interest Payment Account), an amount equal to 1/6th of the principal amount, if any, which is payable on or within six months following such Monthly Transfer Date on account Sub-Account of the Senior Debt Service Account, for payment of interest payable on the Series 2017 Bonds and with respect to which such other outstanding Applicable Senior Secured Obligations.
(e) In accordance with priority “Fifth” of Section 5.03(b) of the Collateral Agency Agreement, we request that $[ ] be withdrawn from the Revenue Account and transferred to the Senior Principal Payment Sub-Account was establishedof the Senior Debt Service Account for Principal Related Payments applicable to the Series 2017 Bond Obligations and other outstanding Applicable Senior Secured Obligations.
(f) In accordance with priority “Sixth” of Section 5.03(b) of the Collateral Agency Agreement, together with we request that $[ ] be withdrawn from the amount Revenue Account and transferred to the TIFIA Interest Payment Sub-Account of all deficiencies, if any, the TIFIA Debt Service Account for payment of interest payable with respect to deposits the TIFIA Obligations.2
(g) In accordance with priority “Seventh” of principal required in all prior monthsSection 5.03(b) of the Collateral Agency Agreement, as certified in such Request Letter, (iii) into each Ordinary Course Letter of Credit Indebtedness Principal Account, we request that $[ ] be withdrawn from the amount certified in such Request Letter to be sufficient to repay in full the related Ordinary Course Letter of Credit Indebtedness then outstanding, Revenue Account and (iv) transferred to the Administrative Agent, TIFIA Principal Payment Sub-Account of the amount specified in the Request Letter to be applied TIFIA Debt Service Account for Principal Related Payments applicable to the repayment of Revolving Loans; fourth, into each DSR Letter of Credit Indebtedness Principal ------ Account, TIFIA Obligations.3 2 Applicable to the amount certified in such Request Letter to be sufficient to repay in full extent that the related DSR Letter of Credit Indebtedness then outstanding;TIFIA Obligations do not qualify as Applicable Senior Secured Obligations.
Appears in 1 contract
Samples: Project Agreement