Common use of Tax Reserve Clause in Contracts

Tax Reserve. (a) At the time of disbursement of a Property Loan with respect to any Financed Property or Financed Single Plat Development, the Borrowers shall pay to the Paying Agent (or such amounts shall be remitted from the proceeds of such Property Loan on such Financed Property or Financed Single Plat Development pursuant to Section 2.02(c) or upon release of any Renovation Reserves or Debt Service Reserves with respect to any Converted Property, to the extent the Tax Reserves for such Financed Property or Financed Single Plat Development have not previously been deposited or are not in compliance with this Section 6.05 on such date) for transfer to the Tax Reserve Account an amount equal to the Diligence Agent’s estimate of six (6) months of Real Estate Taxes and Applicable HOA Property Fees with respect to each Financed Property and each Financed Single Plat Development (the “Tax Reserves”) in accordance with this Section 6.05. Borrowers shall provide to the Diligence Agent and the Administrative Agent an estimate of and supporting information for the amount of the real estate taxes and Applicable HOA Property Fees for each Financed Property and each Financed Single Plat Development and of any changes thereto occurring from time to time in order for Diligence Agent to make such estimates of real estate taxes and Applicable HOA Property Fees pursuant to this Section 6.05. The Borrowers shall provide to the Diligence Agent such certificates, tax bills and other evidence as the Diligence Agent may reasonably require. Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may, or at the direction of the Majority Lenders shall, direct the Paying Agent in writing to withdraw all or any portion of the Tax Reserve from the Tax Reserve Account and apply such funds either to pay (i) real estate taxes and Applicable HOA Property Fees or (ii) the Allocated Loan Amount in respect of each Financed Property, pro rata to each Lender, in such proportion as between items (i) and (ii) above as the Administrative Agent may determine in its sole discretion. In making any payment from the Tax Reserve Account during an Event of Default, the Administrative Agent may do so according to any xxxx, statement or estimate procured from the appropriate public office or HOA, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, or Applicable HOA Property Fee or claim thereof. The right to direct the Paying Agent in writing to withdraw and apply Tax Reserves in accordance with the foregoing shall be in addition to all other rights and remedies provided to the Administrative Agent or any Lenders under this Agreement and the other Loan Documents. Provided that a Responsible Officer of the Paying Agent has not received written notice that a Default or Event of Default exists and remains uncured, the Paying Agent shall disburse the Tax Reserve with respect to a Property to the Borrower Representative (as directed in writing by the Administrative Agent pursuant to Section 6.11(e)) upon the Refinancing or Transfer of such Property and the payment in full of the applicable Release Amount with respect to such Property (or at the time provided in Section 6.11(g)). 160

Tax Reserve. From and after the earliest to occur of (ai) At the time of disbursement of a Property Loan with respect to any Financed Property or Financed Single Plat Development, the Borrowers shall pay to the Paying Agent (or such amounts shall be remitted from the proceeds of such Property Loan on such Financed Property or Financed Single Plat Development pursuant to Section 2.02(c) or upon release of any Renovation Reserves or Debt Service Reserves with respect to any Converted Property, to the extent the Tax Reserves for such Financed Property or Financed Single Plat Development have not previously been deposited or are not in compliance with this Section 6.05 on such date) for transfer to the Tax Reserve Account an amount equal to the Diligence Agent’s estimate of six (6) months of Real Estate Taxes and Applicable HOA Property Fees with respect to each Financed Property and each Financed Single Plat Development (the “Tax Reserves”) in accordance with this Section 6.05. Borrowers shall provide to the Diligence Agent and the Administrative Agent an estimate of and supporting information for the amount of the real estate taxes and Applicable HOA Property Fees for each Financed Property and each Financed Single Plat Development and of any changes thereto occurring from time to time in order for Diligence Agent to make such estimates of real estate taxes and Applicable HOA Property Fees pursuant to this Section 6.05. The Borrowers shall provide to the Diligence Agent such certificates, tax bills and other evidence as the Diligence Agent may reasonably require. Upon the occurrence and during the continuance of an Event of Default, (ii) the Borrowers’ failure to pay any Property Imposition prior to the due date therefor and (iii) the occurrence of a Cash Management Event, on each Payment Date thereafter, Borrowers shall deposit with Administrative Agent mayan amount equal to 1/12th of the amount that Administrative Agent reasonably estimates will be required to pay the next annual payment of Property Impositions with respect to each Individual Property. The purpose of these provisions is to provide Administrative Agent with sufficient funds on hand for Administrative Agent or Servicer to pay all Property Impositions with respect to each Individual Property thirty (30) days prior to the date that any such Property Impositions become past due. If Administrative Agent determines that the funds deposited with Administrative Agent hereunder are, or at the direction of the Majority Lenders will be, insufficient to pay such Property Impositions, then Borrowers shall, direct the Paying Agent in writing to withdraw all or any portion of the Tax Reserve from the Tax Reserve Account and apply such funds either to upon demand, pay (i) real estate taxes and Applicable HOA such additional sums as Administrative Agent shall reasonably determine necessary to pay such Property Fees or (ii) the Allocated Loan Amount in respect of each Financed Property, pro rata to each Lender, in such proportion as between items (i) Impositions and (ii) above as any increased monthly charges reasonably requested by Administrative Agent. Provided no Event of Default exists, Administrative Agent will apply the amounts so deposited with Administrative Agent to the payment of such Property Impositions when due, but in no event will Administrative Agent or Lender be liable for any interest on any amount so deposited, and any amount so deposited may be held and commingled with Administrative Agent’s, Lender’s or Servicer’s own funds. If an Event of Default exists, Administrative Agent may determine in its sole discretion. In making apply such funds to the payment of any Property Impositions or the payment from the Tax Reserve Account during an Event of Defaultany Secured Obligations, the Second Mortgage Secured Obligations and the Third Mortgage Secured Obligations in such order as Administrative Agent may do so according to any xxxxshall elect or retain the same as security for the Secured Obligations, statement or estimate procured from the appropriate public office or HOA, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, or Applicable HOA Property Fee or claim thereof. The right to direct the Paying Agent in writing to withdraw and apply Tax Reserves in accordance with the foregoing shall be in addition to all other rights and remedies provided to the Administrative Agent or any Lenders under this Agreement Second Mortgage Secured Obligations and the other Loan Documents. Provided that a Responsible Officer Third Mortgage Secured Obligations, in the sole discretion of the Paying Agent has not received written notice that a Default or Event of Default exists and remains uncured, the Paying Agent shall disburse the Tax Reserve with respect to a Property to the Borrower Representative (as directed in writing by the Administrative Agent pursuant to Section 6.11(e)) upon the Refinancing or Transfer of such Property and the payment in full of the applicable Release Amount with respect to such Property (or at the time provided in Section 6.11(g)). 160Agent.

Tax Reserve. (a) At the time of disbursement of a Property Loan with respect to any Financed Property or Financed Single Plat DevelopmentOn each Payment Date, the Borrowers shall pay to the Paying Administrative Agent, for deposit into a reserve established by Administrative Agent (or such amounts shall be remitted from the proceeds “Tax Reserve“), one-twelfth (1/12) of such Property Loan on such Financed Property or Financed Single Plat Development pursuant the amount necessary to Section 2.02(c) or upon release of any Renovation Reserves or Debt Service Reserves with respect to any Converted Propertypay annual real estate taxes, assessments and similar charges relating to the extent Projects (collectively, “Property Taxes”). At or before the Initial Advance, Borrowers shall deliver to Administrative Agent, for deposit in the Tax Reserves for such Financed Property or Financed Single Plat Development have not previously been deposited or are not Reserve, a sum of money in compliance with this Section 6.05 on such date) for transfer to the Tax Reserve Account an amount equal to $11,153,475.00, which together with the Diligence Agent’s estimate monthly installments will be sufficient to make each payment of six Property Taxes thirty (630) months of Real Estate Taxes and Applicable HOA Property Fees days prior to the date any delinquency or penalty becomes due with respect to each Financed Property such payment and each Financed Single Plat Development (which deposit may be made from the “Tax Reserves”) in accordance with this Section 6.05Loan proceeds. Borrowers shall provide to the Diligence Agent and the Administrative Agent an estimate of and supporting information for the The amount of the real estate taxes and Applicable HOA Property Fees for each Financed Property and each Financed Single Plat Development and monthly installments shall be determined on the basis of any changes thereto occurring Administrative Agent’s reasonable estimate from time to time in order of the Property Taxes for Diligence Agent the current year (after giving effect to make such estimates any reassessment or, at Administrative Agent’s election, on the basis of real estate taxes and Applicable HOA the Property Fees pursuant to this Section 6.05Taxes for the prior year, with adjustments when the Property Taxes are fixed for the then current year). The Borrowers shall provide to the Diligence Agent such certificates, tax bills and other evidence as the Diligence Agent may reasonably require. Upon the occurrence and during the continuance of an Event of Default, the furnish Administrative Agent may, or at with bills for the direction of the Majority Lenders shall, direct the Paying Agent in writing to withdraw all or any portion of Property Taxes for which the Tax Reserve from funds are required at least thirty (30) days prior to the date on which such Property Taxes first become payable. If at any time the amount on deposit in the Tax Reserve, together with the monthly installments to be paid by Borrowers before such Property Taxes are payable, is insufficient to pay such Property Taxes, Borrowers shall pay any deficiency to Administrative Agent immediately upon demand, for deposit in the Tax Reserve. Administrative Agent shall pay such Property Taxes when the amount on deposit in the Tax Reserve Account and apply such funds either is sufficient to pay (i) real estate taxes such Property Taxes and Applicable HOA Property Fees or (ii) the Allocated Loan Amount in respect of each Financed Property, pro rata to each Lender, in such proportion as between items (i) and (ii) above as the Administrative Agent may determine in its sole discretionhas received a xxxx for such Property Taxes. In making any payment from the Tax Reserve Account during an Event of Default, the Administrative Agent may do so according to any xxxx, statement or estimate procured from the appropriate public office or HOA, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, or Applicable HOA Property Fee or claim thereof. The right to direct the Paying Agent in writing to withdraw and apply Tax Reserves in accordance with the foregoing shall be in addition to all other rights and remedies provided Notwithstanding anything to the Administrative Agent or any Lenders under contrary in this Agreement and the other Loan Documents. Provided that a Responsible Officer of the Paying Agent has not received written notice that a Default or Event of Default exists and remains uncuredSection 3.1(1), the Paying Agent Borrowers shall disburse NOT be required to make an initial deposit into the Tax Reserve with respect to, or make monthly real estate tax and assessment payments to Administrative Agent as described in the first sentence of this Section 3.1(2) with respect to, any Project if a Property tenant occupying 100% of such Project is required (pursuant to its lease of such Project) to pay such real estate taxes and assessments directly to the Borrower Representative (as directed in writing by applicable governmental authority. Borrowers shall provide Administrative Agent, within 20 days following the Administrative Agent pursuant to Section 6.11(e)) upon the Refinancing date such real estate taxes are due without penalty or Transfer of interest, with written evidence that such Property and the payment in full of the applicable Release Amount with respect to such Property (or at the time provided in Section 6.11(g)). 160real estate taxes have been paid.