Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency dates and (b) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by Borrower shall pay to Lender (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax said amounts in (i) and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are (ii) above hereinafter called the “Tax and Insurance Escrow FundsImpound Fund”). If no Event of Default has occurred Such amounts will be transferred by Lender to a Subaccount (the “Tax and is continuing then Insurance Subaccount”). Lender will (x) apply the Tax and Insurance Escrow Funds Impound Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes the Tax and Insurance PremiumsImpound Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required Impound Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.2 and 7.1 hereof, Lender shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated hereinImpound Fund. In allocating such excess, Lender may advance deal with the sums necessary person shown on the records of Lender to do so be the owner of the Property. If at any time Lender determines that the Tax and Insurance Impound Fund is not or will not be sufficient to pay the items set forth in (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do soi) and add (ii) above, Lender shall notify Borrower of such amount determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to delinquency of the Loan.Taxes
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of On the Loan contemplated by Section 5.15 below (including without limitationdate hereof, any assumption of Borrower shall deposit with Lender the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by following sums: (i) that certain First Amendment Ninety-Three Thousand Three Hundred Thirty-Two and No/100 Dollars ($93,332.00) with respect to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022Impositions, and (iiiii) that certain Third Amendment Forty-Nine Thousand Five Hundred and No/100 Dollars ($49,500.00) with respect to Contribution Agreement dated as of May 10, 2022, insurance premiums. Such sums shall be held by Lender in the interest of SPE Owner’s Member having been assigned to SPE Owner Tax and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended Insurance Reserve Account. Beginning on the first Payment Date and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party theretoon each Payment Date thereafter, Borrower will pay shall deliver to Lender the amount reasonably estimated by Lender to be one-twelfth (1/12th) of the annual amount of (A) Impositions, which amount shall initially be Fifty-One Thousand Six Hundred Sixty-Seven and No/100 Dollars ($N/A 51,667.00), and (B) insurance premiums for policies required pursuant to this Agreement, which amount shall initially be Six Thousand Three Hundred Seventy-Five and No/100 Dollars ($6,375.00) (provided, that Lender may re-calculate the foregoing monthly amounts from time to time to assure that funds are reserved in sufficient amounts to enable the payment of Impositions and insurance premiums thirty (30) days prior to their respective due dates) (collectively, the “Tax and Insurance Escrow Initial DepositMonthly Installment”). Additionally, Borrower will pay to Lender on each Payment Date (a) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all If such Taxes at least 30 days prior to their respective delinquency dates and (b) one-twelfth of the Insurance Premiums that Lender estimates will be payable amounts for the renewal of then current Fiscal Year or payment period are not ascertainable by Lender at the coverage afforded by the Policies upon the expiration thereof in order time a monthly deposit is required to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”be made, which, together with the Tax and Insurance Escrow Initial DepositMonthly Installment shall be Lender’s reasonable estimate based on one-twelfth (1/12th) of the aggregate Impositions and insurance premiums for the prior Fiscal Year or payment period, with adjustments reasonably determined by Lender. As soon as Impositions and insurance premiums are hereinafter called fixed for the “then current Fiscal Year or period, the next ensuing Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Monthly Installment shall be adjusted to reflect any deficiency or surplus in prior Tax and Insurance Escrow Funds to Monthly Installments. Lender shall make payments of Taxes Impositions and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount premiums out of the Tax and Insurance Escrow Monthly Deposit required Reserve Account before the same shall be delinquent to be made by Borrower. If Borrower fails to fund the extent that there are funds available in the Tax and Insurance Escrow Initial Deposit Reserve Account and Lender has received appropriate documentation to establish the amount(s) due and the due date(s) as and when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loanprovided above.
Appears in 1 contract
Samples: Loan Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by a) Borrowers shall pay to Lender (i) that certain First Amendment to Contribution Agreement dated as $349,316.52 on the date hereof on account of Xxxxx 00, 0000Real Estate Taxes, (xxii) that certain Second Amendment to Contribution Agreement dated as $8,215 on the date hereof on account of April 29, 2022Insurance Premiums, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date Date, (ax) one-twelfth (1/12) of the Real Estate Taxes that Lender reasonably estimates will be payable during the next 12 twelve (12) months (initially $69,863.30 per month) in order to accumulate with Lender sufficient funds to pay all such Real Estate Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (by) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable (initially $705.12 per month) for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Real Property Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has Borrowers have promptly supplied Lender with notices of all Real Estate Taxes and Insurance Premiums due, or (b) reimburse Borrowers for such amounts upon presentation of evidence of payment; subject, however, to Borrowers’ right to contest Real Estate Taxes in accordance with Section 5.2 hereof. In making any payment relating to Real Estate Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Real Estate Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Real Estate Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails Borrowers to fund the Tax and Insurance Escrow Initial Deposit when Subaccount.
(b) Notwithstanding anything to the contrary contained in Section 3.3(a), Borrowers shall not be required to pay to Lender the portion of the monthly payments required under Section 3.3(a) with respect to Real Estate Taxes applicable to any portion of a Property which is a separate tax lot and for which (i) the applicable Tenant of such tax lot is obligated under its Lease to pay all Real Estate Taxes with respect to such tax lot directly to the appropriate taxing authority, (ii) such Tenant shall pay all such Taxes to the appropriate taxing authority as contemplated hereinthe same become due and payable and before delinquency, (iii) Borrowers shall furnish to Lender may advance receipts for the sums necessary payment of all such amounts or other evidence of such payment reasonably satisfactory to do so Lender, (without waiving iv) the obligation applicable Lease remains in full force and effect and no monetary event of Borrower to do sodefault is continuing thereunder, or the and (v) no Event of Default arising from its shall be continuing. Borrowers’ obligation to make the payments required under Section 3.3(a) with respect to such Real Property Taxes shall immediately resume and shall continue thereafter with respect to such Real Property Tax payment (A) in the event of the failure of any condition set forth in clauses (i) through (v) of this Section 3.3(b), until the earlier of the end of the Term or the date that the foregoing are rectified, and (B) in the event of the failure of the condition set forth in (v), until such time as no Event of Default shall be continuing. As of the date hereof, the Tenants identified on Schedule 15 hereto are obligated under their Leases to do sopay Real Property Taxes directly to the applicable taxing authority and amounts allocable to the Real Property Taxes being paid by such Tenants have not been included in the monthly amount collected by Lender pursuant to Section 3.3(a) as of the date hereof and add such amount to Lender may increase the amount of such monthly collections to account for such Taxes upon a failure of the Loanconditions set forth above.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital New York City REIT, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when Subaccount. The foregoing obligations to fund and maintain the Tax and Insurance Subaccount shall be conditionally waived for so long as contemplated herein(A) Borrower timely pays such charges prior to delinquency and Lender receives satisfactory evidence of such payment prior to delinquency, (B) no Event of Default shall have occurred hereunder, and (C) no Approved Mezzanine Loan is outstanding at any time from and after the first day of the 13th full calendar month after the date hereof. Upon the failure of any of the foregoing conditions, Lender may advance demand full compliance with the sums necessary to do so provisions of this Section 3.3 (without waiving a) for the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount remaining term of the Loan, or (b) in the event such obligations are effective due to the failure of condition (C) above, until the applicable Approved Mezzanine Loan is fully satisfied.
Appears in 1 contract
Samples: Loan Agreement (KBS Real Estate Investment Trust, Inc.)
Taxes and Insurance. Upon a Transfer or assumption (a) Subject to clause (b) of the Loan contemplated by this Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto3.4, Borrower will shall pay (or shall cause Operator to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay pay) to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender reasonably estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) calendar days prior to their respective delinquency dates due dates; and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) calendar days prior to the expiration of the Policies Policies. Such amounts will be deposited into a separate account with Lender or transferred by Lender to a Subaccount (in either event, the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsAccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Account to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 Sections 2.2(g) and Section 7.17.5, provided that Borrower has shall have promptly supplied Lender with notices of all Taxes and Insurance Premiums due; or (b) reimburse Borrower for such amounts upon presentation of evidence of payment by Borrower or Operator; subject, however, to Borrower’s right to contest Taxes in accordance with Section 2.2(g). In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Account will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated hereinAccount.
(b) Notwithstanding anything to the contrary set forth in this Section 3.4, Lender may advance the sums necessary to do so (without waiving the obligation of shall not require Borrower to do somake the monthly deposits into the Tax and Insurance Account for Taxes and Insurance Premiums provided that: (i) no Default has occurred; (ii) Operator is in compliance with the material terms of its respective Operating Lease; (iii) the Property, Borrower and Operator, as applicable, is covered by policies of insurance described in Section 7.5(a) of this Agreement that remain in full force and effect and comply with the requirements set forth in Section 7.5(b) of this Agreement; (iv) no less than thirty (30) calendar days prior to the expiration date thereof, Borrower delivers to Lender evidence that the Insurance Premiums for the policies described in sub-clause (ii) above have been paid for the corresponding period, such evidence to include, without limitation, an insurance certificate and updated insurance binder; and (v) no less than thirty (30) calendar days prior to the respective due date of the Taxes, Borrower deliver to Lender evidence that such Taxes have been paid in full, such evidence to include, without limitation, copies of the tax bills and paid tax receipts or a copy of the Event of Default arising from its failure to do socashed check or credit card receipt, unless the same are being contested in good faith by appropriate proceedings (diligently conducted) and add such amount to the amount adequate reserved in accordance with GAAP are being maintained by Borrower. Upon a violation of any of the Loanrequirements in the preceding sentence, Lender, at its option, may thereafter require that Borrower makes deposits into the Tax and Insurance Account as otherwise contemplated by this Section 3.4.
Appears in 1 contract
Samples: Term Loan and Security Agreement (Global Medical REIT Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (a1) one-twelfth onetwelfth of the yearly Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (b2) one-twelfth of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of a separate "stand-alone" policy providing the coverage afforded by the Policies insurance policies required under this Instrument upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE SUBACCOUNT"). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1this Instrument, provided that Borrower has promptly supplied Lender with notices of all Taxes due, or (b) reimburse Borrower for payments of (x) Taxes and Insurance Premiums due(y) insurance premiums paid in connection with the purchase of a separate "stand-alone" policy providing the coverage afforded by the insurance policies required under this Instrument upon the expiration thereof, in each case, due upon presentation of evidence acceptable to Lender of such payment by Borrower; subject, however, to Borrower's right to contest Taxes in accordance with this Instrument. In making any payment or reimbursement relating to Taxes and Insurance Premiumsinsurance premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxestaxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and Subaccount. Notwithstanding the foregoing, so long as contemplated hereinany Acceptable Blanket Policy is in effect with respect to any of the policies required pursuant to Section 5 above, Lender may advance payments required under the sums necessary to do so foregoing clause (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so2) and add such amount shall be suspended to the amount of the Loanextent that insurance premiums relate to such Acceptable Blanket Policy(ies).
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (Acadia Realty Trust)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when Subaccount. Notwithstanding the foregoing or anything to the contrary contained in this Agreement, so long as no Event of Default under this Agreement or any other Loan Document has occurred, Borrower shall not be required to make monthly payments of Taxes or Insurance Premiums to Lender as provided in this Section 3.3, provided Borrower shall pay, or shall cause the tenant of any Property to pay, all Taxes in accordance with Section 5.2 below and all Insurance Premiums in accordance with Section 7.1 below, and shall deliver to Lender written evidence reasonably satisfactory to Lender of the full payment of such Taxes and Insurance Premiums within the time periods and otherwise as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation provided in Sections 5.2 and 7.1. The failure of Borrower to do so, or deliver to Lender such written evidence of payment shall at the option of Lender be an Event of Default arising from its failure to do so) and add such amount to the amount of the Loanhereunder.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of On the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party theretodate hereof, Borrower will shall pay to Lender $N/A 3,634,620.26 for the payment of Taxes for each Individual Property in accordance with the terms of this Section 3.3 (the “Initial Tax Deposit”) and $163,637.78 for the payment of Insurance Premiums for each Individual Property in accordance with the terms of this Section 3.3 (the “Initial Insurance Premium Deposit”) and Lender will transfer the Initial Tax Deposit and the Initial Insurance Premium Deposit into a Subaccount (the “Tax and Insurance Escrow Initial DepositSubaccount”). AdditionallyCommencing on the first Payment Date after the date hereof, Borrower will pay to Lender and on each Payment Date thereafter, Borrower shall pay to Lender (ai) one-–twelfth of the Taxes for each Individual Property that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-–twelfth of the Insurance Premiums related to the Policies for each Individual Property that Lender estimates will be payable for the renewal of the coverage afforded by the such Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”, which, together with such Policies. Such amounts will be transferred by Lender to the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”)Subaccount. If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made with respect to the applicable Individual Property by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) if requested by Borrower or Operating Lessee, reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming duedue for the applicable Individual Property, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when Subaccount. Notwithstanding anything to the contrary contained in this Section 3.3, Borrower shall have no obligation to deposit monies into the Tax and Insurance Subaccount for the payment of Insurance Premiums so long as contemplated hereineach Individual Property is covered by a blanket insurance policy that satisfies the insurance requirements set forth in Section 7.1 hereof. In the event that any Individual Property shall no longer be covered by such blanket insurance policy, Lender may advance may, in its sole discretion, apply the sums necessary Initial Insurance Premium Deposit (or portion thereof) from the Tax and Insurance Subaccount to do so force place insurance for such Individual Property (without waiving and pay the Insurance Premiums with respect thereto) and Borrower’s obligation to deposit monies into the Tax and Insurance Subaccount for the payment of Insurance Premiums with respect to such Individual Property shall immediately resume. 37 FF&E Reserve . Commencing on the first Payment Date after the date hereof, and on each Payment Date thereafter, Borrower shall pay to do so, Lender for transfer into a Subaccount (the “FF&E Reserve Subaccount”) an amount equal to the greater of (x) four percent (4%) of the Property’s gross rooms revenue for the calendar month which is one (1) calendar month prior to the calendar month in which the applicable Payment Date occurs and (y) the amount (when calculated on a monthly basis) required to be reserved for Replacements under the Franchise Agreement. Provided that no Default or the Event of Default arising has occurred and is continuing, Lender shall disburse funds held in the FF&E Reserve Subaccount to Borrower, within fifteen (15) Business Days after the delivery by Borrower to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000, provided that (i) such disbursement is for a Replacement; (ii) Lender shall have (if it desires) verified (by an inspection conducted at Borrower's expense) performance of the work associated with such Replacement; and (iii) the request for disbursement is accompanied by (A) an Officer's Certificate certifying (v) that such funds will be used to pay or reimburse Borrower for Replacements and a description thereof, (w) that all outstanding trade payables (other than those to be paid from its failure the requested disbursement or those constituting Permitted Indebtedness and Permitted Encumbrances) have been paid in full, (x) that the same has not been the subject of a previous disbursement, (y) that all previous disbursements have been used to do sopay the previously identified Replacements and (z) that any construction work associated with such Replacements has been completed in a good and workmanlike manner and in accordance with all applicable Legal Requirements, (B) reasonably detailed documentation satisfactory to Lender as to the amount, necessity and purpose therefor, (C) copies of appropriate Lien waivers or other evidence of payment satisfactory to Lender in connection with any construction work associated with such Replacements (other than with respect to Permitted Encumbrances) and add such amount (D) at Lender’s option, for disbursements in excess of $50,000 with respect to the amount Individual Property associated with such Replacement, a title search for such Individual Property indicating that it is free from all Liens not previously approved by Lender. Any such disbursement of more than $10,000 to pay (rather than reimburse) Replacements may, at Lender's option, be made by joint check payable to Borrower and the Loanpayee on such Replacements.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by Borrower shall pay to Lender (i) that certain First Amendment (A) on the date hereof, an amount equal to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, $204,648.00 and (iiiB) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (A) on the date hereof, an amount equal to $68,156.68 and (B) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date (as defined in the Note), the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax said amounts in (i) and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are (ii) above hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE IMPOUND FUND"). If no Event of Default has occurred and is continuing then Such amounts will be transferred by Lender to a Subaccount (the "TAX AND INSURANCE SUBACCOUNT"). Lender will (x) apply the Tax and Insurance Escrow Funds Impound Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.to
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by Borrower shall pay to Lender (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax said amounts in (i) and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are (ii) above hereinafter called the “Tax and Insurance Escrow Impound Funds”). If no Event of Default has occurred Such amounts will be transferred by Lender to a Subaccount (the “Tax and is continuing then Insurance Subaccount”). Lender will (x) apply the Tax and Insurance Escrow Impound Funds to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes the Tax and Insurance PremiumsImpound Funds, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required Impound Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.2 hereof and Section 7.1 hereof, Lender shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated hereinImpound Funds. In allocating such excess, Lender may advance deal with the sums necessary person shown on the records of Lender to do so be the owner of the Property. If at any time Lender determines that the Tax and Insurance Impound Funds is not or will not be sufficient to pay the items set forth in (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do soi) and add (ii) above, Lender shall notify Borrower of such amount determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to delinquency of the LoanTaxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Impound Funds shall become part of the Tax and Insurance Impound Funds and shall be disbursed in accordance with this Section 3.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Each Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes for such Borrower's Properties that Lender reasonably estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount in the applicable Deposit Account (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE SUBACCOUNT"). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has Borrowers have promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrowers for such amounts upon presentation of evidence of payment and an Officer's Certificate in form and substance satisfactory to Lender; subject, however, to Borrowers' right to contest Taxes in accordance with Section 5.2. In hi making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbill, statement xxatement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. thereof If Lender determines in its reasonable judgment that the current balance of funds in the applicable Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by BorrowerBorrowers to their respective Tax and Insurance Subaccounts. If Borrower fails to fund Lender acknowledges and agrees that the Tax and Insurance Escrow Initial Deposit when Subaccounts are the "Tax and as contemplated hereinInsurance Account" referred to in each of the Impac H Loan Agreement and the Impac III Loan Agreement and, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount extent that a separate Subaccount is established for the purposes of this Section 3.2, all funds in the "Tax and Insurance Account" referred to in each of the LoanImpac H Loan Agreement and the Impac III Loan Agreement shall be transferred into the applicable new Subaccount.
Appears in 1 contract
Samples: Loan Agreement (Lodgian Inc)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-–twelfth of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-–twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior 88 Xxxxxxxx - Stamford to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (a1) one-twelfth onetwelfth of the yearly Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and and" (b2) one-twelfth of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of a separate "stand-alone" policy providing the coverage afforded by the Policies insurance policies required under this Instrument upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE SUBACCOUNT"). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1this Instrument, provided that Borrower has promptly supplied Lender with notices of all Taxes due, or (b) reimburse Borrower for payments of (x) Taxes and Insurance Premiums due(y) insurance premiums paid in connection with the purchase of a separate "stand-alone" policy providing the coverage afforded by the insurance policies required under this Instrument upon the expiration thereof, in each case, due upon presentation of evidence acceptable to Lender of such payment by Borrower; subject, however, to Borrower's right to contest Taxes in accordance with this Instrument. In making any payment or reimbursement relating to Taxes and Insurance Premiumsinsurance premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxestaxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and Subaccount. Notwithstanding the foregoing, so long as contemplated hereinany Acceptable Blanket Policy is in effect with respect to any of the policies required pursuant to Section 5 above, Lender may advance payments required under the sums necessary to do so foregoing clause (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so2) and add such amount shall be suspended to the amount of the Loanextent that insurance premiums relate to such Acceptable Blardcet Policy(ies).
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (Acadia Realty Trust)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be deposited into a separate account with Lender (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsAccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Account to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Account will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when Account. Notwithstanding the foregoing, in the event any Major Lease obligates a Major Tenant to pay Taxes and as contemplated hereinInsurance Premiums directly, Lender may advance the sums necessary Borrower shall have no obligation to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount make any payments to the amount Tax and Insurance Account; provided, however, that Borrower shall be required to deliver to Lender written evidence of the Loantimely payment of all Taxes and all Insurance Premiums.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital Daily Net Asset Value Trust, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) oneTenant agrees to pay Landlord each year, within ten (10) days of written demand, the Tenant’s pro-twelfth rata share of increased real estate taxes over the total taxes assessed for the base year. The base year for purposes of computation hereunder shall be 2000. The amount of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency dates and (b) oneTenant’s pro-twelfth rata share of the Insurance Premiums that Lender estimates will increased taxes shall be payable for the renewal of the coverage afforded determined by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) _______________ Landlord Initials _______________ Tenant Initials dividing the amount of the Tax increased taxes over the base year by the total gross square feet of rentable floor area of Landlord’s property; then, by multiplying the increase per square foot times the total number of gross square foot area leased to the Tenant. Furthermore, in the event taxes are assessed to Landlord for any Tenant improvements; such taxes assessed shall be paid by Tenant to Landlord within ten (10) days of written demand.
(b) The Landlord will pay in the first instance all estimated premiums for fire, windstorm, extended coverage and Insurance Escrow Monthly Deposit required to be made by Borrowerliability casualty insurance upon the warehouse containing the Demised Premises. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loanpremium for such insurance shall exceed in any lease year the amount of such insurance for the base year 2000, then Tenant agrees to pay Landlord, each year, within ten (10) days of written demand, the Tenant’s pro-rata share of increased insurance premiums. Tenant’s pro-rata share shall be determined by the same formula set forth in Paragraph (a) hereof. An insurance premium xxxx submitted by landlord to the Tenant shall be sufficient evidence of the amount of premium to be paid.
(c) Landlord shall have all remedies for collection of Tenant’s share of excess Real Estate taxes, taxes for Tenant’s improvements and excess insurance premiums as are provided Landlord under the terms of this Lease for the collection of rent.
(d) Any amounts due under this Paragraph 18, for a partial year of the Lease shall be prorated.
Appears in 1 contract
Samples: Business Property Lease (Scion Cardio-Vascular, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (a1) one-twelfth of the yearly Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (b2) one-twelfth of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of a separate "stand-alone" policy providing the coverage afforded by the Policies insurance policies required under this Instrument upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE SUBACCOUNT"). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1this Instrument, provided that Borrower has promptly supplied Lender with notices of all Taxes due, or (b) reimburse Borrower for payments of (x) Taxes and Insurance Premiums due(y) insurance premiums paid in connection with the purchase of a separate "stand-alone" policy providing the coverage afforded by the insurance policies required under this Instrument upon the expiration thereof, in each case, due upon presentation of evidence acceptable to Lender of such payment by Borrower; subject, however, to Borrower's right to contest Taxes in accordance with this Instrument. In making any payment or reimbursement relating to Taxes and Insurance Premiumsinsurance premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxestaxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (Acadia Realty Trust)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (a1) one-twelfth of the yearly Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (b2) one-twelfth of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of a separate "stand-alone" policy providing the coverage afforded by the Policies insurance policies required under this Instrument upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies. Such amounts will be transferred by Lender to a Subaccount (the “"Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”Subaccount"). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1this Instrument, provided that Borrower has promptly supplied Lender with notices of all Taxes due, or (b) reimburse Borrower for payments of (x) Taxes and Insurance Premiums due(y) insurance premiums paid in connection with the purchase of a separate "stand-alone" policy providing the coverage afforded by the insurance policies required under this Instrument upon the expiration thereof, in each case, due upon presentation of evidence acceptable to Lender of such payment by Borrower; subject, however, to Borrower's right to contest Taxes in accordance with this Instrument. In making any payment or reimbursement relating to Taxes and Insurance Premiumsinsurance premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxestaxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Samples: Open End Mortgage, Assignment of Leases and Rents and Security Agreement (Acadia Realty Trust)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (l/12th) of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has promptly timely supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender reasonably determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount Subaccount to the amount of the Loanextent required so there will be sufficient funds.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by Borrower shall pay to Lender (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax said amounts in (i) and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are (ii) above hereinafter called the “Tax and Insurance Escrow Impound Funds”). If no Event of Default has occurred Such amounts will be transferred by Lender to a Subaccount (the “Tax and is continuing then Insurance Subaccount”). Lender will (x) apply the Tax and Insurance Escrow Impound Funds to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes the Tax and Insurance PremiumsImpound Funds, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.Impound Funds shall exceed the
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, The Borrower will shall pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Interest Payment Date (ai) one-twelfth of the Taxes that the Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums insurance premiums that the Lender estimates will be payable for the renewal of the coverage afforded by the Policies insurance policies for the Collateral Properties upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies; provided, however, that the payments required under this clause (ii) shall not commence unless the insurance premiums shall become due within the next succeeding 12 month period. Such amounts will be transferred by the Lender to a Subaccount (the “"Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”Subaccount"). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums insurance premiums required to be made by the Borrower pursuant to Section 5.2 Sections 3 and Section 7.14 of the Mortgages, provided that the Borrower has promptly supplied the Lender with notices of all Taxes and Insurance Premiums insurance premiums due, or (b) reimburse the Borrower for such amounts upon presentation of evidence of payment and a certificate from a senior financial officer of the Borrower in form and substance satisfactory to the Lender; subject however to the Borrower's right to contest Taxes in accordance with Section 4(b) of the Mortgages. In making any payment relating to Taxes and Insurance Premiumsinsurance premiums, the Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate apprxxxxate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, the Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If the Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (1/12th) of the Taxes that Lender reasonably estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly DepositSubaccount”, which, together with ). Lender will (a) apply funds in the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will Borrowers shall pay to Lender on each Payment Date occurring during the continuance of a Cash Management Period, (ax) one-twelfth (1/12) of the Taxes that Lender reasonably estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (by) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies ((x) and (y) are herein referred to as the “Tax and Insurance Escrow Monthly DepositDeposits”). In addition to the monthly deposits described above, which, together with on the first Payment Date in which Borrowers are required to pay to Lender the Tax and Insurance Escrow Initial Monthly Deposit, are hereinafter called Borrowers shall deposit with Lender an amount which Lender reasonably determines is sufficient, when added with the anticipated Tax and Insurance Monthly Deposits, to accumulate sufficient funds to pay the Taxes at least thirty (30) days prior to their respective due dates and the Insurance Premiums at least thirty (30) days prior to the expiration of the Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by either Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has Borrowers have promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrowers for such amounts upon presentation of evidence of payment; subject, however, to Borrowers’ rights to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails Borrowers to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
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Samples: Loan Agreement (Inland Diversified Real Estate Trust, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by a) Borrowers shall pay to Lender (i) that certain First Amendment to Contribution Agreement dated as $832,502,31 on the date hereof on account of Xxxxx 00, 0000Real Estate Taxes, (xxii) that certain Second Amendment to Contribution Agreement dated as $203,509.14 on the date hereof on account of April 29, 2022Insurance Premiums, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date Date, (ax) one-twelfth (1/12) of the Real Estate Taxes that Lender reasonably estimates will be payable during the next 12 twelve (12) months (initially $355,956.20 per month) in order to accumulate with Lender sufficient funds to pay all such Real Estate Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (by) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable (initially $43,760.84 per month) for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Real Property Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has Borrowers have promptly supplied Lender with notices of all Real Estate Taxes and Insurance Premiums due, or (b) reimburse Borrowers for such amounts upon presentation of evidence of payment; subject, however, to Borrowers’ right to contest Real Estate Taxes in accordance with Section 5.2 hereof. In making any payment relating to Real Estate Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Real Estate Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Real Estate Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails Borrowers to fund the Tax and Insurance Escrow Initial Deposit when Subaccount.
(b) Notwithstanding anything to the contrary contained in Section 3.3(a), Borrowers shall not be required to pay to Lender the portion of the monthly payments required under Section 3.3(a) with respect to Real Estate Taxes applicable to any portion of a Property which is a separate tax lot and for which (i) the applicable Tenant of such tax lot is obligated under its Lease to pay all Real Estate Taxes with respect to such tax lot directly to the appropriate taxing authority, (ii) such Tenant shall pay all such Taxes to the appropriate taxing authority as contemplated hereinthe same become due and payable and before delinquency, (iii) Borrowers shall furnish to Lender receipts for the payment of all such amounts or other evidence of such payment reasonably satisfactory to Lender, (iv) the applicable Lease remains in full force and effect and no monetary event of default is continuing thereunder, and (v) no Event of Default shall be continuing. Borrowers’ obligation to make the payments required under Section 3.3(a) with respect to such Real Property Taxes shall immediately resume and shall continue thereafter with respect to such Real Property Tax payment (A) in the event of the failure of any condition set forth in clauses (i) through (v) of this Section 3.3(b), until the earlier of the end of the Term or the date that the foregoing are rectified, and (B) in the event of the failure of the condition set forth in (v), until such time as no Event of Default shall be continuing. As of the date hereof, the Tenants identified on Schedule 15 hereto are obligated under their Leases to pay Real Property Taxes directly to the applicable taxing authority and amounts allocable to the Real Property Taxes being paid by such Tenants have not been included in the monthly amount collected by Lender pursuant to Section 3.3(a) as of the date hereof and Lender may increase the amount of such monthly collections to account for such Taxes upon a failure of the conditions set forth above.
(c) On the date hereof, Borrowers shall deposit with Lender the amount of $9,827.00 which is the amount that the Environmental Insurance broker estimates will be necessary for Lender to procure an additional three years of environmental insurance coverage (either by extension of the existing policy or replacement with the same terms and conditions) as provided in the Existing Environmental Insurance Policy (defined below) in the event Borrowers do not repay the Debt in full on the Maturity Date. Lender shall cause such amount to be transferred to a Subaccount (the “Environmental Insurance Subaccount”). If Borrowers fail to repay the Debt in full on the Maturity Date, Lender may advance (but shall not be required to), at any time thereafter, use any and all funds on deposit in the sums necessary Environmental Insurance Subaccount to do so obtain an additional three years of environmental insurance coverage (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount either by extension of the Loanexisting policy or replacement with the same terms and conditions) as provided in the Existing Environmental Insurance Policy. For the purposes hereof, the “Existing Environmental Policy” shall mean the specific pollution liability coverage under Policy No. SSP2024917-10 issued by Berkeley Specialty Underwriting Managers, a copy of which is attached hereto as Schedule 22.
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Taxes and Insurance. Upon a Transfer or assumption of On the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party theretodate hereof, Borrower will shall pay to Lender $N/A 3,634,620.26 for the payment of Taxes for each Individual Property in accordance with the terms of this Section 3.3 (the “Initial Tax Deposit”) and $163,637.78 for the payment of Insurance Premiums for each Individual Property in accordance with the terms of this Section 3.3 (the “Initial Insurance Premium Deposit”) and Lender will transfer the Initial Tax Deposit and the Initial Insurance Premium Deposit into a Subaccount (the “Tax and Insurance Escrow Initial DepositSubaccount”). AdditionallyCommencing on the first Payment Date after the date hereof, Borrower will pay to Lender and on each Payment Date thereafter, Borrower shall pay to Lender (ai) one-–twelfth of the Taxes for each Individual Property that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-–twelfth of the Insurance Premiums related to the Policies for each Individual Property that Lender estimates will be payable for the renewal of the coverage afforded by the such Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”, which, together with such Policies. Such amounts will be transferred by Lender to the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”)Subaccount. If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made with respect to the applicable Individual Property by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) if requested by Borrower or Operating Lessee, reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming duedue for the applicable Individual Property, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when Subaccount. Notwithstanding anything to the contrary contained in this Section 3.3, Borrower shall have no obligation to deposit monies into the Tax and Insurance Subaccount for the payment of Insurance Premiums so long as contemplated hereineach Individual Property is covered by a blanket insurance policy that satisfies the insurance requirements set forth in Section 7.1 hereof. In the event that any Individual Property shall no longer be covered by such blanket insurance policy, Lender may advance may, in its sole discretion, apply the sums necessary Initial Insurance Premium Deposit (or portion thereof) from the Tax and Insurance Subaccount to do so force place insurance for such Individual Property (without waiving and pay the Insurance Premiums with respect thereto) and Borrower’s obligation to deposit monies into the Tax and Insurance Subaccount for the payment of Insurance Premiums with respect to such Individual Property shall immediately resume. FF&E Reserve . Commencing on the first Payment Date after the date hereof, and on each Payment Date thereafter, Borrower shall pay to do so, Lender for transfer into a Subaccount (the “FF&E Reserve Subaccount”) an amount equal to the greater of (x) four percent (4%) of the Property’s gross rooms revenue for the calendar month which is one (1) calendar month prior to the calendar month in which the applicable Payment Date occurs and (y) the amount (when calculated on a monthly basis) required to be reserved for Replacements under the Franchise Agreement. Provided that no Default or the Event of Default arising has occurred and is continuing, Lender shall disburse funds held in the FF&E Reserve Subaccount to Borrower, within fifteen (15) Business Days after the delivery by Borrower to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000, provided that (i) such disbursement is for a Replacement; (ii) Lender shall have (if it desires) verified (by an inspection conducted at Borrower's expense) performance of the work associated with such Replacement; and (iii) the request for disbursement is accompanied by (A) an Officer's Certificate certifying (v) that such funds will be used to pay or reimburse Borrower for Replacements and a description thereof, (w) that all outstanding trade payables (other than those to be paid from its failure the requested disbursement or those constituting Permitted Indebtedness and Permitted Encumbrances) have been paid in full, (x) that the same has not been the subject of a previous disbursement, (y) that all previous disbursements have been used to do sopay the previously identified Replacements and (z) that any construction work associated with such Replacements has been completed in a good and workmanlike manner and in accordance with all applicable Legal Requirements, (B) reasonably detailed documentation satisfactory to Lender as to the amount, necessity and purpose therefor, (C) copies of appropriate Lien waivers or other evidence of payment satisfactory to Lender in connection with any construction work associated with such Replacements (other than with respect to Permitted Encumbrances) and add such amount (D) at Lender’s option, for disbursements in excess of $50,000 with respect to the amount Individual Property associated with such Replacement, a title search for such Individual Property indicating that it is free from all Liens not previously approved by Lender. Any such disbursement of more than $10,000 to pay (rather than reimburse) Replacements may, at Lender's option, be made by joint check payable to Borrower and the Loanpayee on such Replacements.
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Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1December 30, 20222021, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00February 23, 00002022, (xxii) that certain Second Amendment to Contribution Agreement dated as of April 29Xxxxx 0, 20220000, and (iiixxx) that certain Third Amendment to Contribution Agreement dated as of May 10March 15, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by (iv) that certain Assignment of Fourth Amendment to Contribution Agreement dated as of February 1March 22, 2022 [as amended and assignedamended, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A 0.00 (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency dates and (b) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.
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Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by Borrower shall pay to Lender (i) that certain First Amendment (A) on the date hereof, an amount equal to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, $579,378 and (iiiB) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (A) on the date hereof, an amount equal to $107,736 (the "Initial Blanket Insurance Premium Installment") and (B) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “"Tax and Insurance Escrow Monthly Deposit”, which, together with Impound Fund"). Such amounts will be transferred by Lender to a Subaccount (the "Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”Subaccount"). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds Impound Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes the Tax and Insurance PremiumsImpound Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.and
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Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-–twelfth of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-–twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) timely apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, The Borrower will shall pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Interest Payment Date (ai) one-twelfth of the Taxes that the Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums insurance premiums that the Lender estimates will be payable for the renewal of the coverage afforded by the Policies insurance policies for the Collateral Properties upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least 30 days prior to the expiration of the Policies insurance policies; provided, however, that the payments required under this clause (ii) shall not commence unless the insurance premiums shall become due within the next succeeding 12 month period. Such amounts will be transferred by the Lender to a Subaccount (the “"Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”Subaccount"). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums insurance premiums required to be made by <PAGE> the Borrower pursuant to Section 5.2 Sections 3 and Section 7.14 of the Mortgages, provided that the Borrower has promptly supplied the Lender with notices of all Taxes and Insurance Premiums insurance premiums due, or (b) reimburse the Borrower for such amounts upon presentation of evidence of payment and a certificate from a senior financial officer of the Borrower in form and substance satisfactory to the Lender; subject however to the Borrower's right to contest Taxes in accordance with Section 4(b) of the Mortgages. In making any payment relating to Taxes and Insurance Premiumsinsurance premiums, the Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), 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. If the Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs premiums next coming due, the Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If the Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Samples: Loan Agreement
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the Loan.Subaccount. 21
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”"TAX AND INSURANCE SUBACCOUNT"). If Provided that no monetary Event of Default or material non-monetary Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section SECTION 5.2 hereof and Section 7.1SECTION 7.1 hereof, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower's right to contest Taxes in accordance with SECTION 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office offxxx (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessmentassessmxxx, sale, forfeiture, tax lien or title or claim thereof. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Default or Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer’s Certificate in form and substance satisfactory to Lender; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will shall pay to Lender on each Payment Date (ai) one-twelfth (1/12th) of the Taxes that Lender estimates will be payable during the next 12 twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency due dates and (bii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies Policies. Such amounts will be transferred by Lender to a Subaccount (the “Tax and Insurance Escrow Monthly DepositSubaccount”, which, together with ). Lender will (a) apply funds in the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.2 hereof and Section 7.17.1 hereof, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s right to contest Taxes in accordance with Section 5.2 hereof. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Subaccount. Amounts applied by Lender from Rents that have been deposited into the Deposit when Account during the immediately preceding Interest Period, if any, into the Tax and as contemplated hereinInsurance Subaccount in accordance with Section 3.11 below, Lender may advance shall be credited towards Borrower’s obligation, to make payments into the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) Tax and add such amount to the amount of the LoanInsurance Subaccount.
Appears in 1 contract
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by (i) that certain First Amendment to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, and (iii) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on On each Payment Date a portion of the Rents that have been deposited into the OT Deposit Account during the immediately preceding Interest Period in an amount equal to (ai) one-twelfth of the Taxes that Lender estimates (based on information provided by Borrower or Operating Tenant and the taxing authority) will be payable during the next 12 months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 days prior to their respective the delinquency dates and (bii) one-twelfth of the Insurance Premiums that Lender estimates (based on information provided by Borrower) will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 days prior to the expiration of the Policies Policies, shall be transferred by Lender to a Subaccount of the OT Deposit Account (the “Tax and Insurance Escrow Monthly Deposit”, which, together with the Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow FundsSubaccount”). If Provided that no Event of Default has occurred and is continuing then continuing, Lender will (xa) apply funds in the Tax and Insurance Escrow Funds Subaccount to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.2 and Section 7.1, provided that Borrower or Operating Tenant has promptly supplied Lender with notices of all Taxes and Insurance Premiums due, or (b) reimburse Borrower or Operating Tenant for such amounts upon presentation of evidence of payment; subject, however, to Borrower’s or Operating Tenant’s right to contest Taxes in accordance with Section 5.2. In making any payment relating to Taxes and Insurance Premiums, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of funds in the Tax and Insurance Escrow Funds Subaccount will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit monthly contribution required to be made by Borrower. If Borrower fails and Operating Tenant to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated herein, Lender may advance the sums necessary to do so (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do so) and add such amount to the amount of the LoanSubaccount.
Appears in 1 contract
Samples: Loan Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Taxes and Insurance. Upon a Transfer or assumption of the Loan contemplated by Section 5.15 below (including without limitation, any assumption of the Loan contemplated by that certain Contribution Agreement dated February 1, 2022, by and between Contributor and SPE Owner’s Member, as amended by 3.3.1 . Borrowers shall pay to Lender (i) that certain First Amendment (A) on the date hereof, an amount equal to Contribution Agreement dated as of Xxxxx 00, 0000, (xx) that certain Second Amendment to Contribution Agreement dated as of April 29, 2022, $496,220 and (iiiB) that certain Third Amendment to Contribution Agreement dated as of May 10, 2022, the interest of SPE Owner’s Member having been assigned to SPE Owner and TRS Lessee by that certain Assignment of Contribution Agreement dated as of February 1, 2022 [as amended and assigned, the “Contribution Agreement”]) or upon the Contribution Agreement being terminated by either party thereto, Borrower will pay to Lender $N/A (the “Tax and Insurance Escrow Initial Deposit”). Additionally, Borrower will pay to Lender on each Payment Date (a) Date, one-twelfth of the Taxes that Lender estimates will be payable during the next 12 ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least 30 thirty (30) days prior to their respective delinquency dates Delinquency Date, and (bii) (A) on the date hereof, an amount equal to $139,078.00 (the "Initial Blanket Insurance Premium Installment") and (B) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least 30 thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “"Tax and Insurance Escrow Monthly Deposit”, which, together with Impound Fund"). Such amounts will be transferred by Lender to a Subaccount (the "Tax and Insurance Escrow Initial Deposit, are hereinafter called the “Tax and Insurance Escrow Funds”Subaccount"). If no Event of Default has occurred and is continuing then Lender will (x) apply the Tax and Insurance Escrow Funds Impound Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section Sections 5.2 and Section 7.17.1 hereof and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, provided that Borrower has promptly supplied Lender with notices of all Taxes and Insurance Premiums dueas applicable. In making any payment relating to Taxes the Tax and Insurance PremiumsImpound Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), 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. If Lender determines in its reasonable judgment that the current balance of Tax and Insurance Escrow Funds will be insufficient to pay (or in excess of) the Taxes or Insurance Premiums not otherwise relating to Policies maintained through Manager’s (or its Affiliates’) insurance programs next coming due, Lender may increase (or decrease) the amount of the Tax and Insurance Escrow Monthly Deposit required Impound Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.2 and 7.1 hereof, Lender shall, in its sole discretion, return any excess to Borrowers or credit such excess against future payments to be made by Borrower. If Borrower fails to fund the Tax and Insurance Escrow Initial Deposit when and as contemplated hereinImpound Fund. In allocating such excess, Lender may advance deal with the sums necessary person shown on the records of Lender to do so be the owner of the Property. If at any time Lender determines that the Tax and Insurance Impound Fund is not or will not be sufficient to pay the items set forth in (without waiving the obligation of Borrower to do so, or the Event of Default arising from its failure to do soi) and add (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase their monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Impound Fund shall become part of the Tax and Insurance Impound Fund and shall be disbursed in accordance with this Section 3.3. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the Term issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the Term. Notwithstanding anything to the contrary contained in this Section 3.3, with respect to the Initial Blanket Insurance Premium Deposit, and the required monthly payments required under clause (ii) above through the end of the current policy year, the parties agree as follows: For the period from the date hereof through August 1, 2005, the Property will be covered by a blanket insurance policy as described in Section 7.1.4, but instead of participating in the Blanket Insurance Premium Financing Arrangement, Borrowers will pay their allocable share of the Insurance Premiums in a single installment, due approximately 30 days after the date hereof. Borrowers’ allocable share of the annual Insurance Premiums for the blanket policy for the period from the date hereof through August 1, 2005 is the Initial Blanket Insurance Premium Deposit. Borrowers have deposited the Initial Blanket Insurance Premium Deposit in the Tax and Insurance Impound Fund on the date hereof (as set forth in clause (ii)(A) in the immediately preceding paragraph); Borrowers will notify Lender in writing at least ten (10) days in advance of the date when such Insurance Premium is due, whereupon Lender will apply such amount to the amount payment of Borrowers’ allocable share of the Loanblanket policy Insurance Premium. On the Payment Dates in May, June and July of 2005, Borrowers will pay to Lender for deposit in the Tax and Insurance Impound Fund the sum of $22,877.68 per month. On each Payment Date commencing with the Payment Date occurring in August, 2005, Borrowers shall make payments into the Tax and Insurance Impound Fund as set forth in the preceding paragraph.
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