Tenant Security Account. (a) Borrower shall comply with all Legal Requirements and the applicable Lease applicable to any security given under any Lease. Subject to the foregoing, Borrower shall deposit or cause to be deposited all Security Deposits under the Major Leases into an account with a bank or other financial institution approved by Agent (the “Tenant Security Account”) within two (2) Business Days after receipt. (b) Borrower may make withdrawals from the Tenant Security Account at such time as no Event of Default has occurred and is continuing provided the proceeds are (i) applied in the ordinary course of business to sums due under the applicable Lease when the terms of such Lease or applicable Legal Requirements permit the application thereof or (ii) returned to the applicable Lessee pursuant to Legal Requirements or the terms of the applicable Lease which require Borrower to return such other Security Deposit. After the occurrence and during the continuation of an Event of Default, neither Borrower nor any other Person shall have any right to, and Borrower covenants that it shall not, and shall not permit Property Manager to, withdraw any amounts from the Tenant Security Account or apply any Security Deposits, except as may be approved by Agent. However, if an Event of Default exists but Borrower is required pursuant to the terms of the applicable Lease or applicable Legal Requirements to return any Security Deposit to the applicable Lessee, Borrower shall deliver a notice to Agent certifying same and stating the reason therefor, and Agent shall, at Agent’s option and at Borrower’s sole cost and expense, either permit Borrower to return the Security Deposit to the applicable Lessee or, if Agent elects, cause such Security Deposit to be returned directly to the applicable Lessee. Upon the occurrence and during the continuance of an Event of Default, Agent may apply any funds on deposit in the Tenant Security Account as set forth in Section 8.5 hereof and shall have all other rights and remedies with respect to the Tenant Security Account specified in this Loan Agreement and in any other Loan Document, at law and in equity, subject to the rights of the Lessees under Major Leases in their Security Deposits. Upon payment in full of the Obligations, and at Borrower’s sole cost and expense, Agent shall return any Security Deposits held by it to Borrower. (c) Borrower shall transfer to the name of Agent and deliver to Agent all original Lease Letters of Credit under each Major Lease promptly after receipt of same, together with evidence that all fees payable to the issuer on account of such assignment and transfer have been paid. All such Lease Letters of Credit shall be transferable by their terms. Borrower hereby grants to Agent and Lenders a security interest in all rights of Borrower in and to all Lease Letters of Credit, including all proceeds thereof, as additional security for the Obligations. In addition to all other rights and remedies of Agent and Lenders, Agent may, and to the extent necessary in order to do so, Borrower hereby grants to Agent, effective from the occurrence and during the continuance of an Event of Default, an irrevocable power of attorney, coupled with an interest, and Agent shall be entitled to act pursuant to such power following an Event of Default that shall have occurred and be continuing by reason of a failure to comply with the terms of this Section 2.18(c), solely to draw upon or otherwise realize on each such Lease Letters of Credit in accordance with its terms and those of the applicable Lease. (d) Borrower shall hold and apply all Lease Letters of Credit and the proceeds thereof subject to the same terms and conditions as Security Deposits pursuant to Section 2.18(a) and (b) hereof. Additionally, Borrower may draw on any Lease Letter of Credit in its possession if the issuer has elected to cancel or not renew such Lease Letter of Credit, provided that the proceeds thereof are held as a Security Deposit in accordance with Section 2.18(a)
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Tenant Security Account. (a) Borrower shall comply with all Legal Requirements and the applicable Lease applicable to any security given under any Lease. Subject to the foregoing, Borrower shall deposit or cause to be deposited all Security Deposits under the Major Leases into an account with a bank or other financial institution approved by Agent (the “Tenant Security Account”) Account within two (2) Business Days after receipt. Prior to accepting any Security Deposit under any Major Lease, if a Tenant Security Account shall not have been opened or an Account Agreement with respect thereto shall not be in effect, Borrower shall open a Tenant Security Account and deliver to Agent an Account Agreement executed by Borrower and the bank or other financial institution where said Account is held with respect to such Account.
(b) Borrower shall not withdraw any sums from the Tenant Security Account or apply any security deposits if an Event of Default has occurred and is continuing. Borrower may make withdrawals from the Tenant Security Account at such time as no Event of Default has occurred and is continuing provided the proceeds are (i) applied in the ordinary course of business to sums due under the applicable Major Lease when the terms of such Major Lease or applicable Legal Requirements permit the application thereof or (ii) returned to the applicable Lessee pursuant to Legal Requirements or the terms of the applicable Major Lease which require Borrower to return such other Security Deposit. After Upon the occurrence and during the continuation of an Event of Default, neither Borrower nor any other Person shall have any right to, and Borrower covenants that it shall not, and shall not permit Property Manager to, withdraw any amounts from the Tenant Security Account or apply any Security Deposits, except as may be approved by Agent. However, if In the event an Event of Default exists but Borrower is required pursuant to the terms of the applicable Lease or applicable Legal Requirements to return any Security Deposit to the applicable Lessee, Borrower shall deliver a notice to Agent certifying same and stating the reason therefor, and . Agent shall, at Agent’s option and at Borrower’s sole cost and expense, either permit Borrower to return the Security Deposit to the applicable Lessee or, if Agent electselects with respect to any Major Lease, cause such Security Deposit to be returned directly to the applicable Lessee. Upon the occurrence and during the continuance of an Event of Default, Agent may apply any funds .
(c) All sums on deposit in the Tenant Security Account as set forth shall be held, disbursed and applied in Section 8.5 hereof and shall have all other rights and remedies accordance with respect to this Loan Agreement. All sums held in the Tenant Security Account specified in this Loan Agreement and in any other Loan Document, at law and in equity, subject to the rights of the Lessees under Major Leases in their Security Deposits. Upon payment in full of shall constitute additional security for the Obligations, and at Borrower’s sole cost and expense, Agent shall return any Security Deposits held by it to Borrower.
(c) Borrower shall transfer to the name of Agent and deliver to Agent all original Lease Letters of Credit under each Major Lease promptly after receipt of same, together with evidence that all fees payable to the issuer on account of such assignment and transfer have been paid. All such Lease Letters of Credit shall be transferable by their terms. Borrower hereby grants to Agent and Lenders a security interest in all rights of Borrower in and to the Tenant Security Account and all Lease Letters of Credit, including all proceeds thereof, sums on deposit therein as additional security for the Obligations. In addition to all Agent shall have sole control over the Tenant Security Account and neither Borrower nor any other rights and remedies of Person other than Agent and Lenders, Agent mayshall have any right to, and to Borrower covenant that they shall not, withdraw any amounts from, the extent necessary Tenant Security Account except as provided in order to do so, Borrower hereby grants to Agent, effective from this Section 2.15. All interest earned on amounts deposited in the Tenant Security Account shall be re-deposited therein and become part thereof. No funds in the Tenant Security Account may be commingled with any funds of Manager or any other Person or any other funds of Borrower. Upon the occurrence and during the continuance continuation of an Event of Default, an irrevocable power Agent shall have the rights and remedies with respect to the Tenant Security Account specified in this Loan Agreement or in any other Loan Document. Neither Agent nor Lenders shall be liable for any loss of attorneyinterest on or any penalty or charge assessed against the funds in, coupled payable on, or credited to the Tenant Security Account as a result of the exercise by Agent of any of its rights, remedies or obligations hereunder or under any other Loan Document. Borrower shall not close or consent to Property Manager’s closing the Tenant Security Account without obtaining the prior consent of Agent, which Agent shall provide at Borrower’s request if there ceases to be any Security Deposit under any Major Lease. Except as provided in the immediately preceding sentence, Borrower shall maintain the Tenant Security Account and shall pay all fees and charges with an interestrespect thereto when due. In the event that the Account Agreement applicable to the Tenant Security Account is terminated, or the bank or financial institution at which the Tenant Security Account is held otherwise no longer acts as the depository thereof, Borrower shall open another Tenant Security Account at another bank or financial institution reasonably acceptable to Agent and, concurrently with opening same, execute and deliver, and cause such bank or financial institution to execute and deliver, to Agent shall be entitled to act pursuant to such power following an Event of Default that shall have occurred and be continuing by reason of a failure to comply Account Agreement with the terms of this Section 2.18(c), solely to draw upon or otherwise realize on each such Lease Letters of Credit in accordance with its terms and those of the applicable Leaserespect thereto.
(d) Borrower shall hold and apply all Lease Letters of Credit and the proceeds thereof subject to the same terms and conditions as Security Deposits pursuant to Section 2.18(a) and (b) hereof. Additionally, Borrower may draw on any Lease Letter of Credit in its possession if the issuer has elected to cancel or not renew such Lease Letter of Credit, provided that the proceeds thereof are held as a Security Deposit in accordance with Section 2.18(a)
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Tenant Security Account. (a) Borrower Loan Parties shall comply with all Legal Requirements in all material respects and the applicable Lease applicable with respect to any security given under any Lease (excluding the Ground Lease or Operating Lease). Subject to the foregoingforegoing and if required by applicable Legal Requirements, Borrower Loan Parties shall deposit or cause to be deposited all Security Deposits under the Major Leases into an account with a bank or other financial institution approved by Agent (the “Tenant Security Account”) within two (2) Business Days after receipt. Subject to the terms of the applicable Leases and Legal Requirements, Loan Parties hereby grant to Agent and Lenders a security interest in all rights of Loan Parties in and to the Tenant Security Account and all sums on deposit therein as additional security for the Obligations.
(b) Borrower Loan Parties shall not withdraw any sums from the Tenant Security Account or apply any Security Deposits if an Acceleration Event is continuing, except as provided below. Loan Parties may make withdrawals from the Tenant Security Account at such any time as no when an Acceleration Event of Default has occurred and is continuing continuing, provided the proceeds are (i) applied in the ordinary course of business to sums due under the applicable Lease when the terms of such Lease or applicable Legal Requirements permit the application thereof or (ii) returned to the applicable Lessee pursuant to Legal Requirements or the terms of the applicable Lease which require Borrower Loan Parties to return such other Security Deposit. After the occurrence and during the continuation of If an Acceleration Event of Defaultis continuing, neither Borrower Loan Parties nor any other Person shall have any right to, and Borrower each Loan Party covenants that it shall not, and shall not permit Property Manager to, withdraw any amounts from the Tenant Security Account or apply any Security Deposits, except as may be approved by AgentAgent or as may be required by the terms of the applicable Lease or by Legal Requirements. HoweverIf, if during the continuance of an Event of Default exists but Borrower Acceleration Event, either Loan Party is required pursuant to the terms of the applicable Lease or applicable Legal Requirements to return any Security Deposit to the applicable Lessee, Borrower such Loan Party shall deliver a notice to Agent certifying same and stating the reason therefor, and . Agent shallshall promptly, at Agent’s option and at Borrowersuch Loan Party’s sole cost and expense, either permit Borrower such Loan Party to return the Security Deposit to the applicable Lessee or, if Agent elects, cause such Security Deposit to be returned directly to the applicable Lessee. Upon the occurrence and .
(c) Within ten (10) Business Days of Agent’s request therefor during the continuance of an Event of Default, Agent may apply any funds on deposit in the Tenant Security Account as set forth in Section 8.5 hereof and Loan Parties shall have all other rights and remedies with respect transfer (to the Tenant Security Account specified in this Loan Agreement and in any other Loan Document, at law and in equity, subject to the rights of the Lessees under Major Leases in their Security Deposits. Upon payment in full of the Obligations, and at Borrower’s sole cost and expense, Agent shall return any Security Deposits held by it to Borrower.
(cextent transferable) Borrower shall transfer to the name of Agent and deliver to Agent all original Lease Letters of Credit under each Major Lease obtained by Loan Parties promptly after receipt of same, together with reasonable evidence that all fees payable to the issuer on account of such assignment and transfer have been paid. All such Subject to the terms of the applicable Lease Letters of Credit shall be transferable by their terms. Borrower and Legal Requirements, each Loan Party hereby grants to Agent and Lenders a security interest in all rights of Borrower Loan Parties in and to all Lease Letters of Credit, including all proceeds thereof, as additional security for the Obligations. In addition to all other rights and remedies of Agent and Lenders, Agent may, and to the extent necessary in order to do so, Borrower each Loan Party hereby grants to Agent, effective from the occurrence and during the continuance of an Event of Default, Agent an irrevocable power of attorney, coupled with an interest, and Agent shall be entitled to act pursuant to such power following an Event of Default that shall have occurred and be continuing by reason of a failure to comply with the terms of this Section 2.18(c)3.3, solely to draw upon or otherwise realize on each such Lease Letters of Credit in accordance with its terms terms, applicable Legal Requirements and those of the applicable Lease.
(d) Borrower shall hold and apply all Lease Letters of Credit and the proceeds thereof subject If a Loan Party is entitled to the same terms and conditions as Security Deposits pursuant to Section 2.18(a) and (b) hereof. Additionally, Borrower may draw make a drawing on any Lease Letter of Credit which is being held by Agent in its possession if accordance with Section 3.3(c) above under the terms of the applicable Lease, Lease Letter of Credit or Legal Requirements, Agent shall, at such Loan Party’s sole cost and expense, re-transfer such Lease Letter of Credit to such Loan Party in trust for the benefit of Agent and subject to Agent’s security interest, provided that such Loan Party delivers to Agent a written request certifying that such Loan Party is entitled to draw on the applicable Lease Letter of Credit, and indicating the applicable Lease and Lease Letter of Credit, the amount of the draw and the reasons for such draw. Loan Parties shall hold any such Lease Letter of Credit solely for the purpose of drawing or realizing thereon in accordance with the provisions of the applicable Lease or Lease Letter of Credit and Legal Requirements and, during the continuance of an Event of Default, shall promptly remit the proceeds of any such drawing to Agent and Agent shall apply the same in reduction of the Obligations in such order as Agent shall elect, unless the drawing is being made to liquidate any Lease Letter of Credit because the issuer thereof has elected to cancel or not to renew same or for any other reason not arising from a default by the Lessee in which case the applicable Loan Party shall deposit such proceeds in the Tenant Security Account. The original of any Lease Letters of Credit (to the extent not fully drawn) delivered to Loan Parties under this Section 3.3(d) shall be promptly re-assigned, transferred (to the extent transferrable) and re-delivered to Agent following Loan Parties’ draw on same. If either Loan Party is required by the terms of the applicable Lease or applicable Legal Requirements to return any Lease Letter of Credit to the Lessee, Agent shall, at such Loan Party’s sole cost and expense, re-assign and transfer (to the extent transferable) and deliver possession of such original Lease Letter of Credit to such Loan Party provided such Loan Party delivers to Agent a written request for same, certifying the foregoing and indicating the applicable Lease and Lease Letter of Credit and the reasons for such return. Upon a Loan Party’s receipt, such Loan Party shall promptly return the same to the applicable Lessee. At Agent’s election and at such Loan Party’s sole cost and expense, instead of delivering such Lease Letter of Credit to such Loan Party, Agent may timely return same to the applicable Lessee. If a Lease permits a Lessee to re-post a new Lease Letter of Credit, provided that the proceeds thereof are held as a Security Deposit in accordance or to amend an existing Lease Letter of Credit, Agent will permit same and cooperate with Section 2.18(a)such Loan Party to effect same, at such Loan Party’s sole cost and expense.
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Tenant Security Account. (a) Borrower shall cause Property Owner to comply with all Legal Requirements and the applicable Lease applicable to any security given under any Lease. Subject to the foregoing, Borrower shall cause Property Owner to deposit or cause to be deposited all Security Deposits under the Major Leases into an account with a bank or other financial institution approved by Agent (the “Major Lease Tenant Security Account”) within two (2) Business Days after receipt.
(b) Borrower may make permit Property Owner to apply Security Deposits, including making withdrawals from the Tenant Security Account Account, at such time as no Event of Default has occurred and is continuing provided the proceeds are (i) applied in the ordinary course of business to sums due under the applicable Lease when the terms of such Lease or applicable Legal Requirements permit the application thereof or (ii) returned to the applicable Lessee pursuant to Legal Requirements or the terms of the applicable Lease which require Borrower Property Owner to return such other Security Deposit. After the occurrence and during the continuation of an Event of Default, neither Borrower Borrower, Property Owner nor any other Person shall have any right to, and Borrower covenants that it shall not, not and shall not permit Property Owner or Property Manager to, withdraw any amounts from the Tenant Security Account or apply any Security Deposits, except as may be approved by Agent. However, if an Event of Default exists but Borrower Property Owner is required pursuant to the terms of the applicable Lease or applicable Legal Requirements to return any Security Deposit to the applicable Lessee, Borrower shall deliver a notice to Agent certifying same and stating the reason therefor, and Agent shall, at Agent’s option and at Borrower’s sole cost and expense, either permit Borrower Property Owner to return the Security Deposit to the applicable Lessee or, if Agent elects, cause such Security Deposit to be returned directly to the applicable Lessee. Upon the occurrence and during the continuance of an Event of Default, Agent may apply any funds on deposit in the Major Lease Tenant Security Account as set forth in Section 8.5 hereof and shall have all other rights and remedies with respect to the Major Lease Tenant Security Account specified in this Loan Agreement and in any other Loan Document, at law and in equity, subject to the rights of the Lessees under Major Leases in their Security Deposits. Upon payment in full of the Obligations, Obligations and at Borrower’s sole cost and expense, Agent shall return any Security Deposits held by it to BorrowerProperty Owner.
(c) Borrower shall cause Property Owner to transfer to the name of Agent and deliver to Agent all original Lease Letters of Credit under each Major Lease obtained by Property Owner promptly after receipt of same, together with evidence that all fees payable to the issuer on account of such assignment and transfer have been paid. All such Lease Letters of Credit shall be transferable by their terms. Borrower Borrower, on behalf of itself and Property Owner, hereby grants to Agent and Lenders a security interest in all rights of Borrower Property Owner in and to all Lease Letters of Credit, including all proceeds thereof, as additional security for the Obligations. In addition to all other rights and remedies of Agent and Lenders, Agent may, and to the extent necessary in order to do so, Borrower Borrower, on behalf of itself and Property Owner, hereby grants to Agent, effective from the occurrence and during the continuance continuation of an Event of Default, an irrevocable power of attorney, coupled with an interest, and Agent shall be entitled to act pursuant to such power following an Event of Default that shall have occurred and be continuing by reason of a failure to comply with the terms of this Section 2.18(c), solely to draw upon or otherwise realize on each such Lease Letters of Credit in accordance with its terms and those of the applicable Lease.
(d) Borrower shall hold and apply all Lease Letters of Credit and the proceeds thereof subject to the same terms and conditions as Security Deposits pursuant to Section 2.18(a) and (b) hereof. Additionally, Borrower may draw on any Lease Letter of Credit in its possession if the issuer has elected to cancel or not renew such Lease Letter of Credit, provided that the proceeds thereof are held as a Security Deposit in accordance with Section 2.18(a) and (b) hereof. If Borrower delivered a Lease Letter of Credit to Agent, and Property Owner is entitled to make a drawing on such Lease Letter of Credit under the terms of the applicable Lease, such Lease Letter of Credit or applicable Legal Requirements, and no Event of Default shall have occurred and be continuing, Agent shall, at Borrower’s sole cost and expense, re-transfer such Lease Letter of Credit to Property Owner in trust for the benefit of Agent and subject to Agent’s security interest, provided that Borrower delivers to Agent a written request certifying compliance with the conditions set forth in the foregoing clauses (i) and (ii), and indicating the applicable Lease and Letter of Credit, the amount of the draw and the reasons for such draw. Borrower shall cause Property Owner to hold any such Lease Letter of Credit solely for the purpose of drawing or realizing thereon in accordance with the provisions of the applicable Lease or Lease Letter of Credit and Legal Requirements and shall apply the proceeds thereof in the ordinary course of business to sums due under the applicable Lease in conformance with the requirements of the terms thereof and applicable Legal Requirements. If such draw is to be made because the issuer has elected to cancel or not renew such Lease Letter of Credit, a copy of such notice of election to cancel or not renew shall also be delivered to Agent together with Borrower’s request. If any proceeds of such Lease Letter of Credit are paid to Agent instead of Property Owner, Agent shall transfer same to Property Owner provided no Event of Default shall have occurred and be continuing for application as provided in this Section 2.18(a) and (b) hereof. The original of any such Lease Letters of Credit (to the extent not fully drawn) shall be promptly re-assigned, transferred and re-delivered to Agent. If Property Owner is required by the terms of the applicable Leases or applicable Legal Requirements to return any Lease Letter of Credit previously delivered to Agent to the Lessee, Agent shall, at Borrower’s sole cost and expense, re-assign and transfer and deliver possession of such original Lease Letter of Credit to Property Owner provided Borrower delivers to Agent a written request for same, certifying the foregoing and indicating the applicable Lease and Letter of Credit and the reasons for such return. Borrower shall cause Property Owner to promptly return the same to the applicable Lessee. At Agent’s election and at Borrower’s sole cost and expense, instead of delivering such Lease Letter of Credit to Property Owner, Agent shall return same to the applicable Lessee. If a Lease permits a Lessee to re-post a new Lease Letter of Credit, or to amend an existing Lease Letter of Credit, Agent will permit same and cooperate with Borrower to effect same, at Borrower’s sole cost and expense. Upon payment in full of the Obligations and at Borrower’s sole cost and expense, Agent shall return any Lease Letter of Credit held by it to Property Owner.
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Tenant Security Account. (a) Borrower Loan Parties shall comply with all Legal Requirements in all material respects and the applicable Lease applicable with respect to any security given under any Lease (excluding the Ground Leases or Operating Lease). Subject to the foregoingforegoing and if required by applicable Legal Requirements, Borrower Loan Parties shall deposit or cause to be deposited all Security Deposits under the Major Leases into an account with a bank or other financial institution approved by Agent (the “Tenant Security Account”) within two (2) Business Days after receipt. Subject to the terms of the applicable Leases and Legal Requirements, Loan Parties hereby grant to Agent and Lenders a security interest in all rights of Loan Parties in and to the Tenant Security Account and all sums on deposit therein as additional security for the Obligations.
(b) Borrower Loan Parties shall not withdraw any sums from the Tenant Security Account or apply any Security Deposits if an Acceleration Event is continuing, except as provided below. Loan Parties may make withdrawals from the Tenant Security Account at such any time as no when an Acceleration Event of Default has occurred and is continuing continuing, provided the proceeds are (i) applied in the ordinary course of business to sums due under the applicable Lease when the terms of such Lease or applicable Legal Requirements permit the application thereof or (ii) returned to the applicable Lessee pursuant to Legal Requirements or the terms of the applicable Lease which require Borrower Loan Parties to return such other Security Deposit. After the occurrence and during the continuation of If an Acceleration Event of Defaultis continuing, neither Borrower Loan Parties nor any other Person shall have any right to, and Borrower each Loan Party covenants that it shall not, and shall not permit Property Manager to, withdraw any amounts from the Tenant Security Account or apply any Security Deposits, except as may be approved by AgentAgent or as may be required by the terms of the applicable Lease or by Legal Requirements. HoweverIf, if during the continuance of an Event of Default exists but Borrower Acceleration Event, either Loan Party is required pursuant to the terms of the applicable Lease or applicable Legal Requirements to return any Security Deposit to the applicable Lessee, Borrower such Loan Party shall deliver a notice to Agent certifying same and stating the reason therefor, and . Agent shallshall promptly, at Agent’s option and at Borrowersuch Loan Party’s sole cost and expense, either permit Borrower such Loan Party to return the Security Deposit to the applicable Lessee or, if Agent elects, cause such Security Deposit to be returned directly to the applicable Lessee. Upon the occurrence and .
(c) Within ten (10) Business Days of Agent’s request therefor during the continuance of an Event of Default, Agent may apply any funds on deposit in the Tenant Security Account as set forth in Section 8.5 hereof and Loan Parties shall have all other rights and remedies with respect transfer (to the Tenant Security Account specified in this Loan Agreement and in any other Loan Document, at law and in equity, subject to the rights of the Lessees under Major Leases in their Security Deposits. Upon payment in full of the Obligations, and at Borrower’s sole cost and expense, Agent shall return any Security Deposits held by it to Borrower.
(cextent transferable) Borrower shall transfer to the name of Agent and deliver to Agent all original Lease Letters of Credit under each Major Lease obtained by Loan Parties promptly after receipt of same, together with reasonable evidence that all fees payable to the issuer on account of such assignment and transfer have been paid. All such Subject to the terms of the applicable Lease Letters of Credit shall be transferable by their terms. Borrower and Legal Requirements, each Loan Party hereby grants to Agent and Lenders a security interest in all rights of Borrower Loan Parties in and to all Lease Letters of Credit, including all proceeds thereof, as additional security for the Obligations. In addition to all other rights and remedies of Agent and Lenders, Agent may, and to the extent necessary in order to do so, Borrower each Loan Party hereby grants to Agent, effective from the occurrence and during the continuance of an Event of Default, Agent an irrevocable power of attorney, coupled with an interest, and Agent shall be entitled to act pursuant to such power following an Event of Default that shall have occurred and be continuing by reason of a failure to comply with the terms of this Section 2.18(c)3.3, solely to draw upon or otherwise realize on each such Lease Letters of Credit in accordance with its terms terms, applicable Legal Requirements and those of the applicable Lease.
(d) Borrower shall hold and apply all Lease Letters of Credit and the proceeds thereof subject If a Loan Party is entitled to the same terms and conditions as Security Deposits pursuant to Section 2.18(a) and (b) hereof. Additionally, Borrower may draw make a drawing on any Lease Letter of Credit which is being held by Agent in its possession if accordance with Section 3.3(c) above under the terms of the applicable Lease, Lease Letter of Credit or Legal Requirements, Agent shall, at such Loan Party’s sole cost and expense, re-transfer such Lease Letter of Credit to such Loan Party in trust for the benefit of Agent and subject to Agent’s security interest, provided that such Loan Party delivers to Agent a written request certifying that such Loan Party is entitled to draw on the applicable Lease Letter of Credit, and indicating the applicable Lease and Lease Letter of Credit, the amount of the draw and the reasons for such draw. Loan Parties shall hold any such Lease Letter of Credit solely for the purpose of drawing or realizing thereon in accordance with the provisions of the applicable Lease or Lease Letter of Credit and Legal Requirements and, during the continuance of an Event of Default, shall promptly remit the proceeds of any such drawing to Agent and Agent shall apply the same in reduction of the Obligations in such order as Agent shall elect, unless the drawing is being made to liquidate any Lease Letter of Credit because the issuer thereof has elected to cancel or not to renew same or for any other reason not arising from a default by the Lessee in which case the applicable Loan Party shall deposit such proceeds in the Tenant Security Account. The original of any Lease Letters of Credit (to the extent not fully drawn) delivered to Loan Parties under this Section 3.3(d) shall be promptly re-assigned, transferred (to the extent transferrable) and re-delivered to Agent following Loan Parties’ draw on same. If either Loan Party is required by the terms of the applicable Lease or applicable Legal Requirements to return any Lease Letter of Credit to the Lessee, Agent shall, at such Loan Party’s sole cost and expense, re-assign and transfer (to the extent transferable) and deliver possession of such original Lease Letter of Credit to such Loan Party provided such Loan Party delivers to Agent a written request for same, certifying the foregoing and indicating the applicable Lease and Lease Letter of Credit and the reasons for such return. Upon a Loan Party’s receipt, such Loan Party shall promptly return the same to the applicable Lessee. At Agent’s election and at such Loan Party’s sole cost and expense, instead of delivering such Lease Letter of Credit to such Loan Party, Agent may timely return same to the applicable Lessee. If a Lease permits a Lessee to re-post a new Lease Letter of Credit, or to amend an existing Lease Letter of Credit, Agent will permit same and cooperate with such Loan Party to effect same, at such Loan Party’s sole cost and expense, provided that the proceeds thereof are held such new or amended Lease Letter of Credit names Agent as a Security Deposit beneficiary thereunder for so long as the Loan is outstanding. In addition to complying the requirements set forth in accordance with Section 2.18(a)6.10, in the event any Lease entered into after the date hereof permits the tenant thereunder to post a Lease Letter of Credit, such Lease Letter of Credit shall name Agent as beneficiary thereunder for so long as the Loan is outstanding.
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