Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”). (b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount. (c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts. (d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 3 contracts
Samples: Loan Agreement (Chesapeake Lodging Trust), Loan Agreement (Chesapeake Lodging Trust), Loan Agreement (Chesapeake Lodging Trust)
Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, Account an amount equal to the Unfunded Obligations Amount. Borrower and Lender acknowledge that Borrower has provided the Unfunded Obligations Guaranty in accordance with Section 3.9(f) in lieu of reserving the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon agreements in a good and workmanlike manner and free of all Liens upon completion.
(d) After funding the Unfunded Obligations Account, upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month)) no more than twenty (20) days after delivery to Lender of the items required or requested by Lender under Section 3.9(d)(i) through (iii) below, Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable the costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents this Section 3.9 have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Unfunded Obligation costing in excess of $500,000 in the aggregate (whether disbursed in a lump sum or multiple installments), (x) reasonably satisfactory site inspectioninspections, if applicable, and (3y) if applicable, receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amountsamounts (which may be conditioned on payment).
(de) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower, except that any amounts in respect of free rent shall be remitted to the Cash Management Account if there is a Cash Flow Sweep Period in effect. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Cash Flow Sweep Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower the Operating Account and the Unfunded Obligations Account will no longer be maintained.
(f) Borrower, at its election, may replace the amounts required to be deposited into the Unfunded Obligations Account by delivering to Lender either (i) one or more Qualified Letters of Credit in amount(s) equal to the amounts being so replaced or (ii) a Qualified Guaranty for the amount equal to the amounts being so replaced (and provided no Event of Default is continuing, upon delivery of any such Qualified Letter of Credit or Qualified Guaranty, as applicable, any of the amounts so replaced shall be promptly remitted to Borrower). Lender shall be entitled to draw on any such Qualified Letter of Credit, and hold the proceeds of such draws as additional Collateral, immediately and without further notice, (a) upon the occurrence and during the continuance of any Event of Default, (b) if Borrower shall not have delivered to Lender, no less than 30 days prior to the termination of any Qualified Letter of Credit, a replacement Qualified Letter of Credit reasonably satisfactory to Lender, or (c) if Borrower shall not have delivered to Lender, within 10 days after Lender has delivered written notice to Borrower that the issuer of such Qualified Letter of Credit ceases to be an Eligible Institution, a replacement Qualified Letter of Credit reasonably satisfactory to Lender. Lender shall be entitled to enforce any such Qualified Guaranty, and hold the proceeds of such enforcement as additional Collateral, immediately and without further notice, (a) upon the occurrence and during the continuance of any Event of Default or (b) if the Guarantor is replaced pursuant to Section 2.2 and Borrower shall not have delivered to Lender a replacement Qualified Guaranty reasonably satisfactory to Lender from such new guarantor. Provided no Event of Default is continuing, if so requested by Borrower in writing, Borrower shall have the right to replace any Qualified Letter of Credit or Qualified Guaranty delivered to Lender pursuant to this Section by remitting to the Unfunded Obligations Account the amount that would have been contained therein as of such date had Borrower not delivered such Qualified Letter of Credit or Qualified Guaranty and the deposits required pursuant to this Agreement had been made into the Unfunded Obligations Account (reduced by any subsequent payment by Borrower of any Unfunded Obligations as set forth on Schedule D), and upon depositing such amount into the Unfunded Obligations Account, (i) Lender shall return to Borrower the applicable Qualified Letter of Credit and Borrower shall be permitted to cancel the same, or, as applicable (ii) the Qualified Guaranty shall terminate and have no further force and effect. Upon the earlier of (x) payment of all Unfunded Obligations and (y) repayment of the Indebtedness in full, (i) any Qualified Letter of Credit held by Lender pursuant to this Section shall be promptly returned to Borrower, and Borrower shall be permitted to cancel the same and (ii) any Qualified Guaranty held by Lender pursuant to this Section shall terminate and have no further force and effect.
(g) Whenever a Lease is terminated, whether by buy-out, cancellation, default or otherwise, and Borrower receives any payment, fee or penalty in respect of such termination (a “Termination Fee”), Borrower shall promptly cause such Termination Fee to be deposited into the Unfunded Obligations Account. Provided no Event of Default is continuing, (i) Lender shall disburse such Termination Fee or portion thereof to Borrower no later than ten (10) days after written request of Borrower in respect of Leasing Commissions and Tenant Improvement costs incurred by Borrower in connection with a replacement Lease entered into in accordance with the terms of this Agreement in respect of the space covered by such terminated Lease and (ii) unless a Cash Flow Sweep Period is continuing, the remainder of such Termination Fee or portion thereof, if any, shall be remitted to the Operating Account after the space covered by such terminated Lease has been relet, the replacement Tenant is in occupancy and has commenced paying rent under the replacement Lease and all Leasing Commissions and Tenant Improvement costs relating to such space have been paid.
(h) Notwithstanding anything to the contrary contained in this Section, Borrower shall not be required to reserve any amounts in the Unfunded Obligations Account to the extent such Unfunded Obligations are included in the Approved Costs nor shall the Unfunded Obligations Guaranty cover such amounts.
Appears in 1 contract
Samples: Loan Agreement (New York REIT, Inc.)
Unfunded Obligations Account. (a) If On or prior to the Unfunded Obligations Amount is greater than zeroClosing Date, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for an amount in respect of Unfunded Obligations required to be funded by Borrower (the “"Unfunded Obligations Account”").
(b) On the Closing Date, Borrower shall either (x) deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount, or (y) deliver to Lender a Qualified Letter of Credit or Qualified Guarantee in such amount.
(c) Borrower shall shall, as applicable (and excluding Unfunded Obligations that constitute free rent), either pay for and/or perform its obligations in respect of the Unfunded Obligations when in a diligent and as due under the respective Leases or other applicable agreementsworkmanlike manner. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded ObligationsObligations (or, if applicable, shall permit the reduction of the amount of the Qualified Letter of Credit or Qualified Guarantee by the amount that would have been so disbursed), provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfieddisbursement; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment If Borrower satisfies its obligation under Section 3.8(b) by providing a letter of credit which at any time ceases to be a Qualified Letter of Credit or performancea guarantee which at any time ceases to be a Qualified Guarantee, Borrower shall, within 10 Business Days thereafter, either (x) deliver to Lender, as applicable, a Qualified Letter of Credit or Qualified Guarantee in the amount required under Section 3.8(b) or (y) deposit into the Unfunded Obligations Account the amount that would be contained therein had Borrower deposited the Unfunded Obligations Amount therein on the Closing Date and subsequently withdrawn therefrom all amounts that would have been permitted to be withdrawn therefrom pursuant to Section 3.8(c).
(e) Once any of the Unfunded Free Rent Obligations, Unfunded Tenant Allowance Obligations, Unfunded Existing Lease Commission Obligations identified on any line on Schedule Dand Unfunded Vacant Space Obligations have been reduced to zero, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full of Borrower and once all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any such amounts then remaining in the Unfunded Obligations Account shall promptly be are remitted to Borrower and Borrower, the Unfunded Obligations Account will no longer be maintained.
(f) Notwithstanding anything to the contrary in this Section 3.8, (i) with respect to the portion of the Unfunded Obligations that are identified on Schedule D as obligations for free rent under the Container Store Lease (the "Unfunded Free Rent Obligations"), such Unfunded Free Rent Obligations shall be reduced each month by an amount equal to $376,280 and such Unfunded Free Rent Obligations shall be reduced to $0 upon the earlier of (x) March 1, 2006 and (y) the date that the Container Store, Inc. first occupies any portion of the leased premises for conduct of business, but (in the case of this clause (y), not earlier than 180 days after the Possession Date (as defined in the Container Store Lease);
Appears in 1 contract
Samples: Loan Agreement (Alexanders Inc)
Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Accountbook-entry subaccount) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall remit to Lender, for deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the Except with respect to Unfunded Obligations consisting of free rent, within 10 Business Days following Borrower’s delivery of a written request of Borrower at any time that no Event of Default is continuing to Lender (but not more often than once per calendar month) and satisfaction of the conditions set forth in this Section 3.8(c), provided that no Event of Default is then continuing, Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Unfunded Obligation costing in excess of the $500,000 in the aggregate (whether disbursed in a lump sum or multiple installments), (x) reasonably satisfactory site inspection, inspections and (3y) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon Except for Unfunded Obligations consisting of free rent, upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Any amounts in respect of free rent as set forth on Schedule D shall be remitted to the Cash Management Account on the Payment Date in the month in which rent would have been payable under the applicable Lease, but for the existence of a free rent period, without the requirement of any further action by or on behalf of Borrower. Upon the payment or performance in full of all Unfunded ObligationsObligations or receipt by Lender of satisfactory evidence that such Unfunded Obligations no longer exist, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintainedmaintained (or, if a Trigger Period is then continuing, promptly following termination of the Trigger Period).
Appears in 1 contract
Samples: Loan Agreement (Parkway, Inc.)
Unfunded Obligations Account. (a) If On or prior to the Closing Date, if the Unfunded Obligations Amount is greater than zero, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”)) which Unfunded Obligations Account shall be subject to the Cash Management Agreement.
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that no Event of Default that has occurred and is continuing (but not more often than once twice per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspectioninspections, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule DD attached hereto, and provided no Event of Default that has occurred is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule DD attached hereto) shall promptly be remitted to Borrower, except that any amounts in respect of free rent shall be remitted to the Cash Management Account. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period that has occurred is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.. | NY\1631294.13 mle xx xxxx Loan Agreement||
Appears in 1 contract
Samples: Loan Agreement (Cole Credit Property Trust III, Inc.)
Unfunded Obligations Account. (a) If On or prior to the Closing Date, if the Unfunded Obligations Amount is greater than zero, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “"Unfunded Obligations Account”").
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents as specified in this Section 3.8 have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower, except that any amounts in respect of free rent shall be remitted to the Cash Management Account. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 1 contract
Unfunded Obligations Account. Issuers shall have the right to obtain disbursements from time to time with respect to Unfunded Obligations on the following terms and conditions:
(a) If the disbursements shall be made only to pay or to reimburse Issuers in respect of actual costs incurred in connection with Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).set forth on Schedule H;
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the each request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower for disbursement from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred shall be substantially in a form attached hereto as Exhibit A, shall specify the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs work for which the disbursement is requested and shall include an Officer's Certificate certifying that such disbursements funds will be applied to pay or reimburse the Issuers for materials or work relating to Unfunded Obligations Account permitted hereunder and done in accordance herewith which the Issuers are requested are due required to fund, and payablecopies of invoices relating thereto shall be provided;
(iic) Borrower Note Trustee shall deliver have received from Issuers evidence reasonably satisfactory to Lender an Officer’s Certificate confirming Note Trustee that all Issuers have incurred such costs expenses and that any materials relating to such request are on site at the applicable Property and are properly secured or have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to installed in such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relateProperty, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then funds remaining in the Unfunded Obligations Account are, in Note Trustee's reasonable judgment, sufficient to pay the balance of the items contemplated to be funded therefrom when required to be so paid, and Note Trustee shall promptly receive any Lien waivers or other releases which would customarily be remitted obtained with respect to Borrower and the work in question; 140
(d) Note Trustee shall disburse from the Unfunded Obligations Account will Account, or authorize such disbursement, within five (5) Business Days after the receipt of Issuers' request for such disbursement and the satisfaction of the other conditions set forth above in this Section, but in no longer event more often than once in any 30-day period, the amount requested by Issuers for such expenses, provided, however, that the Issuers shall be maintainedpermitted to make one additional disbursement request in any given 30-day period in an amount in excess of $250,000 and provided, further in no event shall the amount so disbursed exceed the amount set forth in Schedule H attached hereto for the funding of the item in question.
Appears in 1 contract
Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower has deposited with Lender the sum of Fourteen Million Nine Hundred Twenty-Six Thousand Four Hundred Eighty-Seven and 50/100 Dollars ($14,926,487.50) for the purpose of reserving an amount in respect of Unfunded Obligations more particularly desirable on Schedule VI hereto required to be funded by Borrower with respect to the payment or performance of tenant improvements under that certain Lease dated as of September 16, 1994 with Fried, Frank, Harris, Sxxxxxx and Jxxxxxxx (the “Fxxxx Xxxxx Lease”) and that certain Lease dated as of August 22, 2005 with Bxxxxxxx Holdings Inc. (the “Bxxxxxxx Lease”). Amounts so deposited shall deposit into hereinafter be referred to as Borrower’s “Unfunded Obligations Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Unfunded Obligations Account”. Upon Borrower’s satisfactory performance and completion of the Unfunded Obligations, provided no Event of Default has occurred and is continuing, the balance of the Unfunded Obligations AccountFunds, from the proceeds of the Loantogether with interest thereon, an amount equal shall be returned to the Unfunded Obligations AmountBorrower.
(cb) Borrower shall perform its obligations in respect of the Unfunded Obligations when Obligations, in a diligent, workmanlike manner, if applicable, and as due under shall complete the same within the respective Leases or other applicable agreementstime periods set forth in the Fxxxx Xxxxx Lease and the Bxxxxxxx Lease, as applicable. Upon Within five (5) Business Days following the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to pay (or, if applicable, to reimburse Borrower Borrower) for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided provided, that:
(i) To the extent required under the Fxxxx Xxxxx Lease and the Bxxxxxxx Lease, as applicable, Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payabledisbursements;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of amounts requested are due and payable under the requested disbursement and that all conditions precedent to such disbursement required by Fxxxx Xxxxx Lease and/or the Loan Documents have been satisfiedBxxxxxxx Lease, as applicable; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) a reasonably satisfactory site inspectionto the extent required under the Fxxxx Xxxxx Lease or Bxxxxxxx Lease, and (3) as applicable, receipt of partial lien releases and waivers from any contractors, subcontractors and others with respect to such amountsamounts for which disbursements have previously been made by Lender under this Section 6.6.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 1 contract
Unfunded Obligations Account. (a) If On or prior to the Unfunded Obligations Amount is greater than zeroClosing Date, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for an amount in respect of Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”). The portion of the amount contained in the Unfunded Obligations Account that relates to the Xxxxxx Xxxxxxxx lease is referred to herein as the “Xxxxxx Reserve”.
(b) On the Closing Date, Borrower shall either (x) deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount, or (y) deliver to Lender a Qualified Letter of Credit in such amount. If Borrower satisfies its obligations under the preceding sentence by making a deposit into the Unfunded Obligations Account, Borrower shall have the right at any time, so long as no Event of Default is continuing, to require Lender to return such deposit to Borrower in exchange for a Qualified Letter of Credit in the amount so returned to Borrower. In addition, any amount (or portion thereof) that would otherwise be required to be deposited into the Unfunded Obligations Account may, at Borrower’s election, be provided instead in the form of a guaranty satisfactory to Lender from Sponsor, provided that and for so long as (x) Sponsor satisfies the Guaranty Eligibility Requirement, and (y) Borrower delivers to Lender at the time of delivery of such guaranty customary legal opinions including an opinion of counsel, in form and substance reasonably satisfactory to Lender, to the effect that delivery of the guaranty does not alter the conclusion reached in the Nonconsolidation Opinion (which opinion may be included in the Nonconsolidation Opinion).
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when in a diligent, workmanlike manner and as due under shall complete the same within the respective Leases or other applicable agreements. time periods set forth in Schedule D. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded ObligationsObligations or, at Borrower’s direction, to directly pay such costs (or, if applicable, shall permit the reduction of the amount of the Qualified Letter of Credit by the amount that would have been so disbursed), provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfieddisbursement; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment If Borrower satisfies its obligation under Section 3.9(b) by providing a letter of credit which at any time ceases to be a Qualified Letter of Credit, or performanceby providing a guaranty which at any time ceases to be a Qualified Guaranty, as Borrower shall, within 10 Business Days thereafter, either (x) deliver to Lender a Qualified Letter of Credit or, if applicable, of a Qualified Guaranty, in the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of amount required under such Section 3.9(b) or (y) deposit into the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly the amount that would be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in contained therein had Borrower deposited the Unfunded Obligations Account shall promptly Amount therein on the Closing Date and subsequently withdrawn therefrom all amounts that would have been permitted to be remitted withdrawn therefrom pursuant to Borrower and the Unfunded Obligations Account will no longer be maintainedSection 3.9(c).
Appears in 1 contract
Samples: Loan Agreement (KBS Real Estate Investment Trust II, Inc.)
Unfunded Obligations Account. (a) If On or prior to the Closing Date, if the Unfunded Obligations Amount is greater than zero, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower, except that any amounts in respect of free rent shall be remitted to the Cash Management Account. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
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Unfunded Obligations Account. (a) If On or prior to the Closing Date, if the Unfunded Obligations Amount is greater than zero, Lender Maryland Guarantor shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for Unfunded Obligations required to be funded by Borrower Maryland Guarantor (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower Maryland Guarantor shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower Maryland Guarantor at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower Maryland Guarantor from the Unfunded Obligations Account to reimburse Borrower Maryland Guarantor for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that:
(i) Borrower Maryland Guarantor shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower Maryland Guarantor shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower Maryland Guarantor or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower Maryland Guarantor has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to BorrowerMaryland Guarantor, except that any amounts in respect of free rent shall be remitted to the Cash Management Account. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower Maryland Guarantor and the Unfunded Obligations Account will no longer be maintained.
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Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Accountbook-entry subaccount) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall remit to Lender, for deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the Except with respect to Unfunded Obligations consisting of free rent, within 10 Business Days following Borrower’s delivery of a written request of Borrower at any time that no Event of Default is continuing to Lender (but not more often than once per calendar month) and satisfaction of the conditions set forth in this Section 3.8(c), provided that no Event of Default is then continuing, Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
that (i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
; (ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
and (iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, relate and (2) with respect to disbursements for any single Unfunded Obligation costing in excess of the $500,000 in the aggregate (whether disbursed in a lump sum or multiple installments), (x) reasonably satisfactory site inspection, inspections and (3y) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.. 51
(d) Upon Except for Unfunded Obligations consisting of free rent, upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Any amounts in respect of free rent as set forth on Schedule D shall be remitted to the Cash Management Account on the Payment Date in the month in which rent would have been payable under the applicable Lease, but for the existence of a free rent period, without the requirement of any further action by or on behalf of Borrower. Upon the payment or performance in full of all Unfunded ObligationsObligations or receipt by Lender of satisfactory evidence that such Unfunded Obligations no longer exist, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintainedmaintained (or, if a Trigger Period is then continuing, promptly following termination of the Trigger Period).
Appears in 1 contract
Samples: Loan Agreement (Parkway, Inc.)
Unfunded Obligations Account. (a) If On or prior to the Closing Date, if the Unfunded Obligations Amount is greater than zero, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “"Unfunded Obligations Account”").
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents as specified in this Section 3.8 have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule DC, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule DC) shall promptly be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 1 contract
Unfunded Obligations Account. (a) If the Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Accountbook-entry subaccount) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).
(b) On the Closing Date, Borrower shall remit to Lender, for deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the request of Borrower at any time that Provided no Event of Default is continuing (but not more often than once per calendar month)continuing, Lender shall cause disbursements disburse funds to Borrower from the Unfunded Obligations Account up to one time per calendar month to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded Obligations, provided that
(i) in each case within 10 Business Days following receipt from Borrower shall deliver to Lender invoices evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others Disbursement Request with respect to such amountsthereto.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower, except that any amounts in respect of free rent shall be remitted to the Cash Management Account. Upon the payment or performance in full of all Unfunded ObligationsObligations or receipt by Lender of satisfactory evidence that such Unfunded Obligations no longer exist, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 1 contract
Samples: Loan Agreement (Hartman Short Term Income Properties XX, Inc.)
Unfunded Obligations Account. Borrowers shall have the right to obtain disbursements from time to time with respect to Unfunded Obligations on the following terms and conditions:
(a) If the disbursements shall be made only to pay or to reimburse Borrowers in respect of actual costs incurred in connection with Unfunded Obligations Amount is greater than zero, Lender shall establish and maintain an Eligible Account (which may be a subaccount of the Cash Management Account) for the purpose of reserving for Unfunded Obligations required to be funded by Borrower (the “Unfunded Obligations Account”).set forth on Schedule H;
(b) On the Closing Date, Borrower shall deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount.
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when and as due under the respective Leases or other applicable agreements. Upon the each request of Borrower at any time that no Event of Default is continuing (but not more often than once per calendar month), Lender shall cause disbursements to Borrower for disbursement from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred shall be substantially in a form attached hereto as Exhibit A, shall specify the performance of Unfunded Obligations, provided that
(i) Borrower shall deliver to Lender invoices evidencing that the costs work for which the disbursement is requested and shall include an Officer's Certificate certifying that such disbursements funds will be applied to pay or reimburse the Borrowers for materials or work relating to Unfunded Obligations Account permitted hereunder and done in accordance herewith which the Borrowers are requested are due required to fund, and payablecopies of invoices relating thereto shall be provided;
(iic) Borrower Lender shall deliver have received from Borrowers evidence reasonably satisfactory to Lender an Officer’s Certificate confirming that all Borrowers have incurred such costs expenses and that any materials relating to such request are on site at the applicable Property and are properly secured or have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent to installed in such disbursement required by the Loan Documents have been satisfied; and
(iii) Lender may condition the making of a requested disbursement on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relateProperty, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others with respect to such amounts.
(d) Upon payment or performance, as applicable, of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then funds remaining in the Unfunded Obligations Account are, in Lender's reasonable judgment, sufficient to pay the balance of the items contemplated to be funded therefrom when required to be so paid, and Lender shall promptly receive any Lien waivers or other releases which would customarily be remitted obtained with respect to Borrower and the work in question;
(d) Lender shall disburse from the Unfunded Obligations Account will Account, or authorize such disbursement, within five (5) Business Days after the receipt of Borrowers' request for such disbursement and the satisfaction of the other conditions set forth above in this Section, but in no longer event more often than once in any 30-day period, the amount requested by Borrowers for such expenses, provided, however, that the Borrowers shall be maintainedpermitted to make one additional disbursement request in any given 30-day period in an amount in excess of $250,000 and provided, further in no event shall the amount so disbursed exceed the amount set forth in Schedule H attached hereto for the funding of the item in question.
Appears in 1 contract
Unfunded Obligations Account. (a) If On or prior to the Unfunded Obligations Amount is greater than zeroClosing Date, Lender Borrower shall establish and thereafter maintain an Eligible Account (which may be a subaccount of with the Cash Management Account) Bank an account for the purpose of reserving for an amount in respect of the Unfunded Obligations required to be funded by Borrower (the “"Unfunded Obligations Account”").
(b) On the Closing Date, Borrower shall either (x) deposit into the Unfunded Obligations Account, from the proceeds of the Loan, an amount equal to the Unfunded Obligations Amount, or (y) deliver to Lender a Qualified Letter of Credit in such amount (provided that the amount so deposited or covered by such Qualified Letter of Credit may be reduced by the portion of the Unfunded Obligations Amount corresponding to obligations owed by Borrower to Debevoise & Plimpton if Borrower delivers to Lender a Qualified Guaranty with rexxxxx xxereto).
(c) Borrower shall perform its obligations in respect of the Unfunded Obligations when in a diligent, workmanlike manner and as due under shall complete the same within the respective Leases or time periods set forth in Schedule D, subject to Excusable Delay and other exceptions provided for in the applicable underlying agreements. Upon the request of Borrower at any time that no Event of Default is continuing (but not more often than once twice per calendar month, except in case of emergency), Lender shall cause disbursements to Borrower from the Unfunded Obligations Account to reimburse Borrower for reasonable costs and expenses incurred in the performance of Unfunded ObligationsObligations or, at Borrower's direction, to directly pay such costs (or, if applicable, shall permit the reduction of the amount of the Qualified Guaranty by the amount that would have been so disbursed), provided that
(i) Borrower shall deliver to Lender invoices (or other reasonably satisfactory evidence) evidencing that the costs for which such disbursements are requested are due and payable;
(ii) Borrower shall deliver to Lender an Officer’s 's Certificate confirming that all such costs have been previously paid by Borrower or will be paid from the proceeds of the requested disbursement and that all conditions precedent Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to such disbursement required by the Loan Documents have been satisfiedwhich specific draws made hereunder relate; and
(iii) Lender may condition the making of a requested disbursement with respect to any contract that exceeds $100,000 on (1) reasonable evidence establishing that Borrower has applied any amounts previously received by it in accordance with this Section for the expenses to which specific draws made hereunder relate, (2) a reasonably satisfactory site inspection, and (3) receipt of lien releases and waivers from any contractors, subcontractors and others the contractors thereunder with respect to such amountshard costs.
(d) If Borrower satisfies a portion of its obligation under Section 3.9(b) by providing a guaranty which at any time ceases to be a Qualified Guaranty, Borrower shall, within 10 Business Days after written notice from Lender, deposit into the Unfunded Obligations Account an amount equal to the amount of such guaranty (as such amount may have been reduced pursuant to Section 3.9(c)) or deliver to Lender a Qualified Letter of Credit in such amount. If Borrower satisfies all or any portion of its obligation under Section 3.9(b) or this Section 3.9(d) by providing a letter of credit which at any time ceases to be a Qualified Letter of Credit, Borrower shall, within 10 Business Days after written notice from Lender, either (x) deliver to Lender a replacement Qualified Letter of Credit or (y) deposit into the Unfunded Obligations Account the amount that would be contained therein had Borrower deposited the Unfunded Obligations Amount therein on the Closing Date (minus the amount of any Qualified Guaranty delivered by Borrower pursuant to Section 3.9(b) and not subsequently replaced by cash or a Qualified Letter of Credit) and subsequently withdrawn therefrom all amounts that would have been permitted to be withdrawn therefrom pursuant to Section 3.9(c).
(e) Upon payment or performance, the satisfaction (as applicable, reasonably determined by Lender) of the portion of the Unfunded Obligations identified on any line on Schedule D, and provided no Event of Default is then continuing, the remainder of the portion of the Unfunded Obligations Account held for such line item (as shown adjacent to such line item on Schedule D) shall promptly be remitted to Borrower. Upon the payment or performance in full satisfaction of all Unfunded Obligations, provided no Event of Default or Trigger Period is then continuing, any amounts then remaining in the Unfunded Obligations Account shall promptly be remitted to Borrower and the Unfunded Obligations Account will no longer be maintained.
Appears in 1 contract
