Common use of Application of Cash Management Funds to Subaccounts Clause in Contracts

Application of Cash Management Funds to Subaccounts. Provided no Event of Default shall have occurred and be continuing, on each Business Day during the continuance of a Cash Management Trigger Event Period, Cash Management Bank shall apply all funds on deposit in the Cash Management Account (less the Minimum Balance) to the following Subaccounts in the following amounts and order of priority as per written instructions from Lender or Designee: (a) First, funds sufficient to pay the next monthly deposit to the Tax Account in accordance with the terms and conditions of Section 6.2 of the Loan Agreement shall be deposited into the Tax Subaccount; (b) then, funds sufficient to pay the next monthly deposit to the Insurance Account in accordance with the terms and conditions of Section 6.3 of the Loan Agreement shall be deposited into the Insurance Subaccount; (c) then, funds sufficient to pay the fees and expenses of Cash Management Bank then due and payable to Cash Management Bank in accordance with this Agreement shall be deposited into the Cash Management Fee Subaccount; (d) then, funds sufficient to pay the next Monthly Debt Service Payment Amount shall be deposited into the Debt Service Subaccount; (e) then, funds sufficient to pay the next monthly deposit to the Capital Expenditure Account in accordance with the terms and conditions of Section 6.4 of the Loan Agreement shall be deposited into the Capital Expenditure Subaccount; (f) then, funds sufficient to pay for Operating Expenses for the applicable period incurred in accordance with an Approved Annual Budget and as set forth in a request for payment submitted by Borrower to Lender specifying the individual Operating Expenses in form and substance reasonably acceptable to Lender shall be deposited into the Operating Expense Subaccount; (g) then, funds sufficient to pay for Extraordinary Expenses for the applicable period approved by Lender, if any, shall be deposited into the Extraordinary Expense Subaccount; (h) then, funds sufficient to pay any interest accruing at the Default Rate (without duplication with clause (d) above, if applicable, late payment charges, if applicable, and any other amounts then due and payable under the Loan Documents shall be deposited into the Delinquency Subaccount; (i) then, funds sufficient to pay the next monthly installment of Mezzanine 1 Debt Service (other than any principal amount due under the Mezzanine 1 Loan or interest at the Default Rate (as defined in the Mezzanine 1 Loan Agreement)) shall be deposited into the Mezzanine 1 Debt Service Subaccount; (j) then, provided no Mezzanine 1 Cash Sweep Event Period shall be continuing, funds sufficient to pay the next monthly installment of Mezzanine 2 Debt Service (other than any principal amount due under the Mezzanine 2 Loan or interest at the Default Rate (as defined in the Mezzanine 2 Loan Agreement)) shall be deposited into the Mezzanine 2 Debt Service Subaccount; and (k) then, all amounts not otherwise required to be deposited into any other Subaccount pursuant to the terms of this Agreement shall be deposited into the Excess Cash Flow Subaccount.

Application of Cash Management Funds to Subaccounts. Provided no Event of Default shall have occurred and be is continuing, commencing on the first Business Day following the date hereof and on each Business Day during the continuance of a Cash Management Trigger Event Periodthereafter, Cash Management Bank shall apply all funds on deposit in the Cash Management Account (less the Minimum Balance) to the following Subaccounts in the following amounts and order of priority as per written instructions from Lender or Designee: (a) First, funds sufficient to pay the next monthly deposit Monthly Tax Deposit to the Tax Account in accordance with the terms and conditions of Section 6.2 of the Loan Agreement shall be deposited into the Tax Subaccount; (b) thenSecond, funds sufficient to pay the next monthly deposit Monthly Insurance Deposit to the Insurance Account in accordance with the terms and conditions of Section 6.3 of the Loan Agreement shall be deposited into the Insurance Subaccount; (c) thenThird, funds sufficient to pay the fees and expenses of Cash Management Bank then due and payable to Cash Management Bank in accordance with this Agreement shall be deposited into the Cash Management Fee Subaccount; (d) thenFourth, funds sufficient to pay the next Monthly Debt Service Payment Amount shall be deposited into the Debt Service Subaccount; (e) thenFifth, funds sufficient to pay the next monthly deposit Monthly Capital Expenditure Deposit to the Capital Expenditure Account in accordance with the terms and conditions of Section 6.4 of the Loan Agreement shall be deposited into the Capital Expenditure Subaccount; (f) thenSixth, funds sufficient to pay the next Monthly Rollover Deposit to the Rollover Account in accordance with the terms and conditions of Section 6.5 of the Loan Agreement shall be deposited into the Rollover Subaccount; (g) Seventh, funds sufficient to pay any interest accruing at the Default Rate (without duplication with clause (d) above), late payment charges and any other amounts then due and payable under the Loan Documents shall be deposited into the Delinquency Subaccount; (h) Eighth, funds sufficient to pay for Operating Expenses for the applicable period incurred in accordance with an Approved Annual Budget (subject to a five percent (5%) variance for any line item in the Approved Annual Budget), provided, that during a Cash Sweep Event Period or a Mezzanine Cash Sweep Event Period, such funds shall only be disbursed up to an amount equal to the lesser of (A) the actual cost of the individual Operating Expense and (B) the budgeted amount of such individual Operating Expense as set forth in such Approved Annual Budget, in the case of each of the foregoing clauses (A) and (B), as set forth in a request for payment submitted by Borrower to Lender specifying the individual Operating Expenses in form and substance reasonably acceptable to Lender shall be deposited into the Operating Expense Subaccount; (gi) thenNinth, funds sufficient to pay for Extraordinary Expenses for the applicable period approved by Lender (or for which Lender's approval is not required), if any, shall be deposited into the Extraordinary Expense Subaccount; (hj) then, funds sufficient to pay any interest accruing at the Default Rate (without duplication with clause (d) above, if applicable, late payment charges, if applicable, and any other amounts then due and payable under the Loan Documents shall be deposited into the Delinquency Subaccount; (i) thenTenth, funds sufficient to pay the next monthly installment of Mezzanine 1 Debt Service (other than any principal amount due under shall be remitted to the Mezzanine 1 Loan or interest at Lender; (k) Eleventh, for the Default Rate (as defined period commencing on the Closing Date through the Monthly Payment Date occurring in July, 2016, the Mezzanine 1 Loan Agreement)) remaining amount shall be deposited into the Mezzanine 1 Debt Service Subaccount; Rollover Account (ji) thenuntil such time that the aggregate amount so deposited, provided no Mezzanine 1 together with the Initial Rollover Reserve Deposit Amount, the Monthly Rollover Deposits deposited from time to time after the Closing Date and the interest accrued on all such Rollover Funds, shall equal or exceed in the aggregate $18,500,000, or (ii) during a Cash Sweep Event Period shall be continuing, funds sufficient (regardless of the aggregate amounts that have been deposited pursuant to pay the next monthly installment of Mezzanine 2 Debt Service preceding clause (other than any principal amount due under the Mezzanine 2 Loan or interest at the Default Rate (as defined in the Mezzanine 2 Loan Agreementi)) shall be deposited into the Mezzanine 2 Debt Service Subaccount; and); (kl) thenTwelfth, all amounts not otherwise required to be deposited into any other Subaccount pursuant to the terms of this Agreement shall be deposited into the Excess Cash Flow SubaccountSubaccount to be disbursed in accordance with Section 3.2(j).