Common use of Disbursement of Proceeds Clause in Contracts

Disbursement of Proceeds. If Administrative Agent elects or is required to make insurance proceeds available for Restoration, Administrative Agent shall, through a reasonable disbursement procedure established by Administrative Agent, periodically make available to Borrower in installments the net amount of all insurance proceeds received by Administrative Agent after deduction of all reasonable costs and expenses incurred by Administrative Agent in connection with the collection and disbursement of such proceeds (“Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative Agent’s receipt of (A) appropriate lien waivers, (B) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative Agent, and (C) title insurance protection against materialmen’s and mechanic’s liens (if available). At Administrative Agent’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent and such agent’s reasonable fees and expenses shall be paid by Borrower. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent requires to grant to Administrative Agent a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative Agent’s option, be applied to the Indebtedness in any order of priority, and any application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage Amount.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds available for Restoration, Administrative Agent Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (“Net Proceeds”) and, if any, the Additional Funds. The All insurance proceeds received directly by Bxxxxxxx and all amounts periodically disbursed to Borrower by Lxxxxx shall be based upon applied by Borrower to the amounts currently due under the construction contract for Restoration and Administrative AgentLxxxxx’s receipt of (Ai) appropriate lien waivers, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentLender, and (Ciii) title insurance protection against materialmen’s and mechanic’s liens (if available)liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Lxxxxx, and such agent’s reasonable fees and expenses shall be paid by Borrower. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, and any application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds available for Restoration, Administrative Agent Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (“Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative AgentLender’s receipt of (Ai) appropriate lien waivers, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentLender, and (Ciii) title insurance protection against materialmen’s and mechanic’s liens (if available)liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Lender, and such agent’s reasonable fees and expenses shall be paid by Borrower. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, and any application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds or the Award (defined below), as the case may be, available for Restoration, Administrative Agent Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds or the Award, as the case may be, received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (“Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative AgentXxxxxx’s receipt of (Ai) appropriate lien waivers, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentXxxxxx, and (Ciii) title insurance protection against materialmen’s and mechanic’s liens (if available)mechanics’ liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Xxxxxx shall disburse such funds, and Borrower shall pay such agent’s reasonable fees and expenses shall be paid by Borrowerexpenses. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, and any such application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds available for Restoration, Administrative Agent Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (“Net Proceeds”"NET PROCEEDS") and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative Agent’s receipt Lendxx'x xeceipt of (Ai) appropriate lien waivers, (Bii) a certification of the percentage of Restoration completed by an architect or engineer acceptable to Lendxx, xxd (iii) title insurance or similar indemnification reasonably acceptable to Administrative Agent, and (C) title insurance protection Lender against materialmen’s 's and mechanic’s liens (if available)'s liens. At Administrative Agent’s Lender's election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent and Lendxx, xxd such agent’s 's reasonable fees and expenses shall be paid by Borrower. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative Agent’s Lender's option, be applied to the Indebtedness Obligations in any order of priority, and any application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds or the Award (defined below), as the case may be, available for Restoration, Administrative Agent then Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds or the Award, as the case may be, received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (the “Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative AgentLender’s receipt of (Ai) appropriate lien waivers, copies of all invoices and proof of compliance with Laws, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentLender, and (Ciii) title insurance protection against materialmen’s and mechanic’s liens (if available)mechanics’ liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Lender shall disburse such funds, and Borrower shall pay such agent’s reasonable fees and expenses shall be paid by Borrowerexpenses. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan, and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, and any such application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage AmountPrepayment Premium. Notwithstanding the foregoing sentence, if applicable. Except as explicitly set forth in the immediately preceding sentenceNet Proceeds are made available for Restoration and Borrower fully completes the Restoration, then, following completion of the Restoration and provided that no Event of Default has occurred, the application of Net Proceeds not required for Restoration (if any) shall, at Lender’s sole option, either (i) be paid to Borrower or (ii) applied to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountObligations without any Prepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds or the Award (defined below), as the case may be, available for Restoration, Administrative Agent then Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds or the Award, as the case may be, received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (the “Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative AgentLender’s receipt of (Ai) appropriate lien waivers, copies of all invoices and proof of compliance with Laws, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentLender, and (Ciii) title insurance protection against Prudential Loan Nos. 706109321 - 706109336 and 706109394 CNL BV Portfolio Second Amended and Restated Loan Agreement materialmen’s and mechanic’s liens (if available)mechanics’ liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Lender shall disburse such funds, and Borrower shall pay such agent’s reasonable fees and expenses shall be paid by Borrowerexpenses. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Individual Loan, and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, and any such application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.

Disbursement of Proceeds. If Administrative Agent Lender elects or is required to make insurance proceeds or the Award (defined below), as the case may be, available for RestorationRestoration and the amount of such proceeds are $500,000 or more, Administrative Agent Lender shall, through a reasonable disbursement procedure established by Administrative AgentLender, periodically make available to Borrower in installments the net amount of all insurance proceeds or the Award, as the case may be, received by Administrative Agent Lender after deduction of all reasonable costs and expenses incurred by Administrative Agent Lender in connection with the collection and disbursement of such proceeds (“Net Proceeds”) and, if any, the Additional Funds. The amounts periodically disbursed to Borrower shall be based upon the amounts currently due under the construction contract for Restoration and Administrative AgentLender’s receipt of (Ai) appropriate lien waivers, (Bii) a certification of the percentage of Restoration completed by an architect or engineer reasonably acceptable to Administrative AgentLender, and (Ciii) title insurance protection against materialmen’s and mechanic’s liens (if available)mechanics’ liens. At Administrative AgentLender’s election, the disbursement of funds may be handled by a disbursing agent selected by Administrative Agent Lender shall disburse such funds, and Borrower shall pay such agent’s reasonable fees and expenses shall be paid by Borrowerexpenses. The Net Proceeds, Rent Loss Proceeds, and any Additional Funds shall constitute additional security for the Loans Loan and Borrower shall authorize, execute, deliver, file and/or record, at its expense, such instruments as Administrative Agent Lender requires to grant to Administrative Agent Lender a perfected, first-priority security interest in these funds. If the Net Proceeds are made available for Restoration and (x) Borrower refuses or fails to complete the Restoration, (y) an Event of Default occurs, or (z) the Net Proceeds or Additional Funds are not applied to Restoration, then any undisbursed portion may, at Administrative AgentLender’s option, be applied to the Indebtedness Obligations in any order of priority, priority and any application to principal shall be deemed a voluntary prepayment subject to the Make Whole Breakage Amount, if applicable. Except as explicitly set forth in the immediately preceding sentence, the application of Net Proceeds to the Indebtedness shall not be considered a voluntary prepayment and shall not be subject to the Make Whole Breakage AmountPrepayment Premium.