Distributions to Affiliates. Other than the fees and expense reimbursements payable to any Affiliated Manager pursuant to any Management Agreement reasonably approved by Lender, no Borrower shall, nor shall cause or permit any other Loan Party to, make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party unless and until the Excess Cash Termination Conditions shall have occurred, and thereafter, only when no Event of Default, Mortgage Event of Default and/or any Mezzanine Event of Default shall have occurred and be continuing.
Distributions to Affiliates. In the event that an Event of Default set forth herein shall have occurred and be continuing or the Note matures, as a result of acceleration or otherwise, of all amounts due under the Loan Documents, then no payment shall be made by Guarantor to Borrower or from Borrower to Guarantor or by Borrower or Guarantor to an Affiliate on account of any outstanding loans or accounts, unless and until all Obligations hereunder shall have been indefeasibly paid in full or until such declaration shall have been rescinded by Lender in writing.
Distributions to Affiliates. Neither of the Borrowers has entered into, and none of the Collateral is subject to, any agreements to pay any amounts to any Restricted Party, any DLJMB Party or any direct or indirect equity holder in or affiliate of any of the foregoing, other than with respect to (a) the fees and expense reimbursements payable to any Affiliated Manager pursuant to any Management Agreement reasonably approved by Lender and (b) any monitoring fee due and payable to the DLJMB Parties pursuant to the limited liability company agreement of HR Holdings.
Distributions to Affiliates. Make any distributions, dividends or payments to Affiliates (including any permitted payments under section 8.2(D)(ii) and (iii) in excess of $1,500,000 during any calendar year without the prior written consent of Lender, except Borrower may redeem its Class B shares from time to time if no Default or Event of Default then exists or would be caused by such redemption.
Distributions to Affiliates. Other than (a) the fees and expense reimbursements payable to any Affiliated Manager pursuant to any Management Agreement reasonably approved by Lender and (b) any monitoring fee due and payable to the DLJMB Parties pursuant to the limited liability company agreement of HR Holdings, no Borrower shall, and Borrower shall not cause or permit Mortgage Borrower to, make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party, which payments to Affiliated Managers and/or the DLJMB Parties, as and to the extent permitted hereunder, may only be made when no Event of Default, Mortgage Event of Default and/or Mezzanine Event of Default shall have occurred and be continuing and only under the circumstances and up to the limitations specifically provided under Section 7.6.2 and Section 7.6.3 of the Mortgage Loan Agreement.
Distributions to Affiliates. Other than (a) the fees and expense reimbursements payable to any Affiliated Manager pursuant to any Management Agreement reasonably approved by Lender and (b) any monitoring fee due and payable to the DLJMB Parties pursuant to the limited liability company agreement of HR Holdings, no Borrower shall make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party, which payments to Affiliated Managers and/or the DLJMB Parties, as and to the extent permitted hereunder, may only be made when no Event of Default, First Mezzanine Event of Default, Second Mezzanine Event of Default and/or Third Mezzanine Event of Default shall have occurred and be continuing and only under the circumstances and up to the limitations specifically provided under Section 7.6.2 and Section 7.6.3 hereof.
Distributions to Affiliates. Borrower shall not make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party or Guarantor, either (a) during any month while any obligations under the Loan Documents remain outstanding unless and until the payments specified in clauses (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii) of Section 2.6.4(a) with respect to such month (whether or not due or payable in the ordinary course of business during such month) have been made with sufficient funds on deposit in the Cash Management Account, or (b) during any Excess Cash Flow Sweep Period (except to the extent permitted under Section 2.6.4(a)(ix)). Notwithstanding the foregoing restrictions of this Section 135
Distributions to Affiliates. Other than (a) the fees and expense reimbursements payable to any Affiliated Manager pursuant to any Management Agreement reasonably approved by Lender, and (b) distributions of the proceeds of the First Mezzanine Loan, the Second Mezzanine Loan and the Third Mezzanine Loan in order to provide the funds for Borrowers to make the Mezzanine Prepayments, no Borrower shall make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party unless and until the Excess Cash Termination Conditions shall have occurred, and thereafter, only when no Event of Default, First Mezzanine Event of Default, Second Mezzanine Event of Default and/or Third Mezzanine Event of Default shall have occurred and be continuing.
Distributions to Affiliates. Borrower shall not make any distributions to, or otherwise pay any dividends or make any payments to, any Restricted Party, including, without limitation, any payment to any Affiliated Manager under any Management Agreement, unless otherwise approved by Lender in accordance with the terms hereof.
Distributions to Affiliates. None of the Borrowers has entered into, and none of the Properties are subject to, any agreements to pay any amounts to any Restricted Party, or any direct or indirect equity holder in or Affiliate of any of the foregoing other than the Subordinated Mortgage Loan Documents.
