Escrow Fund. At any time that Tenant is obligated under the Lease to pay the Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay Taxes and Insurance Premiums required to be paid pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion: (i) Taxes and Impositions and Insurance Premiums; (ii) Interest on the unpaid principal balance of the Note; (iii) Amortization of the unpaid principal balance of the Note; or (iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to Borrower.
Appears in 2 contracts
Sources: Loan Agreement (Maxxam Inc), Loan Agreement (Maxxam Inc)
Escrow Fund. At any time that Tenant is obligated under (a) Grantor shall, following an Event of Default which has not been waived in writing by the Lease to pay the Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant Holders in accordance with the terms Indenture, pay to Mortgagee on the first day of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, each calendar month one-twelfth of an amount (hereinafter referred to as the "ESCROW FUND") which would be sufficient to pay the Insurance Premiums due on such Policies. The Taxes, all insurance premiums and all of Grantor's monetary obligations under the Lease payable, or estimated by Mortgagee to be payable, during the ensuing twelve (12) months, which shall be invested as provided in Section 10(b) hereof, with income earned thereon becoming a part of the Escrow Fund, if any, and the payments PROVIDED that Mortgagee shall bear no liability for any loss occasioned by investment of interest or principal or both, payable pursuant to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security herein provided, by any delays in investing or reinvesting the Escrow Fund or by any failure to pay achieve the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of maximum possible yield from the LeaseEscrow Fund. Lender Mortgagee will apply the Escrow Fund to pay the payment of Taxes and Insurance Premiums insurance premiums which are required to be paid by Grantor pursuant to Sections 4.01 and 4.02 hereofthe provisions of this Shore Mortgage. If the amount of the Escrow Fund exceeds the shall exceed such amounts due for Taxes and Insurance Premiums payable by Grantor pursuant to Sections 4.01 and 4.02 hereofthe provisions of this Shore Mortgage, Lender will either Mortgagee shall at its election, (a) return any excess to Borrower or Grantor, (b) credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender Fund or (c) reimburse Mortgagee for any amount owed to be the owner it under this Shore Mortgage or under any of the Mortgaged PropertyTransaction Documents. If the Escrow Fund is not sufficientsufficient to pay such amounts as the same become payable, in Lender’s judgmentGrantor shall on demand pay, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, Mortgagee an amount which Lender shall estimate as be sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any Any amounts in the Escrow Fund will constitute additional security for shall be kept separate and segregated from the Debtgeneral funds of Mortgagee. The Escrow Fund will not constitute a trust fund If this Shore mortgage is sold or assigned by Mortgagee in whole, Mortgagee shall deduct any amount owing to it under this Shore Mortgage or any Transaction Document and may be commingled with other monies transfer to the assignee the balance, if any, then held by LenderMortgagee under this Paragraph and, upon such assignment and transfer, Mortgagee shall have no further obligation to Grantor with respect to such amount. No earnings If at any time Grantor tenders to Mortgagee full payment of the entire Secured Obligations, including any applicable premium or interest on penalty, and the lien of the Indenture or this Shore Mortgage shall have been discharged, Mortgagee shall refund to Grantor any balance remaining in the Escrow Fund.
(b) In the event that the Escrow Fund will is created, Mortgagee shall create an account denominated "Louisiana Casino Cruises, Inc. -- Shore Mortgage Escrow Fund" (or some similar name) in which to hold all amounts in the Escrow Fund. All amounts from time to time in the Escrow Fund shall be payable or credited invested in the First American Fund (or, if the First American Fund should become unavailable for any reason, a comparable cash management fund). Mortgagee is specifically authorized to Borrowerimplement its automated cash investment system to assure that funds in the Escrow Fund are invested and to charge its normal cash management fees, which may be deducted from income earned on investments.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under the Lease to pay the Tax and Insurance Reserve Fund PaymentExcept as provided below, Borrower shall pay or cause Tenant to Lender on the first day of each calendar month (a) one twelfth of an amount which would be sufficient to pay same. Additionallythe Taxes payable, if at any time under the Lease, Borrower is obligated or estimated by Lender to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-next ensuing twelve (12) months and (b) one twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts in (a) and (b) above shall be called the “Escrow Fund”). Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will timely apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall promptly return any excess to Borrower or credit such excess against future payments to be made to the Escrow FundBorrower. In allocating disbursing such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower. Notwithstanding the foregoing, Borrower shall not be required to make deposits to the Escrow Fund for Taxes or Insurance Premiums pursuant to this Section 3.5 so long as (i) no Event of Default occurs and is continuing hereunder, (ii) Borrower pays all Taxes and Insurance Premiums by no later than ten (10) Business Days (defined below) prior to the delinquency thereof, and (iii) Borrower provides Lender paid receipts for the payment of the Taxes and Insurance Premiums by no later than one (1) Business Day prior to the delinquency thereof. Upon the occurrence of a failure of any of the conditions specified in clauses (i) through (iii) above, Borrower shall, upon Lender’s demand therefor, commence making the deposits to the Escrow Fund required pursuant to this Section 3.5 commencing with the next Monthly Payment Date (as defined in the Note), which payments shall continue until Borrower corrects each such failure.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (American Assets Trust, Inc.)
Escrow Fund. At any time that Tenant is obligated under (a) In the Lease to pay the Tax and Insurance Reserve Fund Payment, Borrower event Mortgagor shall pay or cause Tenant to pay same. Additionally, if at any time under fail to pay ----------- any Taxes when due, and such failure shall continue for a period of fifteen (15) days after the Leasedate such Taxes were due, Borrower is obligated Mortgagee may, at its election, require Mortgagor to return pay to Tenant any amounts in Mortgagee, on the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms first day of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fundeach calendar month occurring thereafter, one-twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Taxes payable, or estimated by Mortgagee to be payable, during the next twelve (12) months and also provide for an additional reserve equal to one- sixth (1/6th) of the Taxes payable (said amounts being hereinafter called the "Tax Escrow Fund, if any, .") ---------------
(b) The Tax Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower Mortgagor hereby pledges to Lender Mortgagee any and all monies now or hereafter deposited in the Tax Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender Mortgagee will apply the Tax Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 and 4.02 paragraph 4 hereof. If the amount of the Tax Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 paragraph 4 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Tax Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the Mortgaged Property. If the balance in the Tax Escrow Fund on the first day of the month which is one full month prior to the due date of any Taxes is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Insurance PremiumsTaxes, Borrower must promptly pay, or must cause Tenant Mortgagor shall pay to pay promptly, to LenderMortgagee, upon demand, an amount which Lender Mortgagee shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the acceleration of the LeaseDebt as described in paragraph 25 hereof, if an Event of Default exists, Lender Mortgagee may apply any sums then on deposit present in the Tax Escrow Fund to pay the payment of the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance PremiumsOther Charges;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Note, the Credit Agreement, this Mortgage and the other Loan Documents, including,’ Protective Advances including without limitation, advances made by Lender. Mortgagee pursuant to the terms of this Mortgage.
(c) Until expended or applied as above provided, any amounts in the Tax Escrow Fund will shall constitute additional security for the Debt. The Tax Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Tax Escrow Fund will shall be payable or credited paid to BorrowerMortgagor, unless applicable law requires interest on the Tax Escrow Fund to be paid to Mortgagor. Any such required interest shall be deposited in the Tax Escrow Fund as additional security for the payment of the Debt.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Assignment of Leases and Rents (Afc Enterprises Inc)
Escrow Fund. At In addition to any time that Tenant is obligated under initial deposits to the Lease to pay Escrow Fund (defined below) on the Tax and Insurance Reserve Fund Paymentdate hereof (if any), except as provided below, Borrower shall pay or cause Tenant to Lender on each Monthly Payment Date (a) one twelfth of an amount which would be sufficient to pay same. Additionallythe Taxes payable, if at any time under the Lease, Borrower is obligated or reasonably estimated by Lender to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereofthe next ensuing twelve (12) months (such Taxes, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-“Applicable Taxes”) and (b) one twelfth of an amount which would be sufficient to pay the Insurance Premiums due on for the renewal of the coverage afforded by the Policies upon the expiration thereof (such PoliciesInsurance Premiums, the “Applicable Insurance Premiums”), which such amounts so paid to Lender shall be held in an account with Lender or Servicer, with such amounts and such account each being referred to herein as the “Escrow Fund”. Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such moniesProvided no Event of Default is 9 continuing, if any, as set forth in subparagraph 13(e) of the Lease. Lender will timely apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Applicable Taxes and Applicable Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall, provided no Event of Default is continuing, promptly return any excess to Borrower or credit such excess against future payments to be made to the Escrow FundBorrower. In allocating disbursing such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If If, at any time, Lender determines that the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the any Applicable Taxes and and/or Applicable Insurance Premiums, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.. Notwithstanding the foregoing, Borrower shall not be required to make deposits to the Escrow Fund for Applicable Insurance Premiums and Applicable Taxes pursuant to this Section 3.5 so long as (i) no Event of Default occurs and is continuing hereunder, (ii) solely with respect to Applicable Taxes, no Trigger Period (as defined on Exhibit A hereof) exists, (iii) Borrower pays all Insurance Premiums and Taxes by no later than five (5) Business Days prior to the delinquency thereof and (iv) Borrower provides Lender paid receipts for the payment of the Insurance Premiums and Taxes by no later than one (1) Business Day prior to the delinquency thereof. Upon the occurrence of a failure of any of the conditions specified in clauses (i) through (iv) above (as applicable), Borrower shall, upon Lender’s written demand therefor, (A) pay to Lender an initial deposit to be determined by Lender, in its reasonable discretion, to increase the amounts in the Escrow Fund to an amount which, together with anticipated monthly deposits to the Escrow Fund for, as applicable, Applicable Insurance Premiums and Applicable Taxes, shall be sufficient to pay, as applicable, the Applicable Insurance Premiums and the Applicable Taxes and (B) commence making the deposits to the Escrow Fund for, as applicable, Applicable Insurance Premiums and Applicable Taxes required pursuant to this Section 3.5 commencing with the next Monthly Payment Date, which payments shall continue for the remainder of the term of the Loan unless (x) the trigger event for such obligation was an Event of Default or Trigger Period (other than a Trigger Period caused as a result of an Event of Default) (such trigger event, an “Escrow Trigger Event”), (y) the related Escrow Trigger Event is no longer continuing and (z) not more than one (1) Escrow Trigger Event has occurred during the term of the Loan, whereupon Borrower’s obligation to make deposits to the Escrow Fund for, as applicable, Applicable Insurance Premiums and Applicable Taxes pursuant to this Section 3.5 will again be suspended and any funds then held by Lender for payment of, as applicable, Applicable Insurance Premiums and Applicable Taxes shall be released to Borrower for use in paying the next installment of, as applicable, Applicable Insurance Premiums
Appears in 1 contract
Sources: Deed of Trust and Security Agreement
Escrow Fund. At any time that Tenant is obligated under the Lease to pay the Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited All moneys in the Escrow Fund shall be deposited by the Trustee at Closing as additional security directed by the Authority. The Trustee shall establish an account in the Escrow Fund for each Series of District Notes of each Participant assigned to pay a Pool with an Estimated June Deferral Amount (each an “Escrow Account”). The portion of District Note Proceeds reflecting the Debt subject Estimated June Deferral Amounts for such Participant will be sequestered into an Escrow Account held by the Trustee in the name of each Participant. Funds in the Escrow Fund shall be credited to Tenant’s right the Escrow Accounts attributable to such monies, if any, as the applicable Series of District Notes in amounts set forth in subparagraph 13(e) of Schedule III hereto reflecting the Lease. Lender will apply the Escrow Fund Estimated June Deferral Amounts with respect to pay Taxes each such Series A District Note, and Insurance Premiums required to be paid pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights subsequently set forth in subparagraph 13(e) the applicable Supplemental Indenture with respect to each Series of the Lease, if an Event of Default exists, Lender may apply any sums then Additional District Notes. The amounts on deposit in the Escrow Fund shall be [invested by the Trustee in Permitted Investments] until the Escrow Release Date. Prior to pay the following items Escrow Release Date, the Authority will provide the Trustee with instructions indicating the Released Escrow Amounts for each Escrow Account. On the Escrow Release Date, the Trustee shall transfer in any order the name of the Participant for deposit in its sole discretion:
(i) Taxes County Treasury Pool the applicable Released Escrow Amount. The amount remaining in each Escrow Account following the Escrow Release Date, if any, shall be transferred by the Trustee to that Participant’s Payment Account first, as a credit towards the payment on each Series of District Notes and, second, for payment of corresponding Predefault Obligations and Impositions and Insurance Premiums;
(ii) Interest on Reimbursement Obligations of or allocable to such Participant, and, third, shall be returned to such Participant after the unpaid principal balance last day of the Note;
(iii) Amortization last Repayment Period applicable to such Series of District Notes. In addition, with respect to a Participant that has issued several Series of District Notes, the unpaid principal balance Trustee shall not disburse any moneys from any Escrow Accounts related to such Participant if it has received written notice or actual knowledge that an Event of the Note; or
(iv) All other sums payable pursuant to the Loan DocumentsDefault has occurred and is continuing under any Participant Resolution or supplemental Participant Resolution, including,’ Protective Advances made by Lender. Until expended or applied as above providedif any, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to Borrowerof such Participant.
Appears in 1 contract
Sources: Indenture
Escrow Fund. At any time that Tenant is obligated under the Lease to pay the The Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Tax and Insurance Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 this Agreement and 4.02 hereofunder the Mortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any ▇▇▇▇, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums) or from Borrower without inquiry into the accuracy of such ▇▇▇▇, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereofPremiums, Lender will either shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not sufficient, in Lender’s judgment, or will not be sufficient to pay when due Taxes or Insurance Premiums by the Taxes and Insurance Premiumsdates set forth above, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency. Subject deficiency at least thirty (30) days prior to Tenant’s rights set forth in subparagraph 13(e) delinquency of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and or Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to Borrower.
Appears in 1 contract
Escrow Fund. At the Effective Time, without any time act of any Equityholder, Parent will deposit the Escrow Amount into an escrow account with an institution (the “Escrow Agent”) selected by Parent and reasonably acceptable to the Company or Equityholder Agent, such deposit to establish and constitute the Escrow Fund. The Escrow Fund shall be governed by the terms set forth in this Section 7.2 and the Escrow Agreement entered into between Parent, the Equityholder Agent and the Escrow Agent in the form agreed by Parent, the Company and the Equityholder Agent (the “Escrow Agreement”), with such changes as the Escrow Agent may reasonably propose and Parent and the Equityholder Agent may agree to. To the extent that Tenant is obligated under the Lease to pay provisions of the Tax Escrow Agreement agreed by Parent and Insurance Reserve Fund Paymentthe Equityholder Agent differ from this Agreement, Borrower the Escrow Agreement shall govern. Parent shall pay or cause Tenant one-half of the costs and expenses related to the establishment and maintenance of the Escrow Fund and the Equityholders shall pay sameone-half of such costs and expenses. AdditionallyThe cash portion of the Escrow Amount shall be deposited into an interest bearing account and any interest earned thereon shall be added to the Escrow Fund and available to cover Losses of Parent and its affiliates hereunder. Any distributions on the shares of Parent Common Stock held in the Escrow Fund other than cash dividends shall be held by the Escrow Agent and shall be deemed attached to the shares of Parent Common Stock to which they pertain. Any cash dividends paid with respect to any Equityholder's Parent Common Stock held in the Escrow Fund shall be paid to such Equityholder. For applicable income tax purposes, if at any time under shares of Parent Common Stock and amounts distributed in respect thereof shall be treated as owned by the LeaseEquityholder on whose behalf such securities are being held. For applicable income tax purposes, Borrower is obligated any cash earned on the Escrow Amount and held in the Escrow Fund (other than amounts distributed with respect to return to Tenant any amounts Parent Common Stock held in the Escrow Fund, Lender which amounts shall release be treated as owned by the Equityholders) shall be treated as owned by Parent unless and until the Escrow Fund is released to the Equityholders, and Parent shall be entitled to receive distributions from such cash sufficient to satisfy its tax liabilities with respect thereto. The Equityholders shall not have the right to sell, transfer, pledge, hypothecate or otherwise dispose of any cash or securities held in the Escrow Fund or any interest therein for so long as they are held in the Escrow Fund, other than in connection with a sale by the Escrow Agent to satisfy claims as provided herein. Each Equityholder shall be entitled to vote the shares of Parent Common Stock held in the Escrow Fund on behalf of such Equityholder. Any amounts distributed to Parent from the Escrow Fund to Tenant in accordance with the terms payment of the Lease. In addition, during any period that Borrower is required to maintain Policies claims pursuant to Section 4.01 hereofthis Article VII shall be taken pro rata from each Equityholder based on its Proportionate Interest, Borrower will also pay monthly to Lender, for deposit into first from the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited cash included in the Escrow Fund as additional security on account of such Equityholder (to pay the Debt subject extent thereof). To the extent the cash held in the Escrow Account on behalf of an Equityholder is not sufficient to Tenant’s right satisfy such Equityholder's share of a claim, the Escrow Agent shall, on behalf of such Equityholder, sell an appropriate number of shares of Parent Common Stock to such monies, if any, as set forth in subparagraph 13(e) of achieve proceeds equal to the Lease. Lender will apply amount to be distributed to Parent from the Escrow Fund in respect of such Equityholder and deliver the proceeds to pay Taxes and Insurance Premiums required to be paid pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to BorrowerParent.
Appears in 1 contract
Sources: Merger Agreement (Valueclick Inc/Ca)
Escrow Fund. At any time that Tenant is obligated under the Lease option of Lender, Lender may require Mortgagor to establish an Escrow Fund (defined below) sufficient to discharge its obligations for the payment of Insurance Premiums and Taxes pursuant to Sections 3.3 and 3.4 hereof. Initial deposits of Taxes and Insurance Premiums shall be made by Mortgagor to Lender in amounts determined by Lender in its discretion on the date hereof to be held by Lender in escrow. Additionally, Mortgagor shall pay to Lender on the first day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay the Tax Taxes payable, or estimated by Lender to be payable, upon the due dates established by the appropriate taxing authority during the next ensuing twelve (12) months and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, (b) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The for the renewal of the coverage afforded by the Policies upon the expiration thereof (the initial deposits together with the amounts in (a) and (b) above shall be called the "Escrow Fund, if any, and the payments "). Mortgagor agrees to notify Lender immediately of interest or principal or both, payable pursuant any changes to the Noteamounts, will be added together schedules and must be paid as an aggregate sum by Borrower instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to Lenderobtain the bills for Taxes and Other Charges directly from the appropriate tax authority. Borrower pledges to Lender any and all monies now or hereafter deposited Provided there are sufficient amounts in the Escrow Fund as additional security and no Event of Default exists, Lender shall be obligated to pay the Debt subject to Tenant’s right to such monies, if any, Taxes and Insurance Premiums as set forth in subparagraph 13(e) they become due on their respective due dates on behalf of the Lease. Lender will apply Mortgagor by applying the Escrow Fund to pay the payments of such Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must Mortgagor shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall reasonably estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No Unless otherwise required by Applicable Law (defined in Section 3.10(a), no earnings or interest on the Escrow Fund will shall be payable or credited to BorrowerMortgagor.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated Subject to the right of the First Lender to collect an escrow fund under the Lease First Loan Documents, in addition to the initial deposits with respect to Taxes and insurance premiums made by Property Owner to Lender on the date hereof to be held by Lender in escrow, provided First Lender has not elected to establish such an escrow fund, or the First Loan is no longer outstanding, Borrower shall cause Property Owner pay to Lender, on the tenth (10) day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay the Tax and Insurance Reserve Fund PaymentTaxes payable, Borrower shall pay or cause Tenant estimated by Lender to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower the next ensuing twelve (12) months and (b) if the Property is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fundnot insured under a blanket policy, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts in Clauses (a) and (b) above shall be called “Escrow Fund”). Borrower agrees to, or shall cause Property Owner to, notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and insurance premiums of which it has obtained knowledge and authorizes, and shall cause Property Owner to authorize, Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay payments of Taxes and (if escrow payments are made for such purposes) Insurance Premiums required to be paid made by Property Owner or Borrower pursuant to Sections 4.01 4.4 and 4.02 4.5 hereof. Any interest earned on the Escrow Fund shall become a part of the Escrow Fund. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums insurance premiums pursuant to Sections 4.01 4.4 and 4.02 4.5 hereof, Lender will either shall, in its discretion, return any excess to Property Owner or Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If Lender believes that the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in Clauses (a) and Insurance Premiums(b) of this Section, Borrower must promptly payshall, or must shall cause Tenant to Property Owner to, promptly pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) deficiency and Lender may immediately readjust the amount of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in monthly deposits to the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the DebtFund. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable to Property Owner or credited Borrower. Notwithstanding the foregoing, Borrower shall not be required to Borrowercause Property Owner to make deposits for Taxes and insurance premiums into the Escrow Fund as set forth above, provided that (i) Property Owner makes such deposits for Taxes and insurance premiums into an Escrow Fund established pursuant to the First Loan Documents and held by First Lender for the payment of Taxes and insurance premiums and (ii) upon the request of Lender, Borrower shall deliver evidence of the timely payment of the Taxes and insurance premiums to Lender within three (3) Business Days of request therefor by Lender. Upon the failure of Borrower to comply with the provisions of the immediately preceding sentence, Borrower shall be subject to and shall immediately comply with each and every provision of the first paragraph of this Section 4.6.
Appears in 1 contract
Sources: Mezzanine Loan Agreement (KBS Real Estate Investment Trust II, Inc.)
Escrow Fund. At any time that Tenant is obligated under (a) In the Lease to pay the Tax and Insurance Reserve Fund Payment, Borrower event Mortgagor shall pay or cause Tenant to pay same. Additionally, if at any time under fail to pay ----------- any Taxes when due, and such failure shall continue for a period of fifteen (15) days after the Leasedate such Taxes were due, Borrower is obligated Mortgagee may, at its election, require Mortgagor to return pay to Tenant any amounts in Mortgagee, on the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms first day of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fundeach calendar month occurring thereafter, one-twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Taxes payable, or estimated by Mortgagee to be payable, during the next twelve (12) months and also provide for an additional reserve equal to one-sixth (1/6th) of the Taxes payable (said amounts being hereinafter called the "Tax --- Escrow Fund, if any, .") -----------
(b) The Tax Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower Mortgagor hereby pledges to Lender Mortgagee any and all monies now or hereafter deposited in the Tax Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender Mortgagee will apply the Tax Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 and 4.02 paragraph 4 hereof. If the amount of the Tax Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 paragraph 5 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Tax Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the Mortgaged Property. If the balance in the Tax Escrow Fund on the first day of the month which is one full month prior to the due date of any Taxes is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Insurance PremiumsTaxes, Borrower must promptly pay, or must cause Tenant Mortgagor shall pay to pay promptly, to LenderMortgagee, upon demand, an amount which Lender Mortgagee shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the acceleration of the LeaseDebt as described in paragraph 26 hereof, if an Event of Default exists, Lender Mortgagee may apply any sums then on deposit present in the Tax Escrow Fund to pay the payment of the following items in any order in its sole discretiondiscretion :
(i) Taxes and Impositions and Insurance PremiumsOther Charges;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Note, the Credit Agreement, this Mortgage and the other Loan Documents, including,’ Protective Advances including without limitation, advances made by Lender. Mortgagee pursuant to the terms of this Mortgage.
(c) Until expended or applied as above provided, any amounts in the Tax Escrow Fund will shall constitute additional security for the Debt. The Tax Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Tax Escrow Fund will shall be payable or credited paid to BorrowerMortgagor, unless applicable law requires interest on the Tax Escrow Fund to be paid to Mortgagor. Any such required interest shall be deposited in the Tax Escrow Fund as additional security for the payment of the Debt.
Appears in 1 contract
Escrow Fund. At any On the date hereof, Borrower shall make, or cause to be made, an initial deposit to the Escrow Fund (hereinafter defined) in an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in Lender's estimation, to satisfy the next due Taxes and Other Charges and the next due Insurance Premiums. Borrower shall thereafter pay to Lender on the first (1st) day of each calendar month for deposit into escrow, sufficient funds (as estimated from time that Tenant is obligated under the Lease to time by Lender) to permit Lender to pay the Tax Taxes and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay Other Charges and the Insurance Premiums payable at least thirty (30) days prior to the due on such Policiesdate thereof (the foregoing amounts being hereinafter collectively referred to as the "Escrow Fund"). The Escrow Fund, if any, Fund and the payments monthly installments of principal and interest or principal or both, payable pursuant to under the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. The Escrow Fund shall be held in an account in Lender's name, and Borrower hereby pledges and grants to Lender a security interest in any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 4.3 and 4.02 4.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums and Other Charges pursuant to Sections 4.01 4.3 and 4.02 4.4 hereof, Lender will either shall, in its discretion, return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Other Charges and the Insurance PremiumsPremiums when the same are due and payable, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon within fifteen (15) days following demand, an amount which Lender shall reasonably estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the occurrence of the Lease, if an Event of Default existsDefault, Lender may apply any sums then on deposit in comprising the Escrow Fund to pay the following items payment of the Debt in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will shall constitute additional security for the Debt. The To the extent permitted by applicable law, the Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under If an Event of Default (hereinafter defined) ----------- shall have occurred and be continuing, at the Lease option of Lender, evidenced by a written notice thereof to Borrower, Borrower shall thereafter pay to Lender on the first day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay the Tax and Insurance Reserve Fund PaymentTaxes payable, Borrower shall pay or cause Tenant estimated by Lender to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, next ensuing twelve (12) months and (b) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts in (a) and (b) above shall be called the "Escrow Fund"). So long as the Escrow Fund is in effect, Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal principal, or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in So long as the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such moniesis in effect, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If , and if the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall, in its discretion, return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in clauses (a) and Insurance Premiums(b) of this Section 3.5 above, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies moneys held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.
Appears in 1 contract
Sources: Variable Interest Rate Deed of Trust (Kilroy Realty Corp)
Escrow Fund. At In addition to any time that Tenant is obligated under initial deposits to the Lease to pay Escrow Fund (defined below) on the Tax and Insurance Reserve Fund Paymentdate hereof (if any), except as provided below, Borrower shall pay or cause Tenant to Lender on each Monthly Payment Date (a) one twelfth of an amount which would be sufficient to pay same. Additionallythe Taxes payable, if at any time under the Lease, Borrower is obligated or reasonably estimated by Lender to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereofthe next ensuing twelve (12) months (such Taxes, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-“Applicable Taxes”) and (b) one twelfth of an amount which would be sufficient to pay the Insurance Premiums due on for the renewal of the coverage afforded by the Policies upon the expiration thereof (such PoliciesInsurance Premiums, the “Applicable Insurance Premiums”), which such amounts so paid to Lender shall be held in an account with Lender or Servicer, with such amounts and such account each being referred to herein as the “Escrow Fund”. Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such moniesProvided no Event of Default is continuing, if any, as set forth in subparagraph 13(e) of the Lease. Lender will timely apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Applicable Taxes and Applicable Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall, provided no Event of Default is continuing, promptly return any excess to Borrower or credit such excess against future payments to be made to the Escrow FundBorrower. In allocating disbursing such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the any Applicable Taxes and and/or Applicable Insurance Premiums, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (American Assets Trust, Inc.)
Escrow Fund. At any time that Tenant is obligated under In addition to the Lease initial deposits with respect to pay Taxes made by Borrower to Lender on the Tax and Insurance Reserve Fund Paymentdate hereof to be held by Lender in escrow, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under Lender on the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms first day of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, each calendar month one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on Taxes payable, or estimated by Lender to be payable, during the next ensuing twelve (12) months (such Policiesamounts shall be called the "Escrow Fund"). Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 and 4.02 Section 3.3 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 Section 3.3 hereof, Lender will either shall, in its discretion, return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Insurance Premiumswhen due, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.
Appears in 1 contract
Sources: Consolidation, Modification, Spreader and Extension Agreement (Unitel Video Inc/De)
Escrow Fund. At the Effective Time, without any time that Tenant is obligated under act of the Lease Company or any Stockholder, Parent will deposit the Escrow Amount into an escrow account with ▇▇▇▇▇ Fargo Bank, N.A. (the “Escrow Agent”), such deposit to pay establish and constitute the Tax Escrow Fund. The Escrow Fund shall be governed by the terms set forth in this Section 7.2 and Insurance Reserve Fund Payment, Borrower an escrow agreement substantially in the form attached hereto as Exhibit K (the “Escrow Agreement”). Parent shall pay one-half of the costs and expenses related to the establishment and maintenance of the Escrow Fund and the Escrow Stockholders shall pay one-half of such costs and expenses. The cash portion of the Escrow Amount shall be deposited into an interest bearing account and any interest earned thereon shall be added to the Escrow Fund and available to cover Losses of Parent and its affiliates hereunder. Any distributions on the shares of Parent Common Stock held in the Escrow Fund other than regular cash dividends shall be held by the Escrow Agent and shall be deemed attached to the shares of Parent Common Stock to which they pertain. For applicable income tax purposes, any dividends, interest or cause Tenant other income earned on the Escrow Fund shall be treated as income of the Escrow Stockholder on whose behalf such securities or assets giving rise to pay samesuch interest or other income, as the case may be, are being held. AdditionallyThe Escrow Stockholders shall not have the right to sell, if at transfer, pledge, hypothecate or otherwise dispose of any time under cash or securities held in the LeaseEscrow Fund or any interest therein for so long as they are held in the Escrow Fund. Each Escrow Stockholder shall be entitled to vote the shares of Parent Common Stock held in the Escrow Fund for so long as they are held by the Escrow Agent, Borrower is obligated to return to Tenant pro rata based on the value of the shares of Parent Common Stock deposited in the Escrow Fund on behalf of such Escrow Stockholder. For purposes of determining the value of any amounts shares of Parent Common Stock included in the Escrow Fund, Lender each such share shall release such be deemed to have a value equal to the Average Price. Any amounts distributed to Parent from the Escrow Fund pursuant to Tenant in accordance with this Article VII shall be taken pro rata from the terms value of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay on account of each Escrow Stockholder (valuing any shares of Parent Common Stock at the Debt subject to Tenant’s right to such moniesAverage Price), if any, as set forth in subparagraph 13(e) of first from the Lease. Lender will apply the Escrow Fund to pay Taxes and Insurance Premiums required to be paid pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit cash included in the Escrow Fund to pay the following items in on account of such Escrow Stockholder and second from any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance shares of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts Parent Common Stock held in the Escrow Fund will constitute additional security for the Debt. The on account of such Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to BorrowerStockholder.
Appears in 1 contract
Sources: Merger Agreement (Valueclick Inc/Ca)
Escrow Fund. At any time that Tenant is obligated under (a) Mortgagor shall, on the Lease first day of each calendar ----------- month, pay to pay the Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, Mortgagee one---twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Taxes payable, or estimated by Mortgagee to be payable, during the next twelve (12) months and also provide for an additional reserve equal to one-sixth (1/6th) of the Taxes payable (said amounts being hereinafter called the "Tax Escrow Fund, if any, .") ---------------
(b) The Tax Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower Mortgagor hereby pledges to Lender Mortgagee any and all monies now or hereafter deposited in the Tax Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender Mortgagee will apply the Tax Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 and 4.02 paragraph 4 hereof. If the amount of the Tax Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 paragraph 4 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Tax Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the Mortgaged Property. If the balance in the Tax Escrow Fund on the first day of the month which is one full month prior to the due date of any Taxes is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Insurance PremiumsTaxes, Borrower must promptly pay, or must cause Tenant Mortgagor shall pay to pay promptly, to LenderMortgagee, upon demand, an amount which Lender Mortgagee shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the occurrence of the Lease, if an Event of Default existsDefault, Lender Mortgagee may apply any sums then on deposit present in the Tax Escrow Fund to pay the payment of the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance PremiumsOther Charges;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Note, this Mortgage and the other Loan Documents, including,’ Protective Advances including without limitation, advances made by Lender. Mortgagee pursuant to the terms of this Mortgage.
(c) Until expended or applied as above provided, any amounts in the Tax Escrow Fund will shall constitute additional security for the Debt. The Tax Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Tax Escrow Fund will shall be payable or credited paid to BorrowerMortgagor, unless applicable law requires interest on the Tax Escrow Fund to be paid to Mortgagor. Any such required interest shall be deposited in the Tax Escrow Fund as additional security for the payment of the Debt.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under Mortgagor shall, at the Lease option of Mortgagee, pay to Mortgagee on the first day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay the Tax and Insurance Reserve Fund PaymentTaxes payable, Borrower shall pay or cause Tenant estimated by Mortgagee to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, next ensuing twelve (12) months and (b) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (said amounts in (a) and (b) above hereinafter called the "Escrow Fund"). The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower Mortgagor hereby pledges to Lender Mortgagee any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender Mortgagee will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 paragraphs 3 and 4.02 4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 paragraphs 3 and 4.02 4 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must Mortgagor shall promptly pay, or must cause Tenant pay to pay promptly, to LenderMortgagee, upon demand, an amount which Lender Mortgagee shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the occurrence of the Lease, if an Event of Default exists, Lender (hereinafter defined) Mortgagee may apply any sums then on deposit present in the Escrow Fund to pay the payment of the following items in any order in its sole uncontrolled discretion:
(i) Taxes and Impositions and Other Charges;
(ii) Insurance Premiums;
(iiiii) Interest on the unpaid principal balance of the Note;
(iiiiv) Amortization of the unpaid principal balance of the Note; or;
(ivv) All other sums payable pursuant to the Loan Note, this Mortgage and the Other Security Documents, including,’ Protective Advances including without limitation advances made by LenderMortgagee pursuant to the terms of this Mortgage. Until expended or applied as above provided, any amounts in the Escrow Fund will shall constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Escrow Fund will shall be payable or credited to BorrowerMortgagor.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under (a) Mortgagor shall, on the Lease first day of each calendar ----------- month, pay to pay the Tax and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, Mortgagee one---twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Taxes payable, or estimated by Mortgagee to be payable, during the next twelve (12) months and also provide for an additional reserve equal to one-sixth (1/6th) of the Taxes payable (said amounts being hereinafter called the "Tax Escrow Fund, if any, .") ---------------
(b) The Tax Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, will shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower Mortgagor hereby pledges to Lender Mortgagee any and all monies now or hereafter deposited in the Tax Escrow Fund as additional security to pay for the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) payment of the LeaseDebt. Lender Mortgagee will apply the Tax Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 and 4.02 paragraph 5 hereof. If the amount of the Tax Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 paragraph 5 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Tax Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the Mortgaged Property. If the balance in the Tax Escrow Fund on the first day of the month which is one full month prior to the due date of any Taxes is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes and Insurance PremiumsTaxes, Borrower must promptly pay, or must cause Tenant Mortgagor shall pay to pay promptly, to LenderMortgagee, upon demand, an amount which Lender Mortgagee shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the occurrence of the Lease, if an Event of Default existsDefault, Lender Mortgagee may apply any sums then on deposit present in the Tax Escrow Fund to pay the payment of the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance PremiumsOther Charges;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Note, this Mortgage and the other Loan Documents, including,’ Protective Advances including without limitation, advances made by Lender. Mortgagee pursuant to the terms of this Mortgage.
(c) Until expended or applied as above provided, any amounts in the Tax Escrow Fund will shall constitute additional security for the Debt. The Tax Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Tax Escrow Fund will shall be payable or credited paid to BorrowerMortgagor, unless applicable law requires interest on the Tax Escrow Fund to be paid to Mortgagor. Any such required interest shall be deposited in the Tax Escrow Fund as additional security for the payment of the Debt.
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under (a) Mortgagor shall pay to Mortgagee on the Lease closing date and thereafter monthly on the first (1st) day of each calendar month: (a) one-twelfth (1/12th) of an amount which would be sufficient to pay the Tax Taxes and Insurance Reserve Fund PaymentOther Charges payable, Borrower shall pay or cause Tenant reasonably estimated by Mortgagee to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, next ensuing twelve (12) months; and (b) one-twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in clauses (a) and (b) above, collectively, the "ESCROW FUND"). The Escrow Fund, if any, Fund and the payments monthly installments of principal and interest or principal or both, payable pursuant to under the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower Mortgagor to LenderMortgagee. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender Mortgagee will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 4 and 4.02 5 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 4 and 4.02 5 hereof, Lender will either Mortgagee shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in clauses (a) and Insurance Premiums(b) above, Borrower must Mortgagor shall promptly paypay to Mortgagee, or must cause Tenant to pay promptly, to Lender, upon within thirty (30) days following demand, an amount which Lender Mortgagee shall reasonably estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) Upon the occurrence of the Lease, if an Event of Default existsDefault, Lender Mortgagee may apply any sums then on deposit in comprising the Escrow Fund to pay the following items payment of the Debt in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on . To the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documentsextent permitted by applicable law, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by LenderMortgagee. No earnings or interest on the Escrow Fund will shall be payable to Mortgagor, unless required by applicable law.
(b) Mortgagee shall this day, or credited as soon hereafter as is practicable, establish and shall thereafter maintain the following interest-bearing escrow accounts at one or more federally insured institutions selected by Mortgagee (collectively, the "ACCOUNTS"), each of which shall be in Mortgagee's name and shall constitute additional security for Loan:
(i) Replacement Reserve Account, into which shall be deposited monthly on the first (1st) day of each calendar month: (A) from the thirteenth (13th) month of the Loan through the twenty-fourth (24th) month of the Loan, an amount equal to Borrower.one-twelfth (1/12th) of two percent (2%) of the Gross Revenues derived from the operation of the Property and (B) thereafter, for the balance of the Loan term, an amount equal to one-twelfth (1/12th) of four percent (4%) of the Gross Revenues derived from the operation of the Property, from which Mortgagor may request withdrawal from time to time on a semi-monthly basis to refurbish, repair or replace specified Personal Property at the Property, all as more particularly set forth in the Replacement Reserve Agreement (the "REPLACEMENT RESERVE ACCOUNT"); and
Appears in 1 contract
Escrow Fund. At any time that Tenant is obligated under the Lease to pay the Tax and Insurance Reserve Fund PaymentExcept as provided below, Borrower shall pay or cause Tenant to Lender on the first day of each calendar month (a) one twelfth of an amount which would be sufficient to pay same. Additionallythe Taxes payable, if at any time under the Lease, Borrower is obligated or estimated by Lender to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In additionbe payable, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-next ensuing twelve (12) months and (b) one twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts in (a) and (b) above shall be called the “Escrow Fund”). Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will timely apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall promptly return any excess to Borrower or credit such excess against future payments to be made to the Escrow FundBorrower. In allocating disbursing such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower. Notwithstanding the foregoing, Borrower shall not be required to make deposits to the Escrow Fund for Insurance Premiums pursuant to this Section 3.5 so long as (i) no Event of Default occurs and is continuing hereunder, (ii) Borrower pays all Insurance Premiums by no later than ten (10) Business Days prior to the delinquency thereof, and (iii) Borrower provides Lender paid receipts for the payment of the Insurance Premiums by no later than one (1) Business Day prior to the delinquency thereof. Upon the occurrence of a failure of any of the conditions specified in clauses (i) through (iii) above, Borrower shall, upon Lender’s demand therefor, commence making the deposits to the Escrow Fund for Insurance Premiums required pursuant to this Section 3.5 commencing with the next Monthly Payment Date (as defined in the Note), which payments shall continue until Borrower corrects each such failure.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (American Assets Trust, Inc.)
Escrow Fund. At any time that Tenant is obligated under the Lease option of Lender, Lender may require Mortgagor to establish an Escrow Fund (defined below) sufficient to discharge its obligations for the payment of Insurance Premiums and Taxes pursuant to Sections 3.3 and 3.4 hereof. Initial deposits of Taxes and Insurance Premiums shall be made by Mortgagor to Lender in amounts determined by Lender in its discretion on the date hereof to be held by Lender in escrow. Additionally, Mortgagor shall pay to Lender on the first day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay the Tax Taxes payable, or estimated by Lender to be payable, upon the due dates established by the appropriate taxing authority during the next ensuing twelve (12) months and Insurance Reserve Fund Payment, Borrower shall pay or cause Tenant to pay same. Additionally, if at any time under the Lease, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, Lender shall release such amounts from the Escrow Fund to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, (b) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The for the renewal of the coverage afforded by the Policies upon the expiration thereof (the initial deposits together with the amounts in (a) and (b) above shall be called the "Escrow Fund, if any, and the payments "). Mortgagor agrees to notify Lender immediately of interest or principal or both, payable pursuant any changes to the Noteamounts, will be added together schedules and must be paid as an aggregate sum by Borrower instructions for payment of any Taxes and Insurance Premiums of which it has obtained knowledge and authorizes Lender or its agent to Lenderobtain the bills for Taxes and Other Charges directly from the appropriate tax authority. Borrower pledges to Lender any and all monies now or hereafter deposited Provided there are sufficient amounts in the Escrow Fund as additional security and no Event of Default exists, Lender shall be obligated to pay the Debt subject to Tenant’s right to such monies, if any, Taxes and Insurance Premiums as set forth in subparagraph 13(e) they become due on their respective due dates on behalf of the Lease. Lender will apply Mortgagor by applying the Escrow Fund to pay the payments of such Taxes and Insurance Premiums required to be paid made by Mortgagor pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 3.3 and 4.02 3.4 hereof, Lender will either shall, in its discretion, return any excess to Borrower Mortgagor or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must Mortgagor shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall reasonably estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No Unless otherwise required by Applicable Law (defined in Section 3.0), no earnings or interest on the Escrow Fund will shall be payable or credited to BorrowerMortgagor.
Appears in 1 contract
Escrow Fund. At the Effective Time, without any time that Tenant is obligated under act of any Stockholder, Parent will deposit the Lease Escrow Amount into an escrow account with ▇▇▇▇▇ Fargo Bank, National Association, or such other escrow agent as may be reasonably acceptable to pay Parent and the Tax Company or the Stockholder Agent (the “Escrow Agent”), such deposit to establish and Insurance Reserve constitute the Escrow Fund. The Escrow Fund Paymentshall be governed by the terms set forth in this Section 7.2 and the Escrow Agreement in substantially the form of Exhibit I and shall be maintained at Parent’s and the Stockholders’ cost and expense, Borrower such cost to be borne one-half by Parent and one-half by the Stockholders. The cash portion of the Escrow Amount shall pay be deposited into an interest bearing account and any interest earned thereon interest shall be added to the Escrow Fund and available to cover Losses of Parent and its affiliates hereunder. Any distributions on the shares of Parent Common Stock other than regular cash dividends shall be held by the Escrow Agent and shall be deemed attached to the shares of Parent Common Stock to which they pertain. For applicable income tax purposes, any shares of Parent Common Stock or cause Tenant securities distributed in respect thereof shall be treated as owned by, and any dividends, interest or other income earned on the Escrow Fund shall be treated as income of, the Stockholder on whose behalf such securities or assets giving rise to pay samesuch interest or other income, as the case may be, are being held. AdditionallyThe Stockholders shall not have the right to sell, if at transfer, pledge, hypothecate or otherwise dispose of any time under cash or securities held in the LeaseEscrow Fund or any interest therein for so long as they are held in the Escrow Fund. Each Stockholder shall be entitled to vote the shares of Parent Common Stock held in the Escrow Fund for so long as they are held by the Escrow Agent, Borrower is obligated to return to Tenant pro rata based on the value of the shares of Parent Common Stock deposited in the Escrow Fund on behalf of such Stockholder. For purposes of determining the value of any amounts shares of Parent Common Stock included in the Escrow Fund, Lender each such share shall release such amounts from the Escrow Fund be deemed to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies pursuant to Section 4.01 hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policies. The Escrow Fund, if any, and the payments of interest or principal or both, payable pursuant have a value equal to the Note, will be added together and must be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay Taxes and Insurance Premiums required to be paid pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, to pay when due the Taxes and Insurance Premiums, Borrower must promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will be payable or credited to BorrowerAverage Closing Price.
Appears in 1 contract
Sources: Merger Agreement (Valueclick Inc/Ca)
Escrow Fund. At any time that Tenant is obligated under In addition to the Lease initial deposits with respect to pay Taxes and, if applicable, Insurance Premiums made by Borrower to Lender on the Tax and Insurance Reserve Fund Paymentdate hereof to be held by Lender in escrow, Borrower shall pay or cause Tenant to be paid to Lender on the first day of each calendar month (a) one-twelfth of an amount which would be sufficient to pay same. Additionallythe Taxes payable, or estimated by Lender to be payable, during the next ensuing twelve (12) months and (b) at the option of Lender, if at any time under the Leaseliability or casualty Policy maintained by Borrower covering the Property shall not constitute an approved blanket or umbrella Policy pursuant to Subsection 3.3(c) hereof, Borrower is obligated to return to Tenant any amounts in the Escrow Fund, or Lender shall release such amounts from the Escrow Fund require Borrower to Tenant in accordance with the terms of the Lease. In addition, during any period that Borrower is required to maintain Policies obtain a separate Policy pursuant to Section 4.01 Subsection 3.3(c) hereof, Borrower will also pay monthly to Lender, for deposit into the Escrow Fund, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums due on such Policiesfor the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts in (a) and (b) above shall be called the "Escrow Fund"). In the event Lender shall elect to collect payments in escrow for Insurance Premiums, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Escrow Fund to an amount which, together with anticipated monthly escrow payments, shall be sufficient to pay all Insurance Premiums and Taxes as they become due. Borrower agrees to notify Lender immediately of any changes to the amounts, schedules and instructions for payment of any Taxes and Insurance Premiums of which it has or obtains knowledge and authorizes Lender or its agent to obtain the bills for Taxes and Other Charges directly from the appropriate taxing authority. The Escrow Fund, if any, Fund and the payments of interest or principal or both, payable pursuant to the Note, will Note shall be added together and must shall be paid as an aggregate sum by Borrower to Lender. Borrower pledges to Lender any and all monies now or hereafter deposited in the Escrow Fund as additional security to pay the Debt subject to Tenant’s right to such monies, if any, as set forth in subparagraph 13(e) of the Lease. Lender will apply the Escrow Fund to pay payments of Taxes and Insurance Premiums required to be paid made by Borrower pursuant to Sections 4.01 and 4.02 hereof. If the amount of the Escrow Fund exceeds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 4.01 and 4.02 hereof, Lender will either shall, in its discretion, return any excess to Borrower or credit such excess against future payments to be made to the Escrow Fund. In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Mortgaged Property. If the Escrow Fund is not sufficient, in Lender’s judgment, sufficient to pay when due the Taxes items set forth in (a) and Insurance Premiums(b) above, Borrower must shall promptly pay, or must cause Tenant to pay promptly, to Lender, upon demand, an amount which Lender shall estimate as sufficient to make up the deficiency. Subject to Tenant’s rights set forth in subparagraph 13(e) of the Lease, if an Event of Default exists, Lender may apply any sums then on deposit in the Escrow Fund to pay the following items in any order in its sole discretion:
(i) Taxes and Impositions and Insurance Premiums;
(ii) Interest on the unpaid principal balance of the Note;
(iii) Amortization of the unpaid principal balance of the Note; or
(iv) All other sums payable pursuant to the Loan Documents, including,’ Protective Advances made by Lender. Until expended or applied as above provided, any amounts in the Escrow Fund will constitute additional security for the Debt. The Escrow Fund will shall not constitute a trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Escrow Fund will shall be payable or credited to Borrower.
Appears in 1 contract