Common use of Impound Account Clause in Contracts

Impound Account. 4.4.1 Notwithstanding any provision of this Lease to the contrary, at any time during the Term, Landlord may elect to pay Impositions directly and/or carry insurance pursuant to Section 13 below and require that Tenant make monthly deposits for Landlord’s insurance premiums. If Landlord makes such election, Landlord shall notify Tenant thereof, and Tenant shall pay to Landlord all Impositions and/or insurance premiums as provided below. 4.4.2 Tenant shall deposit into an impound account as directed by Landlord (the “Impound Account”), (a) at the time each payment of Minimum Rent is due by Tenant under this Lease, an amount equal to one-twelfth of (i) Tenant’s estimated annual Impositions relating to real estate and personal property taxes, of every kind and nature, required pursuant to Section 4.1, and (ii) the estimated amount of insurance premiums required to procure the insurance coverage required to be maintained (or paid for) by Tenant pursuant to Section 13 below; and (b) within thirty (30) days following Landlord’s election under Section 4.4.1, such amounts, when considered with the monthly payments to be made by Tenant pursuant to this Section, as may reasonably be required to pay the full amount of such Impositions and insurance premiums at the time the same become next due, all as reasonably determined by Landlord. The estimated amounts described in clauses (a) and (b) of the preceding sentence shall be established by Landlord in its reasonable discretion and may be adjusted from time to time by Landlord in its reasonable discretion. The cost of administering the Impound Account shall be paid by Tenant. 4.4.3 At the time any payment of Impositions and/or insurance premiums for the insurance coverages required pursuant to Section 13 below is due, and upon request by Tenant, accompanied by copies of all tax bills, invoices or other evidence reasonably satisfactory to Landlord of the amounts so due, Landlord shall apply funds on deposit with Landlord in the Impound Account to the appropriate amount due to the appropriate taxing authority and/or insurance provider: provided, however, that (a) Landlord shall have no obligation (i) to deliver funds in excess of the total amount of funds held in the Impound Account, or (ii) to apply sums deposited for taxes to payment of insurance or sums deposited for insurance to payment of taxes, (b) if the deposits in the Impound Account are insufficient to pay the amount due, Tenant shall be obligated to fund any shortfall upon demand; and (c) upon the occurrence of an Event of Default, Landlord shall not be obligated to make such payments, but may instead apply funds in the Impound Account to payment of Tenant’s other obligations under this Lease in such order as Landlord may determine. 4.4.4 No amount deposited with Landlord or into an Impound Account established pursuant to this Section shall be or be deemed to be escrow or trust funds. At Landlord’s option and in Landlord’s discretion, any amounts deposited with Landlord may be either held in a separate account or commingled by Landlord with the general funds of Landlord. Tenant shall not be entitled to interest on funds deposited with Landlord or contained in any Impound Account established pursuant to this Section. Any amounts deposited with Landlord or contained in any Impound Account established pursuant to this Section shall be solely for the protection of Landlord and the Premises and entail no responsibility on Landlord’s part beyond the application of such amounts as provided above. 4.4.5 In the event of a transfer of Landlord’s interest in the Premises or an assignment of Landlord’s interest in this Lease, Landlord shall have the right to transfer to the transferee the amounts deposited by Tenant in the Impound Account, and thereupon without any further agreement between the parties, Landlord shall be released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of such amounts to such a transferee/assignee. The amounts deposited by Tenant with Landlord or in any Impound Account established by Landlord pursuant to this Section may also be assigned as security in connection with a Mortgage. 4.4.6 Any refund due from any taxing authority in respect of any Imposition funded from the Impound Account shall be paid over to Tenant if no Event of Default shall have occurred and this Lease has terminated. Otherwise, any such other refund shall be paid over to, or retained by, Landlord and applied (a) if no Event of Default exists and this Lease has not terminated, to the payment future Impositions; or (b) if an Event of Default exists, to the payment of Tenant’s obligations under this Lease in such order of priority as Landlord shall determine.

Impound Account. 4.4.1 Notwithstanding any provision of this Lease to the contraryLessor may, at any time during the Termits option to be exercised by thirty (30) days’ written notice to Lessee, Landlord may elect require Lessee to pay Impositions directly and/or carry insurance pursuant to Section 13 below and require that Tenant make monthly deposits for Landlord’s insurance premiums. If Landlord makes such electiondeposit, Landlord shall notify Tenant thereof, and Tenant shall pay to Landlord all Impositions and/or insurance premiums as provided below. 4.4.2 Tenant shall deposit into an impound account as directed by Landlord (the “Impound Account”), (a) at the time each of any payment of Minimum Rent is due by Tenant under this LeaseRent, an amount equal to one-twelfth (1/12) of (i) TenantLessee’s estimated annual Impositions relating to real estate and personal property taxes, of every kind and nature, required pursuant to Section 4.1, and (ii) the 4.1 plus one-twelfth of Lessee’s estimated amount of annual insurance premiums required to procure the insurance coverage required to be maintained (or paid for) by Tenant pursuant to Section 13 below; and (b) within thirty (30) days following Landlord’s election under Section 4.4.1, such amounts, when considered 4.3 with the monthly payments Lessor or into an impound account as directed by Lessor. Lessor shall not be required to be made keep any amounts deposited by Tenant Lessee with Lessor pursuant to this SectionSection separate from its general funds. Such amounts shall be applied to the payment of the obligations in respect of which said amounts were deposited in such order of priority as Lessor shall determine, as may reasonably be required to pay on or before the full amount of such Impositions and insurance premiums at the time respective dates on which the same or any of them would become next due, all as reasonably determined by Landlord. The estimated amounts described in clauses (a) and (b) of the preceding sentence shall be established by Landlord in its reasonable discretion and may be adjusted from time to time by Landlord in its reasonable discretiondelinquent. The cost of administering the Impound Account any such impound account shall be paid by TenantLessee. 4.4.3 At the time any payment 4.4.2 So long as no Event of Impositions and/or insurance premiums for the insurance coverages required pursuant to Section 13 below is due, and upon request by Tenant, accompanied by copies of all tax bills, invoices or other evidence reasonably satisfactory to Landlord of the amounts so due, Landlord shall apply funds on deposit with Landlord in the Impound Account to the appropriate amount due to the appropriate taxing authority and/or insurance provider: provided, however, that (a) Landlord shall have no obligation (i) to deliver funds in excess of the total amount of funds held in the Impound AccountDefault, or (ii) to apply sums deposited for taxes to payment any event which, with notice or lapse of insurance time or sums deposited for insurance to payment of taxesboth, (b) if the deposits in the Impound Account are insufficient to pay the amount due, Tenant shall be obligated to fund any shortfall upon demand; and (c) upon the occurrence of would constitute an Event of Default, Landlord has occurred hereunder, the amounts deposited by Lessee pursuant to Section 4.4.1 shall not accrue interest at a rate equal to (a) if such amounts are deposited into an impound account, the rate of interest received by Lessor from time to time on the amounts deposited in such impound account and (b) if such amounts are commingled with Lessor’s general funds, the rate of interest received by Lessor from time to time on the funds held by Lessor in its deposit accounts, and such accrued interest shall be obligated applied by Lessor to make such payments, but may instead apply funds in the Impound Account to payment of TenantLessee’s other obligations under this Lease in such order as Landlord may determine. 4.4.4 No amount deposited with Landlord or into an Impound Account established annual taxes required pursuant to this Section shall be or be deemed to be escrow or trust funds. At Landlord4.1 and/or Lessee’s option and in Landlord’s discretion, any amounts deposited with Landlord may be either held in a separate account or commingled by Landlord with the general funds of Landlord. Tenant shall not be entitled to interest on funds deposited with Landlord or contained in any Impound Account established insurance premiums required pursuant to this SectionSection 4.3, as Lessor shall determine. Any amounts deposited with Landlord or contained in any Impound Account established pursuant to this Section shall be solely for the protection of Landlord and the Premises and entail no responsibility on Landlord’s part beyond the application of such amounts as provided above. 4.4.5 In the event of a transfer of LandlordLessor’s interest in the Premises or an assignment of Landlord’s interest in this LeaseLeased Property, Landlord Lessor shall have the right to transfer to the transferee the amounts deposited by Tenant Lessee with Lessor or in any impound account established by Lessor pursuant to Section 4.4.1 on account of the Impound Account, taxes and insurance premiums and thereupon shall, without any further agreement between the parties, Landlord shall be released by Tenant Lessee from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of such amounts to such a transferee/assigneenew Lessor. The amounts deposited by Tenant Lessee with Landlord Lessor or in any Impound Account impound account established by Landlord Lessor pursuant to this Section 4.4.1 may also be assigned as security in connection with a Facility Mortgage. 4.4.6 Any refund due 4.4.3 Nothing contained in this Section 4.4 shall be deemed to affect any right or remedy of Lessor hereunder. In addition, nothing contained in this Section 4.4 shall entitle Lessee to any interest on any amounts funded by Lessee into any Facility Mortgage Reserve Account pursuant to Section 35.3 below; provided, however, that Lessor shall apply any interest actually received from any taxing authority in respect a Facility Mortgagee on account of any Imposition amounts funded from the Impound by Lessee into any Facility Mortgage Reserve Account shall be paid over to Tenant if no Event of Default shall have occurred and this Lease has terminated. Otherwise, any such other refund shall be paid over to, or retained by, Landlord and applied (a) if no Event of Default exists and this Lease has not terminated, to the payment future Impositions; or (b) if an Event of Default exists, to the payment of TenantLessee’s obligations under this Lease in such order of priority annual taxes required pursuant to Section 4.1 and/or Lessee’s insurance premiums required pursuant to Section 4.3, as Landlord Lessor shall determine.

Impound Account. 4.4.1 Notwithstanding any provision of this Lease to the contraryLessor may, at any time during the Termits option to be exercised by thirty (30) days’ written notice to Lessee, Landlord may elect require Lessee to pay Impositions directly and/or carry insurance pursuant to Section 13 below and require that Tenant make monthly deposits for Landlord’s insurance premiums. If Landlord makes such electiondeposit, Landlord shall notify Tenant thereof, and Tenant shall pay to Landlord all Impositions and/or insurance premiums as provided below. 4.4.2 Tenant shall deposit into an impound account as directed by Landlord (the “Impound Account”), (a) at the time each of any payment of Minimum Rent is due by Tenant under this LeaseRent, an amount equal to one-twelfth (1/12) of (i) TenantLessee’s estimated annual Impositions relating to real estate and personal property taxes, of every kind and nature, required pursuant to Section 4.1, and (ii) the 4.1 plus one-twelfth of Lessee’s estimated amount of annual insurance premiums required to procure the insurance coverage required to be maintained (or paid for) by Tenant pursuant to Section 13 below; and (b) within thirty (30) days following Landlord’s election under Section 4.4.1, such amounts, when considered 4.3 with the monthly payments Lessor or into an impound account as directed by Lessor. Lessor shall not be required to be made keep any amounts deposited by Tenant Lessee with Lessor pursuant to this SectionSection separate from its general funds. Such amounts shall be applied to the payment of the obligations in respect of which said amounts were deposited in such order of priority as Lessor shall determine, as may reasonably be required to pay on or before the full amount of such Impositions and insurance premiums at the time respective dates on which the same or any of them would become next due, all as reasonably determined by Landlord. The estimated amounts described in clauses (a) and (b) of the preceding sentence shall be established by Landlord in its reasonable discretion and may be adjusted from time to time by Landlord in its reasonable discretiondelinquent. The cost of administering the Impound Account any such impound account shall be paid by TenantLessee. 4.4.3 At the time any payment 4.4.2 So long as no Event of Impositions and/or insurance premiums for the insurance coverages required pursuant to Section 13 below is due, and upon request by Tenant, accompanied by copies of all tax bills, invoices or other evidence reasonably satisfactory to Landlord of the amounts so due, Landlord shall apply funds on deposit with Landlord in the Impound Account to the appropriate amount due to the appropriate taxing authority and/or insurance provider: provided, however, that (a) Landlord shall have no obligation (i) to deliver funds in excess of the total amount of funds held in the Impound AccountDefault, or (ii) to apply sums deposited for taxes to payment any event which, with notice or lapse of insurance time or sums deposited for insurance to payment of taxesboth, (b) if the deposits in the Impound Account are insufficient to pay the amount due, Tenant shall be obligated to fund any shortfall upon demand; and (c) upon the occurrence of would constitute an Event of Default, Landlord has occurred hereunder, the amounts deposited by Lessee pursuant to Section 4.4.1 shall not accrue interest at a rate equal to (a) if such amounts are deposited into an impound account, the rate of interest received by Lessor from time to time on the amounts deposited in such impound account and (b) if such amounts are commingled with Lessor’s general funds, the rate of interest received by Lessor from time to time on the funds held by Lessor in its deposit accounts, and such accrued interest shall be obligated applied by Lessor to make such payments, but may instead apply funds in the Impound Account to payment of TenantLessee’s other obligations under this Lease in such order as Landlord may determine. 4.4.4 No amount deposited with Landlord or into an Impound Account established annual taxes required pursuant to this Section shall be or be deemed to be escrow or trust funds. At Landlord4.1 and/or Lessee’s option and in Landlord’s discretion, any amounts deposited with Landlord may be either held in a separate account or commingled by Landlord with the general funds of Landlord. Tenant shall not be entitled to interest on funds deposited with Landlord or contained in any Impound Account established insurance premiums required pursuant to this SectionSection 4.3, as Lessor shall determine. Any amounts deposited with Landlord or contained in any Impound Account established pursuant to this Section shall be solely for the protection of Landlord and the Premises and entail no responsibility on Landlord’s part beyond the application of such amounts as provided above. 4.4.5 In the event of a transfer of LandlordLessor’s interest in the Premises or an assignment Leased Property of Landlord’s interest in this Leaseany Facility, Landlord Lessor shall have the right to transfer to the transferee the amounts deposited by Tenant Lessee with Lessor or in any impound account established by Lessor pursuant to Section 4.4.1 on account of the Impound Account, taxes and insurance premiums relating to such Facility and thereupon shall, without any further agreement between the parties, Landlord shall be released by Tenant Lessee from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of such amounts to such a transferee/assigneenew Lessor. The amounts deposited by Tenant Lessee with Landlord Lessor or in any Impound Account impound account established by Landlord Lessor pursuant to this Section 4.4.1 may also be assigned as security in connection with a Facility Mortgage. 4.4.6 Any refund due 4.4.3 Nothing contained in this Section 4.4 shall be deemed to affect any right or remedy of Lessor hereunder. In addition, nothing contained in this Section 4.4 shall entitle Lessee to any interest on any amounts funded by Lessee into any Facility Mortgage Reserve Account pursuant to Section 35.3 below; provided, however, that Lessor shall apply any interest actually received from any taxing authority in respect a Facility Mortgagee on account of any Imposition amounts funded from the Impound by Lessee into any Facility Mortgage Reserve Account shall be paid over to Tenant if no Event of Default shall have occurred and this Lease has terminated. Otherwise, any such other refund shall be paid over to, or retained by, Landlord and applied (a) if no Event of Default exists and this Lease has not terminated, to the payment future Impositions; or (b) if an Event of Default exists, to the payment of TenantLessee’s obligations under this Lease in such order of priority annual taxes required pursuant to Section 4.1 and/or Lessee’s insurance premiums required pursuant to Section 4.3, as Landlord Lessor shall determine.

Impound Account. 4.4.1 Notwithstanding any provision of this Lease to the contrary, at any time during the Term, Landlord may elect to pay Impositions directly and/or carry insurance pursuant to Section 13 below and require that Tenant make monthly deposits for Landlord’s insurance premiumsdirectly. If Landlord makes such election, Landlord shall notify Tenant thereof, and Tenant shall pay to Landlord all Impositions and/or insurance premiums as provided below. 4.4.2 Tenant shall deposit into an impound account with a third party lender as directed by Landlord, for which Landlord is a co-signatory (the “Impound Account”), ) (a) at the time each payment of Minimum Rent is due by Tenant under this Lease, an amount equal to one-twelfth of (i) Tenant’s estimated annual Impositions relating to real estate and personal property taxes, of every kind and nature, required pursuant to Section 4.1, and (ii) the estimated amount of insurance premiums required to procure the insurance coverage required to be maintained (or paid for) by Tenant pursuant to Section SECTION 13 below; and (bB) within thirty (30) days following Landlord’s election under Section 4.4.1, such amounts, when considered with the monthly payments to be made by Tenant pursuant to this Section, as may reasonably be required to pay the full amount of such Impositions and insurance premiums at the time the same become next due, all as reasonably determined by Landlord. The estimated amounts described in clauses (a) and (b) of the preceding sentence shall be established by Landlord in its reasonable discretion and may be adjusted from time to time by Landlord in its reasonable discretion. The cost of administering the Impound Account shall be paid by Tenant. 4.4.3 At the time any payment of Impositions and/or insurance premiums for the insurance coverages required pursuant to Section SECTION 13 below is due, and upon request by Tenant, accompanied by copies of all tax bills, invoices or other evidence reasonably satisfactory to Landlord of the amounts so due, Landlord shall apply funds on deposit with Landlord in the Impound Account to the appropriate amount due to the appropriate taxing authority and/or insurance provider: provided, however, that (a) Landlord shall have no obligation (i) to deliver funds in excess of the total amount of funds held in the Impound Account, or (ii) to apply sums deposited for taxes to payment of insurance or sums deposited for insurance to payment of taxes, (bii) if the deposits in the Impound Account are insufficient to pay the amount due, Tenant shall be obligated to fund any shortfall upon demand; and (ciii) upon the occurrence of an Event of Default, Landlord shall not be obligated to make such payments, but may instead apply funds in the Impound Account to payment of Tenant’s other obligations under this Lease in such order as Landlord may determine. 4.4.4 No amount deposited with Landlord or into an Impound Account established pursuant to this Section shall be or be deemed to be escrow or trust funds. At Landlord’s option and in Landlord’s discretion, any amounts deposited with Landlord may be either held in a separate account or commingled by Landlord with the general funds of Landlord. Tenant shall not be entitled to interest on funds deposited with Landlord or contained in any Impound Account established pursuant to this Section. Any amounts deposited with Landlord or contained in any Impound Account established pursuant to this Section shall be solely for the protection of Landlord and the Premises and entail no responsibility on Landlord’s part beyond the application of such amounts as provided above. 4.4.5 In the event of a transfer of Landlord’s interest in the Premises or an assignment of Landlord’s interest in this Lease, Landlord Landlord’s successor shall have the right to transfer to the transferee the amounts deposited by Tenant in become a co-signatory on the Impound Account, and thereupon without any further agreement between the parties, Landlord shall be released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of such amounts to such a transferee/assignee. The amounts deposited by Tenant with Landlord or in any Impound Account established by Landlord pursuant to this Section may also be assigned by Landlord as security in connection with a Mortgage. 4.4.6 Any refund due from any taxing authority in respect of any Imposition funded from the Impound Account shall be paid over to Tenant if no Event of Default shall have occurred and this Lease has terminated. Otherwise, any such other refund shall be paid over to, or retained by, Landlord in the Impound Account and applied (a) if no Event of Default exists and this Lease has not terminated, to the payment future Impositions; or (b) if an Event of Default exists, to the payment of Tenant’s obligations under this Lease in such order of priority as Landlord shall determine.