Syndication Proceeds Clause Samples

Syndication Proceeds. (a) The Pledgor shall deposit in an account under the control of both the Pledgor and the Trustee (the “Rate Cap Deposit Account”), promptly (and in any event within two (2) Business Days) after receipt thereof, the Net Syndication Proceeds and any proceeds related thereto. The Rate Cap Deposit Account shall be subject to a deposit account control agreement among Pledgor, Trustee and a depository bank (reasonably acceptable to Trustee), in form and substance reasonably acceptable to Trustee. (b) In the event the amount of the Rate Cap Payment is greater than the net proceeds available to the Pledgor (after making the required paydowns of the Series B Bonds in accordance with the Deed of Trust), at the time the Pledgor or its subsidiary is required to purchase an interest rate cap, interest rate swap, or similar agreement (the “Rate Cap”) (as required by that certain Loan Agreement, dated as of May 1, 2020, among Deutsche Bank AG, New York Branch, Poonam Apartments LLC, Kimso Apartments LLC and ▇▇▇-▇▇▇ ▇▇▇▇ ▇▇▇▇ LLC), from the sales of the Notes and the ▇▇▇▇▇▇▇▇▇▇▇ Street Property (the “Rate Cap Payment Shortfall”), the Pledgor shall be permitted to withdraw funds in the Rate Cap Deposit Account up to the Rate Cap Payment Shortfall provided that such funds shall be used solely for the purposes of funding the purchase price of the Rate Cap. (c) The Pledgor shall not sell or otherwise dispose of any right to, or interest in, the Syndication Proceeds, or grant or permit to exist a Lien on such Syndication Proceeds other than Liens in favor of the Trustee. (d) Notwithstanding the foregoing, in the event any sums deposited into the Rate Cap Deposit Account are required, whether by applicable law or regulations, or by the terms of any agreements, to be returned to any person investing in DS 761 pursuant to the Syndication, such funds shall be promptly released for refund to such investor.