Common use of Withdrawals from Interest Reserve Account Clause in Contracts

Withdrawals from Interest Reserve Account. Provided that no Event of Default shall have occurred and be continuing, if on any Payment Date the funds available in the Cash Management Account are insufficient to pay the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment due on such Payment Date after satisfying all items with a higher priority pursuant to Section 2.6.2 hereof, Lender shall automatically, without the necessity of notifying, or 188 obtaining the approval of, any Borrower or any other Person, and without any Borrower’s request, apply a portion of the Interest Reserve Fund then on deposit to the payment of the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment or the portion of any of the foregoing for which funds in the Cash Management Account are insufficient as aforesaid, as applicable, and the Interest Reserve Fund shall be reduced by an equal amount (provided that notwithstanding anything to the contrary set forth herein, no funds on deposit in the Interest Reserve Account shall be applied to the payment of any Accrual Amounts). Borrowers expressly acknowledge and agree that no disbursements from the Interest Reserve Fund shall be made at any time during which an Event of Default has occurred and is continuing. Notwithstanding the foregoing, Borrowers expressly acknowledge and agree that in the event that on any day on which a Reduced Acquisition Loan Monthly Interest Payment and/or a Construction Loan Monthly Interest Payment is/are due and payable (a) an Event of Default has occurred and is continuing, Borrowers shall remain liable for the payment of all Reduced Acquisition Loan Monthly Interest Payments and Construction Loan Monthly Interest Payments as and when due, First Mezzanine Borrowers shall remain liable for the payment of all First Mezzanine Applicable Interest Payments as and when due, Second Mezzanine Borrowers shall remain liable for the payment of all Second Mezzanine Applicable Interest Payments as and when due, and Third Mezzanine Borrowers shall remain liable for the payment of all Third Mezzanine Applicable Interest Payments as and when due, or (b) the amount of such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment exceeds the Interest Reserve Fund then on deposit, Borrowers, First Mezzanine Borrowers and Second Mezzanine Borrowers, as applicable, shall remain liable for the difference between such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment, as applicable, and the Interest Reserve Fund then on deposit, such difference to be due and payable at the time the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and the Third Mezzanine Applicable Interest Payment are due and payable. Borrowers shall have the right, but not the obligation, to apply amounts on deposit in the Working Capital Reserve Fund with respect to any such difference or to make payments on account of any such difference with additional equity provided by Borrowers. Lender acknowledges that if Lender is obligated to apply Interest Reserve Funds to the payment of any Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment pursuant to this Section 7.4.2, then the failure of Borrowers to pay such Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment to the extent of such Interest Reserve Fund shall not be deemed an Event of Default.

Withdrawals from Interest Reserve Account. Provided that no Event of Default shall have occurred and be continuing, if on any Payment Date the funds available in the Cash Management Account are insufficient to pay the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Monthly Interest Payment, the Second Mezzanine Applicable Monthly Interest Payment and/or the Third 230 Mezzanine Applicable Monthly Interest Payment due on such Payment Date after satisfying all items with a higher priority pursuant to Section 2.6.2 2.6.2(b) hereof, Lender shall automatically, without the necessity of notifying, or 188 obtaining the approval of, any Borrower or any other Person, and without any Borrower’s request, apply a portion of the Interest Reserve Fund then on deposit to the payment of the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Monthly Interest Payment, the Second Mezzanine Applicable Monthly Interest Payment and/or the Third Mezzanine Applicable Monthly Interest Payment or the portion of any of the foregoing for which funds in the Cash Management Account are insufficient as aforesaid, as applicable, so long as following such disbursement the Interest Reserve Account shall have a balance at least equal to the Minimum Balance, and the Interest Reserve Fund shall be reduced by an equal amount (provided that notwithstanding anything to the contrary set forth herein, no funds on deposit in the Interest Reserve Account shall be applied to the payment of any Accrual Amounts)amount. Borrowers expressly acknowledge and agree that no disbursements from the Interest Reserve Fund shall be made at any time during which an Event of Default has occurred and is continuingcontinuing and/or at any time to the extent that such disbursement would cause the balance of the Interest Reserve Fund to be less than the Minimum Balance. Notwithstanding the foregoing, Borrowers expressly acknowledge and agree that in the event that on any day on which a Reduced Acquisition Loan Monthly Interest Payment and/or a Construction Loan Monthly Interest Payment is/are due and payable (a) an Event of Default has occurred and is continuing, Borrowers shall remain liable for the payment of all Reduced Acquisition Loan Monthly Interest Payments and Construction Loan Monthly Interest Payments as and when due, First Mezzanine Borrowers shall remain liable for the payment of all First Mezzanine Applicable Monthly Interest Payments as and when due, Second Mezzanine Borrowers shall remain liable for the payment of all Second Mezzanine Applicable Monthly Interest Payments as and when due, and Third Mezzanine Borrowers shall remain liable for the payment of all Third Mezzanine Applicable Monthly Interest Payments as and when due, or (b) the amount of such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Monthly Interest Payment, Second Mezzanine Applicable Monthly Interest Payment and/or Third Mezzanine Applicable Monthly Interest Payment exceeds the Interest Reserve Fund then on depositdeposit (not including the Minimum Balance), Borrowers, First Mezzanine Borrowers and Second Mezzanine Borrowers, as applicable, shall remain liable for the difference between such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Monthly Interest Payment, Second Mezzanine Applicable Monthly Interest Payment and/or Third Mezzanine Applicable Monthly Interest Payment, as applicable, and the Interest Reserve Fund then on depositdeposit (not including the Minimum Balance), such difference to be due and payable at the time the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Monthly Interest Payment, the Second Mezzanine Applicable Monthly Interest Payment and the Third Mezzanine Applicable Monthly Interest Payment are due and payable. Borrowers shall have the right, but not the obligation, to apply amounts on deposit in the Working Capital Reserve Fund with respect to any such difference or to make payments on account of any such difference with additional equity provided by Borrowers. Lender acknowledges that if Lender is obligated to apply Interest Reserve Funds to the payment of any Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment pursuant to this Section 7.4.2, then the failure of Borrowers to pay such Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment to the extent of such Interest Reserve Fund (not including the Minimum Balance) shall not be deemed an Event of Default.

Withdrawals from Interest Reserve Account. Provided that no Event of Default shall have occurred and be continuing, if on any Payment Date the funds available in the Cash Management Account are insufficient to pay the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment due on such Payment Date after satisfying all items with a higher priority pursuant to Section 2.6.2 hereofDate, Lender shall automatically, without the necessity of notifying, or 188 obtaining the approval of, any Borrower or any other Person, and without any Borrower’s request, apply a portion of the Interest Reserve Fund then on deposit to the payment of the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment or the portion of any of the foregoing thereof for which funds in the Cash Management Account are insufficient as aforesaid, as applicable, and the Interest Reserve Fund shall be reduced by an equal amount (provided that notwithstanding anything to the contrary set forth herein, no funds on deposit in the Interest Reserve Account shall be applied to the payment of any Accrual Amounts)amount. Borrowers Borrower expressly acknowledge acknowledges and agree agrees that no disbursements from the Interest Reserve Fund shall be made at any time during which an Event of Default has occurred and is continuing. Notwithstanding the foregoing, Borrowers Borrower expressly acknowledge acknowledges and agree agrees that in the event that on any day on which a Reduced Acquisition Loan Monthly Interest Payment and/or a Construction Loan Monthly Interest Payment is/are is due and payable (a) an Event of Default has occurred and is continuing, Borrowers Borrower shall remain liable for the payment of all Reduced Acquisition Loan Monthly Interest Payments and Construction Loan Monthly Interest Payments as and when due, First Mezzanine Borrowers shall remain liable for the payment of all First Mezzanine Applicable Interest Payments as and when due, Second Mezzanine Borrowers shall remain liable for the payment of all Second Mezzanine Applicable Interest Payments as and when due, and Third Mezzanine Borrowers shall remain liable for the payment of all Third Mezzanine Applicable Interest Payments as and when due, or (b) the amount of such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment exceeds the Interest Reserve Fund then on deposit, Borrowers, First Mezzanine Borrowers and Second Mezzanine Borrowers, as applicable, Borrower shall remain liable for the difference between such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment, as applicable, and the Interest Reserve Fund then on deposit, such difference to be due and payable at the time the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and the Third Mezzanine Applicable Interest Payment are is due and payable. Borrowers shall have the right, but not the obligation, to apply amounts on deposit in the Working Capital Reserve Fund with respect to any such difference or to make payments on account of any such difference with additional equity provided by Borrowers. Lender acknowledges that if Lender is obligated to apply Interest Reserve Funds to the payment of any Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment pursuant to this Section 7.4.27.2.2, then the failure of Borrowers Borrower to pay such Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment to the extent of such Interest Reserve Fund shall not be deemed an Event of Default.

Withdrawals from Interest Reserve Account. Provided that no Event of Default shall have occurred and be continuing, if on any Payment Date the funds available in the Cash Management Account are insufficient to pay the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment due on such Payment Date after satisfying all items with a higher priority pursuant to Section 2.6.2 2.6.2(b) hereof, Lender shall automatically, without the necessity of notifying, or 188 obtaining the approval of, any Borrower or any other Person, and without any Borrower’s request, apply a portion of the Interest Reserve Fund then on deposit to the payment of the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and/or the Third Mezzanine Applicable Interest Payment or the portion of any of the foregoing thereof for which funds in the Cash Management Account are insufficient as aforesaid, as applicable, so long as following such disbursement the Interest Reserve Account shall have a 199 balance at least equal to the Minimum Balance, and the Interest Reserve Fund shall be reduced by an equal amount (provided that notwithstanding anything to the contrary set forth herein, no funds on deposit in the Interest Reserve Account shall be applied to the payment of any Accrual Amounts)amount. Borrowers expressly acknowledge and agree that no disbursements from the Interest Reserve Fund shall be made at any time during which an Event of Default has occurred and is continuingcontinuing and/or at any time to the extent that such disbursement would cause the balance of the Interest Reserve Fund to be less than the Minimum Balance. Notwithstanding the foregoing, Borrowers expressly acknowledge and agree that in the event that on any day on which a Reduced Acquisition Loan Monthly Interest Payment and/or a Construction Loan Monthly Interest Payment is/are is due and payable (a) an Event of Default has occurred and is continuing, Borrowers shall remain liable for the payment of all Reduced Acquisition Loan Monthly Interest Payments and Construction Loan Monthly Interest Payments as and when due, First Mezzanine Borrowers shall remain liable for the payment of all First Mezzanine Applicable Interest Payments as and when due, Second Mezzanine Borrowers shall remain liable for the payment of all Second Mezzanine Applicable Interest Payments as and when due, and Third Mezzanine Borrowers shall remain liable for the payment of all Third Mezzanine Applicable Interest Payments as and when due, or (b) the amount of such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment exceeds the Interest Reserve Fund then on depositdeposit (not including the Minimum Balance), Borrowers, First Mezzanine Borrowers and Second Mezzanine Borrowers, as applicable, shall remain liable for the difference between such Reduced Acquisition Loan Monthly Interest Payment, Construction Loan Monthly Interest Payment, First Mezzanine Applicable Interest Payment, Second Mezzanine Applicable Interest Payment and/or Third Mezzanine Applicable Interest Payment, as applicable, and the Interest Reserve Fund then on depositdeposit (not including the Minimum Balance), such difference to be due and payable at the time the Reduced Acquisition Loan Monthly Interest Payment, the Construction Loan Monthly Interest Payment, the First Mezzanine Applicable Interest Payment, the Second Mezzanine Applicable Interest Payment and the Third Mezzanine Applicable Interest Payment are is due and payable. Borrowers shall have the right, but not the obligation, to apply amounts on deposit in the Working Capital Reserve Fund with respect to any such difference or to make payments on account of any such difference with additional equity provided by Borrowers. Lender acknowledges that if Lender is obligated to apply Interest Reserve Funds to the payment of any Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan the Monthly Interest Payment pursuant to this Section 7.4.2, then the failure of Borrowers to pay such Reduced Acquisition Loan Monthly Interest Payment and/or Construction Loan Monthly Interest Payment to the extent of such Interest Reserve Fund (not including the Minimum Balance) shall not be deemed an Event of Default.