Common use of Rights on Default Clause in Contracts

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon during the occurrence continuance of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 311, upon the occurrence of an Event of Default, Lender shall promptly notify Property Clearing Account Bank and Lockbox Deposit Account Bank in writing of such Event of Default and, without notice from Property Clearing Account Bank, Lockbox Deposit Account Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Deposit Account Bank or Property Clearing Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Deposit Account Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Deposit Account Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (cC) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgage, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgage, Lender may apply any or all amounts on deposit in the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, to the payment of the DebtDebt in such order of priority as Lender shall determine.

Rights on Default. Notwithstanding anything to the contrary contained in this Article 3Agreement or the other Loan Documents, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property each Eligible Institution at which any Account Bank and Lockbox Bank has been established, in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank Lender or Lenderany such Eligible Institution to Borrower, (a) Borrower shall have no further right rights in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank any such Eligible Institution to transfer from) the Accounts, (b) Lender may direct Lockbox Account any such Eligible Institution to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Banksuch Eligible Institution, as agent for Lender, or Lender Lender, to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, UCC and (d) Lender may apply the amounts Account Collateral to the payment of the Debt, in such Accounts order, manner, amounts, times and priority as Lender determines in its sole discretion including, but not limited to, determines (including to the payment of the Debtitems for which the Reserve Funds or the Triggering Event Period Reserve Funds were established, if Lender so elects in its sole discretion), and such reserved rights shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly may notify Property Account Lockbox Bank and Lockbox Cash Management Bank in writing of such Event of Default and, without notice from Property Account Lockbox Bank, Lockbox Cash Management Bank or Lender, (a) Borrower shall have no further right rights in respect of (including, without limitation, including the right to instruct Lockbox Bank or Property Account Cash Management Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account Cash Management Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Cash Management Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower and Operating Lessee shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt. If Lender in its sole discretion expressly waives in writing any Event of Default, Borrower’s rights hereunder and under the other Loan Documents, shall be reinstated in full following such waiver.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary contained in this Article 3Agreement or the other Loan Documents, upon the occurrence of an Event of Default, Lender shall promptly notify Property each institution at which any Account, the Approved Operating Account, and the Approved FF&E Account Bank and Lockbox Bank has been established, in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank Lender or Lenderany such institution to Borrower or Operating Lessee, (a) Borrower and Operating Lessee shall have no further right rights in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank any such institution to transfer from) the Accounts, the Approved Operating Account, or the Approved FF&E Account, except that Approved Manager shall be permitted to make withdrawals from the Approved Operating Account and the Approved FF&E Account in accordance with the terms of the Approved Management Agreement, subject to the terms of the Assignment of Management Agreement, (b) Lender may direct Lockbox Account any such institution to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents Documents, or to enable Lockbox Banksuch Eligible Institution, as agent for Lender, or Lender Lender, to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account ATLANTA 0000000.10 or any Account Collateral, the Approved Operating Account, or the Approved FF&E Account, except that Approved Manager shall be permitted to make withdrawals from the Approved Operating Account and the Approved FF&E Account in accordance with the terms of the Approved Management Agreement, subject to the terms of the Assignment of Management Agreement (c) Lender shall have all rights and remedies with respect to Account Collateral, the Accounts and the amounts on deposit therein and the Approved FF&E Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, UCC and (d) Lender may apply the amounts Account Collateral, and the funds in the Approved FF&E Account to the payment of the Debt, in such Accounts order, manner, amounts, times and priority as Lender determines in its sole discretion including, but not limited to, determines (including to the payment of the Debtitems for which the Reserve Funds or the Excess Cash Reserve Funds were established, if Lender so elects in its sole discretion), and such reserved rights shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents, except that Approved Manager shall be permitted to make withdrawals from the Approved Operating Account and the Approved FF&E Account in accordance with the terms of the Approved Management Agreement, subject to the terms of the Assignment of Management Agreement.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender Administrative Agent shall promptly notify each Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from any Property Account Bank, Lockbox Bank or LenderAdministrative Agent, (a) Borrower Borrowers shall continue to have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender Administrative Agent may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender Administrative Agent may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for LenderAdministrative Agent, or Lender Administrative Agent to exercise and enforce LenderAdministrative Agent’s or Lenders rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender Administrative Agent shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgages, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgages, Lender Administrative Agent may apply the amounts of such Accounts in such order as Lender Administrative Agent determines in its Administrative Agent’s sole discretion including, but not limited to, payment of the DebtObligations.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify each Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from any Property Account Bank, Lockbox Bank or Lender, (a) Borrower and Operating Lessee shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or any Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender Administrative Agent shall promptly notify Property Account Bank each Manager and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, and (a) Borrower Borrowers shall have no further right in respect of (including, without limitation, the right to instruct any Lockbox Bank or Property Account Bank Manager to transfer from) the Accounts, (b) Lender Administrative Agent may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender Administrative Agent may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for LenderAdministrative Agent, or Lender Administrative Agent to exercise and enforce LenderAdministrative Agent’s or the Lenders rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender Administrative Agent is authorized to endorse, in the name of the applicable Borrower, any item howsoever received by Administrative Agent, representing any payment on or other proceeds of any Account Collateral, and (d) Administrative Agent shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgages, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgages, Lender Administrative Agent may apply the amounts of such Accounts as Lender Administrative Agent determines in its sole discretion including, but not limited to, payment of the DebtObligations. Upon the occurrence of an Event of Default, each Borrower hereby appoints Administrative Agent (and any Person Administrative Agent may designate) as its attorney-in-fact to accomplish the purposes of this Article III hereof, including without limitation the entry into a Lockbox Agreement under Section 3.01(b) hereof, and taking any action and executing or completing any instrument that Administrative Agent may reasonably deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender shall may promptly notify Property Collection Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Collection Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right right, if any, to instruct Lockbox Collection Account Bank or Property Account Lockbox Bank to transfer from) the Accounts, (b) Lender may direct Collection Account Bank and Lockbox Account Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Collection Account Bank and/or Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentPledge Agreements, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentPledge Agreements or the Debt Guaranty, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3Section 3.4, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower and Operating Lessee shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary contained in this Article 3Agreement or the other Loan Documents, upon the occurrence of an Event of Default, Lender shall promptly notify Property each Eligible Institution at which any Account Bank and Lockbox Bank has been established, in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank Lender or Lenderany such Eligible Institution to Borrower, (a) Borrower shall have no further right rights in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank any such Eligible Institution to transfer from) the Accounts, (b) Lender may direct Lockbox Account any such Eligible Institution to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents Documents, or to enable Lockbox Banksuch Eligible Institution, as agent for Lender, or Lender Lender, to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security Instrument, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security Instrument, UCC and (d) Lender may apply the amounts Account Collateral to the payment of the Debt, in such Accounts order, manner, amounts, times and priority as Lender determines in its sole discretion including, but not limited to, determines (including to the payment of the Debtitems for which the Reserve Funds were established, if Lender so elects in its sole discretion), and such reserved rights shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property Account Lockbox Bank and Lockbox Cash Management Bank in writing of such Event of Default and, without notice from Property Account Lockbox Bank, Lockbox Cash Management Bank or Lender, (a) Borrower shall have no further right rights in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Cash Management Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account Cash Management Bank to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Cash Management Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3Section 2.7, upon the occurrence and continuation of an Event of Default, Lender shall promptly notify Property Clearing Account Bank Bank, Cash Management Bank, and Lockbox Escrow Account Bank in writing of such Event of Default and, without notice from Property Clearing Account Bank, Lockbox Cash Management Bank , and/or Escrow Account Bank or Lender, (ai) Borrower shall have no further right right, title or interest in respect of (including, without limitation, the right to instruct Lockbox Clearing Account Bank or Property Escrow Account Bank to transfer from) the AccountsAccounts and the Account Collateral, (bii) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, (iii) Lender may direct the Clearing Account Bank, Cash Management Bank, and/or Escrow Account Bank to transfer any and all amounts in the Accounts to such other accounts that are owned and/or controlled by Lender at Clearing Account Bank, Cash Management Bank and/or Escrow Account Bank, as applicable, or at such other institution as Lender may elect, and (civ) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgage, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgage, Lender may apply any sums then present in any or all of the amounts of such Reserve Funds or Accounts as Lender determines in its sole discretion including, but not limited to, to payment of the DebtObligations.

Rights on Default. Notwithstanding anything to the contrary in this Article 3, upon the occurrence of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary ----------------- in this Article 3Section, upon the occurrence and during the continuance of an Event of Default, Lender shall promptly notify Property Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, (a) Borrower shall have no further right in respect of (including, without limitation, the right to instruct Lockbox Bank or Property Account Bank to transfer from) the Accounts, (b) Lender may direct Property Account Bank or Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Property Account Bank or Lockbox BankAccount, as agent for Lender, or Lender to exercise and enforce Lender’s 's rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentInstruments, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentInstruments, Lender may apply the amounts of such Accounts as Lender determines in its sole discretion including, but not limited to, payment of the Debt.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender Administrative Agent shall promptly notify Property Account Bank each Manager and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, and (a) Borrower Borrowers shall have no further right in respect of (including, without limitation, the right to instruct any Lockbox Bank or Property Account Bank Manager to transfer from) the Accounts, (b) Lender Administrative Agent may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender Administrative Agent may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for LenderAdministrative Agent, or Lender Administrative Agent to exercise and enforce Lender’s Administrative Agent's or the Lenders rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender Administrative Agent is authorized to endorse, in the name of the applicable Borrower, any item howsoever received by Administrative Agent, representing any payment on or other proceeds of any Account Collateral, and (d) Administrative Agent shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgages, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgages, Lender Administrative Agent may apply the amounts of such Accounts as Lender Administrative Agent determines in its sole discretion including, but not limited to, payment of the DebtObligations. Upon the occurrence of an Event of Default, each Borrower hereby appoints Administrative Agent (and any Person Administrative Agent may designate) as its attorney-in-fact to accomplish the purposes of this Article III hereof, including without limitation the entry into a Lockbox Agreement under Section 3.01(b) hereof, and taking any action and executing or completing any instrument that Administrative Agent may reasonably deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender Administrative Agent shall promptly notify each Property Account Bank, Concentration Account Bank and Lockbox Bank in writing of such Event of Default and, without notice from any Property Account Bank, Concentration Account Bank, Lockbox Bank or LenderAdministrative Agent, (a) Borrower Borrowers shall have no further right in respect of (including, without limitation, the right to instruct any Lockbox Bank, Concentration Account Bank or Property Account Bank to transfer from) the Accounts, (b) Lender Administrative Agent may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender Administrative Agent may reasonably A/72912756.15 determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for LenderAdministrative Agent, or Lender Administrative Agent to exercise and enforce LenderAdministrative Agent’s or Lenders rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender Administrative Agent shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgages, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgages, Lender Administrative Agent may apply the amounts of such Accounts as Lender Administrative Agent determines in its sole discretion including, but not limited to, payment of the DebtObligations.

Rights on Default. Notwithstanding anything to the contrary in this Article 3III, upon the occurrence of an Event of Default, Lender Administrative Agent shall promptly notify Property Account Bank each Manager and Lockbox Bank in writing of such Event of Default and, without notice from Property Account Bank, Lockbox Bank or Lender, and (a) Borrower Borrowers shall have no further right in respect of (including, without limitation, the right to instruct any Lockbox Bank or Property Account Bank Manager to transfer from) the Accounts, (b) Lender Administrative Agent may direct Lockbox Account to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other Permitted Investments as Lender Administrative Agent may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or pursuant to the other Loan Documents or to enable Lockbox Bank, as agent for LenderAdministrative Agent, or Lender Administrative Agent to exercise and enforce Lender’s Administrative Agent's or Lenders rights and remedies hereunder or under any other Loan Document with respect to any Account or any Account Collateral, and (c) Lender Administrative Agent is authorized to endorse, in the name of the applicable Borrower, any item howsoever received by Administrative Agent, representing any payment on or other proceeds of any Account Collateral, and (d) Administrative Agent shall have all rights and remedies with respect to the Accounts and the amounts on deposit therein and the Account Collateral as described in this Agreement and in the Security InstrumentMortgages, in addition to all of the rights and remedies available to a secured party under the UCC, and, notwithstanding anything to the contrary contained in this Agreement or in the Security InstrumentMortgages, Lender Administrative Agent may apply the amounts of such Accounts as Lender Administrative Agent determines in its sole discretion including, but not limited to, payment of the DebtObligations. Upon the occurrence of an Event of Default, each Borrower hereby appoints Administrative Agent (and any Person Administrative Agent may designate) as its attorney-in-fact to accomplish the purposes of this Article III hereof, including without limitation the entry into a Lockbox Agreement under Section 3.01(b) hereof, and taking any action and executing or completing any instrument that Administrative Agent may reasonably deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest.