FCC Proudreed Properties 2005 HSBC SG CORPORATE ...

date on which sale proceeds are received by the relevant Parent Obligor, in each case together
with breakage costs in an amount equal to interest on the prepaid amount for the period until
the next Interest Payment Date. For further details as to permitted disposals of Secured
Properties, see the sub-section entitled ‘‘Disposals of assets and Secured Properties’’ below;
(ii)
(iii)
(iv)
in part (A) on any Loan Interest Payment Date if any insurance proceeds are received in
respect of any damage or destruction of a Secured Property or (B) on the first Loan Interest
Payment Date falling at least six months after the occurrence of any damage to or destruction
of a Secured Property if insurance proceeds for the reinstatement of that Secured Property
are not received by that time. The Prepayment Amount will be calculated in accordance with
the terms of the relevant Commercial Mortgage Loan Agreement and as further described
below, provided that no prepayment shall be required if the relevant Borrower has notified
the relevant FCC Servicer, before receipt of any insurance proceeds, that it intends (or, in the
case of co-owned property, that the co-owners intend) to proceed as soon as possible with
repairs or reinstatement works, provided that (1) no Loan Event of Default or Potential Loan
Event of Default has occurred and is continuing and the Historical ICR and the Projected
ICR in respect of the relevant Borrower Group are both greater than or equal to 1.3:1 at that
time, (2) all authorisations necessary for such works are obtained in sufficient time so that
completion of such works can occur within the earlier of (A) 12 months from the date of
receipt of the insurance proceeds and (B) 24 months from the date of the occurrence of the
damage or destruction (or such lesser period for which the relevant Secured Property benefits
from insurance for loss of rent) and (3) such works are completed within the period referred
to in (2) above (provided that if, in respect of any Secured Property, any of the above time
periods are (or are likely to be) exceeded, the relevant Borrower shall be entitled to request
an extension to such time periods from (and subject to the satisfaction of any conditions set
by) the relevant FCC Servicer);
in whole but not in part, upon receipt of not less than 45 and not more than 60 days prior
written notice from the relevant FCC Servicer (acting on the instructions of the Management
Company) or the relevant Borrower, as the case may be, or such shorter period expiring on
the latest date permitted by law, if it becomes unlawful for the Issuer (or, as applicable, the
relevant Borrower) to permit advances made pursuant to the applicable Commercial
Mortgage Loan Agreement to remain outstanding;
in whole or in part (depending on the principal amount of the relevant Commercial Mortgage
Loan then outstanding) on any Loan Interest Payment Date if:
(A)
(B)
on the relevant Loan Calculation Date immediately preceding such Loan Interest
Payment Date, either the Historical ICR or the Projected ICR (or both) in respect of
the relevant Borrower Group is below 1.3:1 and either the Historical ICR or the
Projected ICR (or both) in respect of the relevant Borrower Group was below 1.3:1 on
each of the three immediately preceding Loan Calculation Dates, in an amount equal
to the sum of (1) the balance then credited to the Cash Trap Accounts of the Borrowers
in that Borrower Group and (2) the balance standing to the credit of the relevant
Borrower Transaction Account following payment or provision in full of items (a)
through (j) of the Obligor Pre-Enforcement Priority of Payments; or
on the immediately preceding Loan Interest Payment Date a prepayment was made in
respect of the relevant Commercial Mortgage Loan pursuant to either sub-paragraph
(A) above or this sub-paragraph (B) (unless both on the Loan Calculation Date in
respect of the current Loan Interest Payment Date and on the two Loan Calculation
Dates immediately preceding such Loan Calculation Date both the Historical ICR and
the Projected ICR in respect of the relevant Borrower Group are/were equal to or
above 1.3:1) in an amount equal to the balance then standing to the credit of the
relevant Borrower Transaction Account following payment or provision in full of items
(a) through (j) of the Obligor Pre-Enforcement Priority of Payments;
(v)
in whole upon receipt of notice from the relevant FCC Servicer acting upon the written
instructions of the Management Company that the Issuer intends to redeem the Notes
pursuant to and subject to Condition 5(d) (Optional Redemption for Tax Reasons) and in
accordance with the terms of the relevant Commercial Mortgage Loan Agreement;
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