AS REASONABLY PRACTICABLE (BUT IN NO EVENT LATER THAN SIXTY
(60) DAYS AFTER SUCH CASUALTY OR CONDEMNATION,
51
WHICHEVER THE CASE MAY BE, OCCURS) AND SHALL DILIGENTLY PURSUE THE SAME TO
SATISFACTORY COMPLETION;
(V)
LENDER SHALL BE SATISFIED IN ITS GOOD FAITH OPINION THAT THE
PROPERTY SHALL PRODUCE SUFFICIENT CASH FLOW TO PAY ALL OPERATING EXPENSES AND
ALL PAYMENTS OF PRINCIPAL AND INTEREST UNDER THE NOTE WILL BE PAID DURING THE
PERIOD REQUIRED FOR RESTORATION FROM (A) THE NET PROCEEDS, OR (B) OTHER FUNDS OF
BORROWER;
(VI)
LENDER SHALL BE SATISFIED THAT THE RESTORATION WILL BE COMPLETED
ON OR BEFORE THE EARLIEST TO OCCUR OF (A) THE DATE SIX (6) MONTHS PRIOR TO THE
MATURITY DATE, (B) THE EARLIEST DATE REQUIRED FOR SUCH COMPLETION UNDER THE
TERMS OF ANY MAJOR LEASE, (C) SUCH TIME AS MAY BE REQUIRED UNDER APPLICABLE
LEGAL REQUIREMENTS IN ORDER TO REPAIR AND RESTORE THE PROPERTY TO THE CONDITION
IT WAS IN IMMEDIATELY PRIOR TO SUCH CASUALTY OR TO AS NEARLY AS POSSIBLE THE
CONDITION IT WAS IN IMMEDIATELY PRIOR TO SUCH CONDEMNATION, AS APPLICABLE OR (D)
THE EXPIRATION OF THE INSURANCE COVERAGE REFERRED TO IN SECTION 5.1.1(A)(III),
UNLESS BORROWER DEPOSITS SUFFICIENT ADDITIONAL FUNDS WITH LENDER AS DETERMINED
BY LENDER IN GOOD FAITH;
(VII)
THE PROPERTY AND THE USE THEREOF AFTER THE RESTORATION WILL BE IN
MATERIAL COMPLIANCE WITH AND PERMITTED UNDER ALL APPLICABLE LEGAL REQUIREMENTS;
(VIII)
THE RESTORATION SHALL BE DONE AND COMPLETED BY BORROWER IN AN
EXPEDITIOUS AND DILIGENT FASHION AND IN COMPLIANCE WITH ALL APPLICABLE LEGAL
REQUIREMENTS IN ALL MATERIAL RESPECTS; AND
(IX)
SUCH CASUALTY OR CONDEMNATION, AS APPLICABLE, DOES NOT RESULT IN
THE LOSS OF ACCESS TO THE PROPERTY OR THE RELATED IMPROVEMENTS.
(B)
THE NET PROCEEDS SHALL BE PAID DIRECTLY TO LENDER AND HELD BY
LENDER IN AN INTEREST-BEARING ACCOUNT AND, UNTIL DISBURSED IN ACCORDANCE WITH
THE PROVISIONS OF THIS SECTION 5.3.2, SHALL CONSTITUTE ADDITIONAL SECURITY FOR
THE DEBT. THE NET PROCEEDS SHALL BE DISBURSED BY LENDER TO, OR AS DIRECTED BY,
BORROWER FROM TIME TO TIME DURING THE COURSE OF THE RESTORATION, UPON RECEIPT OF
EVIDENCE SATISFACTORY TO LENDER THAT (A) ALL REQUIREMENTS SET FORTH IN
SECTION 5.3.2(A) HAVE BEEN SATISFIED IN ALL MATERIAL RESPECTS, (B) ALL MATERIALS
INSTALLED AND WORK AND LABOR PERFORMED (EXCEPT TO THE EXTENT THAT THEY ARE TO BE
PAID FOR OUT OF THE REQUESTED DISBURSEMENT) IN CONNECTION WITH THE RESTORATION
HAVE BEEN PAID FOR IN FULL (SUBJECT TO APPLICABLE RETAINAGE AMOUNTS), AND (C)
THERE EXIST NO NOTICES OF PENDENCY, STOP ORDERS, MECHANIC'S OR MATERIALMAN'S
LIENS OR NOTICES OF INTENTION TO FILE SAME, OR ANY OTHER LIENS OR ENCUMBRANCES
OF ANY NATURE WHATSOEVER ON THE PROPERTY ARISING OUT OF THE RESTORATION WHICH
HAVE NOT EITHER BEEN FULLY BONDED TO THE SATISFACTION OF LENDER AND DISCHARGED
OF RECORD OR IN THE ALTERNATIVE FULLY INSURED TO THE SATISFACTION OF LENDER BY
THE TITLE COMPANY ISSUING THE TITLE INSURANCE POLICY.
(C)
ALL PLANS AND SPECIFICATIONS REQUIRED IN CONNECTION WITH THE
RESTORATION SHALL BE SUBJECT TO PRIOR REASONABLE APPROVAL