REQUEST BY BORROWER AND UPON APPROVAL BY AGENT, WHICH APPROVAL SHALL NOT BE
UNREASONABLY WITHHELD, AND MAY BE USED ONLY FOR PROJECT LOAN COSTS SET FORTH IN
THE APPLICABLE BUDGET FOR WHICH SUCH CONTINGENCY HAS BEEN RESERVED.
SECTION 3.04
STORED MATERIALS.
LENDERS SHALL NOT BE REQUIRED TO DISBURSE ANY FUNDS FOR ANY MATERIALS, MACHINERY
OR OTHER PERSONAL PROPERTY NOT YET INCORPORATED INTO THE PROJECT (THE "STORED
MATERIALS"), UNLESS AGENT RECEIVES REASONABLY SATISFACTORY EVIDENCE THAT:
(A)
THE STORED MATERIALS ARE, OR WILL BE, UPON
PAYMENT WITH DISBURSED FUNDS, OWNED BY BORROWER, AS EVIDENCED, TO THE EXTENT
REQUIRED BY AGENT, BY BILLS OF SALE, CERTIFICATES OF TITLE OR OTHER REASONABLY
SATISFACTORY EVIDENCE;
(B)
THE STORED MATERIALS ARE FABRICATED OR
UNFABRICATED COMPONENTS CONFORMING TO THE PLANS AND SPECIFICATIONS AND READY FOR
INCORPORATION INTO THE PROJECT;
(C)
THE STORED MATERIALS ARE PROPERLY
IDENTIFIED AND ADEQUATELY PROTECTED, AS EVIDENCED BY A LETTER FROM BORROWER, THE
GENERAL CONTRACTOR, THE
35
appropriate Major Contractor or Major Subcontractor or another Person reasonably
acceptable to Agent;
(D)
THE STORED MATERIALS ARE STORED AT THE
PREMISES OR AT SUCH OTHER SITE AS AGENT SHALL REASONABLY APPROVE, WHICH SITE HAS
BEEN SPECIFICALLY IDENTIFIED TO AGENT, AND ARE PROTECTED AGAINST THEFT AND
DAMAGE;
(E)
THE STORED MATERIALS WILL BE PAID FOR IN
FULL (LESS THE RETAINAGE, IF ANY) WITH THE FUNDS TO BE DISBURSED, AND ALL LIEN
RIGHTS OR CLAIMS OF THE SUPPLIER WILL BE RELEASED SIMULTANEOUSLY WITH FULL
PAYMENT OF ALL AMOUNTS REQUIRED TO BE PAID FOR SUCH STORED MATERIALS AND ALL
AMOUNTS, IF ANY, REQUIRED TO BE PAID TO THE SUPPLIER THEREOF WITH RESPECT TO THE
INSTALLATION THEREOF (INCLUDING ANY RETAINAGE, IF ANY);
(F)
AGENT HAS OR WILL HAVE UPON PAYMENT WITH
DISBURSED FUNDS A PERFECTED, FIRST PRIORITY SECURITY INTEREST IN THE STORED
MATERIALS (AND WITH RESPECT TO STORED MATERIALS NOT STORED AT THE PREMISES,
BORROWER SHALL EXECUTE AND DELIVER TO AGENT ANY AND ALL UNIFORM COMMERCIAL CODE
FINANCING STATEMENTS OR SIMILAR FILINGS REQUIRED BY THE LAWS OF ANY JURISDICTION
NECESSARY TO GRANT AGENT SUCH SECURITY INTEREST IN SUCH STORED MATERIALS);
(G)
THE STORED MATERIALS ARE INSURED FOR AN
AMOUNT EQUAL TO THEIR REPLACEMENT COSTS IN ACCORDANCE WITH SECTION 2.05 OF THE
PROJECT LOAN MORTGAGE;
(H)
THE COST OF STORED MATERIALS NOT STORED AT
THE PREMISES IN THE AGGREGATE AT ANY TIME IS NOT MORE THAN $25,000,000.00, OR
SUCH GREATER AMOUNT AS MAY BE REASONABLY APPROVED BY AGENT; AND
(I)
THE CONSTRUCTION CONSULTANT SHALL HAVE
CONFIRMED THE ACCURACY OF THE LETTER REQUIRED IN SUBPARAGRAPH (C) ABOVE, AND IN
CONNECTION THEREWITH THE CONSTRUCTION CONSULTANT MAY, BUT SHALL NOT BE REQUIRED
TO, VISIT THE SITE OF AND INSPECT THE STORED MATERIALS AT BORROWER'S EXPENSE.
SECTION 3.05
AMOUNT OF EACH ADVANCE.
(A)
THE PROCEEDS OF THE BUILDING LOAN AND PROJECT LOAN SHALL, ASSUMING
SATISFACTION OF ALL APPLICABLE CONDITIONS PRECEDENT, BE ADVANCED (X) IN
ACCORDANCE WITH THE COST ALLOCATION METHODOLOGY (SUBJECT TO SECTION 3.20 HEREOF)
AND (Y) IN AMOUNTS WHICH SHALL BE EQUAL TO THE AGGREGATE OF THE BUILDING LOAN
COSTS AND PROJECT