MAY
REASONABLY TAKE INTO ACCOUNT SUCH RETAINAGE RELEASE PROVISIONS AND THEIR
RELATIONSHIP TO THE PROGRESS OF THE CONSTRUCTION WORK REQUIRED UNDER SUCH MAJOR
CONTRACT, AND (II) WITH RESPECT TO ANY OTHER CONTRACT OR SUBCONTRACT, AFTER
FINAL COMPLETION OF ALL CONSTRUCTION WORK PROVIDED FOR UNDER SUCH CONTRACT OR
SUBCONTRACT AND PURSUANT TO A CONSTRUCTION LOAN ADVANCE MADE IN ACCORDANCE WITH
THE PROVISIONS OF SECTIONS 3.2, 3.3 AND/OR 3.4 HEREOF, AS APPLICABLE.
(H)
NO CONSTRUCTION LOAN ADVANCE BY LENDER SHALL
BE DEEMED TO BE AN APPROVAL OR ACCEPTANCE BY LENDER OF ANY WORK PERFORMED
THEREON OR THE MATERIALS FURNISHED WITH RESPECT THERETO.
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(I)
LENDER SHALL NOT BE REQUIRED TO DISBURSE
FOR ANY CATEGORY OR LINE ITEM MORE THAN THE AMOUNT SPECIFIED THEREFOR IN THE
LOAN BUDGET, SUBJECT TO SECTIONS 3.9, 3.10 AND 3.15 HEREOF (OR OTHER
REALLOCATIONS APPROVED BY LENDER IN ITS SOLE AND ABSOLUTE DISCRETION).
Section 3.2
Conditions Precedent to Initial
Construction Loan Advance.
Lender's obligation to make the Initial Construction
Loan Advance shall be subject to the satisfaction or Lender's waiver in writing
of the following conditions precedent:
(A)
CONSTRUCTION QUALIFICATION DATE.
THE
CONSTRUCTION QUALIFICATION DATE SHALL NOT HAVE OCCURRED.
(B)
CONSTRUCTION DOCUMENTS.
LENDER SHALL HAVE
APPROVED THE ARCHITECT'S CONTRACT, THE CONSTRUCTION MANAGEMENT AGREEMENT AND ALL
OTHER MAJOR CONTRACTS, TOGETHER WITH ANY CHANGE ORDERS ENTERED INTO AS OF THE
DATE OF THE INITIAL CONSTRUCTION LOAN ADVANCE TO THE EXTENT LENDER'S APPROVAL IS
REQUIRED WITH RESPECT THERETO PURSUANT TO SECTION 3.15 HEREOF, WHICH CONSENT
SHALL NOT BE UNREASONABLY WITHHELD.
(C)
DISBURSEMENT SCHEDULE.
LENDER AND THE
CONSTRUCTION CONSULTANT SHALL HAVE RECEIVED AND APPROVED THE DISBURSEMENT
SCHEDULE.
(D)
CONSTRUCTION SCHEDULE.
LENDER AND THE
CONSTRUCTION CONSULTANT SHALL HAVE RECEIVED AND APPROVED THE CONSTRUCTION
SCHEDULE.
(E)
LOAN BUDGET.
LENDER AND THE CONSTRUCTION
CONSULTANT SHALL HAVE RECEIVED AND APPROVED THE LOAN BUDGET.
(F)
DELIVERIES.
THE FOLLOWING ITEMS OR
DOCUMENTS SHALL HAVE BEEN DELIVERED TO LENDER:
(I)
THREE (3) COMPLETE SETS OF THE PLANS AND
SPECIFICATIONS IN THE FORM APPROVED BY LENDER AND THE CONSTRUCTION CONSULTANT
AND SUBMITTED TO AND APPROVED BY THOSE GOVERNMENTAL AUTHORITIES CHARGED WITH
ISSUING THE PERMITS DELIVERED PURSUANT TO SECTION 3.2(F)(X) BELOW.
(II)
AN ENDORSEMENT TO THE TITLE INSURANCE
POLICY DATED THE DATE OF SUCH REQUESTED CONSTRUCTION LOAN ADVANCE AND SHOWING
THE MORTGAGE AS A PRIOR AND PARAMOUNT LIEN ON EACH OF THE PROPERTIES, SUBJECT
ONLY TO (A) THE PERMITTED ENCUMBRANCES, (B) ANY OTHER LIENS OR ENCUMBRANCES
CONSENTED TO IN WRITING BY LENDER, AND (C) ANY OTHER LIENS WHICH ARE THEN BEING
CONTESTED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 3.6(B) OF THE MORTGAGE,
AND WHICH SHALL HAVE THE EFFECT OF INCREASING THE COVERAGE OF THE TITLE
INSURANCE POLICY BY AN AMOUNT EQUAL TO THE AMOUNT OF THE CONSTRUCTION LOAN
ADVANCE THEN BEING MADE, ALONG WITH CO-INSURANCE OR REINSURANCE IN SUCH FORMS
AND AMOUNTS AS MAY BE REASONABLY REQUIRED BY LENDER.
ANY REINSURANCE AGREEMENTS
SHALL PROVIDE FOR DIRECT ACCESS WITH THE OTHER TITLE COMPANIES SATISFACTORY TO
LENDER.
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(III)
ANY POLICIES (OR CERTIFICATES THEREOF)
REQUIRED BY SECTION 6.1 HEREOF IN