Advance related to
Tenant Improvements or Leasing Commissions, which is to be made at the time
Borrower satisfies the conditions set forth in Sections 3.1 and 3.2.
Title Company:
The Title Company (and its issuing agent, if applicable) issuing
the Title Insurance, which shall be acceptable to Lender in its sole and
absolute discretion.
Title Insurance:
One or more title insurance commitments, binders or policies,
as Lender may require, issued by the Title Company, on a coinsurance or
reinsurance basis (with direct access endorsement or rights) if and as required
by Lender, equal to the Loan Amount insuring that the Lien Instrument
constitutes a valid first and prior lien covering the Land and Improvements
subject only to those exceptions which Lender may approve.
ARTICLE II
THE LOAN
2.1
AGREEMENT TO LEND.
LENDER HEREBY AGREES TO LEND UP TO BUT NOT IN
EXCESS OF THE LOAN AMOUNT TO BORROWER, AND BORROWER HEREBY AGREES TO BORROW SUCH
SUM FROM LENDER, ALL UPON AND SUBJECT TO THE TERMS AND PROVISIONS OF THIS
AGREEMENT, SUCH SUM TO BE EVIDENCED BY THE NOTE.
NO PRINCIPAL AMOUNT REPAID BY
BORROWER MAY BE REBORROWED BY BORROWER.
BORROWER'S LIABILITY FOR REPAYMENT OF
THE INTEREST ON ACCOUNT OF THE LOAN SHALL BE LIMITED TO AND CALCULATED WITH
RESPECT TO LOAN PROCEEDS ACTUALLY DISBURSED TO BORROWER PURSUANT TO THE TERMS OF
THIS AGREEMENT AND THE NOTE AND ONLY FROM THE DATE OR DATES OF SUCH
DISBURSEMENTS.
LENDER MAY, IN LENDER'S DISCRETION, DISBURSE LOAN PROCEEDS BY
JOURNAL ENTRY TO PAY INTEREST AND FINANCING COSTS AND DISBURSE LOAN PROCEEDS
DIRECTLY TO THIRD PARTIES TO PAY COSTS OR EXPENSES REQUIRED TO BE PAID BY
BORROWER PURSUANT TO THIS AGREEMENT.
LOAN PROCEEDS DISBURSED BY LENDER BY
JOURNAL ENTRY TO
8
PAY INTEREST OR FINANCING COSTS, AND LOAN PROCEEDS DISBURSED DIRECTLY BY LENDER
TO PAY COSTS OR EXPENSES REQUIRED TO BE PAID BY BORROWER PURSUANT TO THIS
AGREEMENT, SHALL CONSTITUTE ADVANCES TO BORROWER.
2.2
ADVANCES.
OTHER THAN THE INITIAL ADVANCE FOR ACQUISITION COSTS,
THE PURPOSES FOR WHICH LOAN PROCEEDS ARE ALLOCATED AND THE RESPECTIVE AMOUNTS OF
SUCH ALLOCATIONS ARE SET FORTH IN THE BUDGET.
2.3
ALLOCATIONS.
EXCEPT AS MAY OTHERWISE BE PROVIDED IN THE LOAN
DOCUMENTS, THE ALLOCATIONS SHALL BE DISBURSED ONLY FOR THE PURPOSES SET FORTH IN
THE BUDGET.
EXCEPT AS LENDER MAY OTHERWISE CONSENT (NOT TO BE UNREASONABLY
WITHHELD), LENDER SHALL NOT BE OBLIGATED TO MAKE AN ADVANCE FOR AN ALLOCATION
SET FORTH IN THE BUDGET TO THE EXTENT THAT THE AMOUNT OF THE ADVANCE FOR SUCH
ALLOCATION WOULD, WHEN ADDED TO ALL PRIOR ADVANCES FOR SUCH ALLOCATION, EXCEED
THE TOTAL OF SUCH ALLOCATION AS SET FORTH IN THE BUDGET.
2.4
LIMITATION ON ADVANCES.
TO THE EXTENT THAT LOAN PROCEEDS
DISBURSED BY LENDER PURSUANT TO THE ALLOCATIONS ARE INSUFFICIENT TO PAY ALL
COSTS REQUIRED FOR THE MORTGAGED PROPERTY, BORROWER SHALL PAY SUCH EXCESS COSTS
WITH FUNDS DERIVED FROM SOURCES OTHER THAN THE LOAN.
UNDER NO CIRCUMSTANCES
SHALL LENDER BE REQUIRED TO DISBURSE ANY PROCEEDS OF THE LOAN IN EXCESS OF THE
LOAN