PERSON OR ENTITY REASONABLY ACCEPTABLE TO THE
LENDER (THE " GUARANTOR"), TO EXECUTE AND DELIVER A CUSTOMARY "NON-RECOURSE
CARVE-OUT" GUARANTY AND CUSTOMARY ENVIRONMENTAL INDEMNITY IN FAVOR OF LENDER.
PURCHASER SHALL BE RESPONSIBLE, AT ITS SOLE COST AND EXPENSE, FOR CORRECTING
AND RE-SUBMITTING ANY DEFICIENCIES NOTED BY LENDER IN CONNECTION WITH THE LOAN
ASSUMPTION APPLICATION PROMPTLY AFTER NOTIFICATION FROM LENDER OF SUCH
DEFICIENCY.
PURCHASER ACKNOWLEDGES THAT LENDER'S ASSUMPTION GUIDELINES MAY NOT
BE CONSISTENT WITH THE PROVISIONS OF THE ASSUMED LOAN DOCUMENTS CONCERNING THE
LOAN ASSUMPTION AND RELEASE.
PURCHASER SHALL COORDINATE WITH THE LENDER TO
COMPLY WITH THE PROVISIONS OF BOTH THE ASSUMED LOAN DOCUMENTS AND LENDER'S
ASSUMPTION GUIDELINES IN ORDER TO ALLOW FOR THE LOAN ASSUMPTION AND RELEASE.
4.7.5
PURCHASER SHALL PAY ALL FEES AND EXPENSES (INCLUDING, WITHOUT
LIMITATION, ALL SERVICING FEES AND CHARGES, TRANSFER FEES, ASSUMPTION FEES,
TITLE FEES, ENDORSEMENT FEES, AND OTHER FEES TO RELEASE SELLER OF ALL LIABILITY
UNDER THE LOAN) IMPOSED OR CHARGED BY THE LENDER OR ITS COUNSEL (SUCH FEES AND
EXPENSES COLLECTIVELY BEING REFERRED TO AS THE " ASSUMPTION LENDER FEES"), IN
CONNECTION WITH THE LOAN ASSUMPTION APPLICATION AND THE LOAN ASSUMPTION AND
RELEASE.
THE PROVISIONS OF THIS SECTION 4.7.5 SHALL SURVIVE THE TERMINATION OF
THIS CONTRACT AND THE CLOSING.
4.7.6
SELLER SHALL ASSIGN ALL OF ITS RIGHT, TITLE AND INTEREST IN AND TO ALL
RESERVES, IMPOUNDS AND OTHER ACCOUNTS HELD BY LENDER IN CONNECTION WITH THE
LOAN, AND AT CLOSING, PURCHASER SHALL REIMBURSE SELLER IN AN AMOUNT EQUAL TO THE
BALANCE OF SUCH RESERVES, IMPOUNDS AND ACCOUNTS SO ASSIGNED.
ADDITIONALLY,
PURCHASER SHALL BE RESPONSIBLE FOR FUNDING ANY ADDITIONAL OR INCREASED RESERVES,
IMPOUNDS OR ACCOUNTS REQUIRED BY LENDER TO BE MAINTAINED BY PURCHASER IN
CONNECTION WITH THE LOAN AFTER THE LOAN ASSUMPTION AND RELEASE (THE " REQUIRED
LOAN FUND AMOUNTS").
4.7.7
PURCHASER AGREES TO USE COMMERCIALLY REASONABLE EFFORTS TO DELIVER TO
LENDER ALL DOCUMENTS AND INFORMATION REQUIRED BY THE ASSUMED LOAN DOCUMENTS, AND
SUCH OTHER INFORMATION OR DOCUMENTATION AS LENDER REASONABLY MAY REQUEST,
INCLUDING, WITHOUT LIMITATION, FINANCIAL STATEMENTS, INCOME TAX RETURNS AND
OTHER FINANCIAL INFORMATION FOR PURCHASER AND ANY REQUIRED GUARANTOR.
SELLER
AGREES THAT IT WILL COOPERATE WITH PURCHASER AND LENDER, AT NO COST OR EXPENSE
TO SELLER, IN CONNECTION WITH PURCHASER'S APPLICATION TO LENDER FOR APPROVAL OF
THE LOAN ASSUMPTION AND RELEASE.
4.7.8
IF REQUIRED BY LENDER, NO LATER THAN 10 DAYS AFTER THE EFFECTIVE DATE,
PURCHASER SHALL ORDER A PHASE I ENVIRONMENTAL STUDY AND A PROPERTY CONDITION
ASSESSMENT REPORT FOR THE PROPERTY (PREPARED BY AN ENVIRONMENTAL
ENGINEER/ENGINEERING FIRM REASONABLY ACCEPTABLE TO LENDER), AND SHALL USE
COMMERCIALLY REASONABLE EFFORTS TO CAUSE THE SAME TO BE DELIVERED TO SELLER AND
LENDER NO LATER THAN 10 DAYS PRIOR TO THE CLOSING DATE IN CONNECTION WITH AND AS
A PRECONDITION TO THE LOAN ASSUMPTION AND RELEASE.
4.7.9
PURCHASER SHALL USE COMMERCIALLY REASONABLE EFFORTS TO OBTAIN THE LOAN
ASSUMPTION AND RELEASE ON OR BEFORE THE DATE WHICH IS SIXTY (60) DAYS AFTER THE
EFFECTIVE DATE (THE " LOAN ASSUMPTION APPROVAL PERIOD").
IF PURCHASER DOES NOT OBTAIN THE