INITIAL AGENT HAS NO BENEFICIAL INTEREST IN OR DISCRETIONARY
AUTHORITY, AND HAS NO OBLIGATIONS, RESPONSIBILITIES OR LIABILITIES, UNDER ANY
OTHER BUILDING LOAN DOCUMENT.
(C)
BORROWER ACKNOWLEDGES THAT INITIAL AGENT IS ENTERING INTO THIS
AGREEMENT SOLELY AS AN ACCOMMODATION TO BORROWER AND THAT INITIAL AGENT SHALL
HAVE ABSOLUTELY NO OBLIGATIONS, RESPONSIBILITIES OR LIABILITIES UNDER THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT EXCEPT TO THE EXTENT SET FORTH IN SECTION
8.08(A).
THE PARTIES HERETO ACKNOWLEDGE THAT THE INITIAL AGENT IS EXECUTING
THIS AGREEMENT SOLELY TO BIND ITSELF WITH RESPECT TO THIS SECTION 8.08 AND THAT
INITIAL AGENT'S EXECUTION DOES NOT AMOUNT TO OR EVIDENCE INITIAL AGENT'S
AGREEMENT WITH OR ENDORSEMENT OF ANY OTHER PROVISIONS OF THIS AGREEMENT.
(D)
INITIAL AGENT SHALL NOT BE ENTITLED TO ANY COMPENSATION WHATSOEVER
FOR ACTING AS INITIAL AGENT UNDER THIS AGREEMENT, THE BUILDING LOAN MORTGAGE,
THE BUILDING LOAN ASSIGNMENT OF LEASES AND SUCH BUILDING LOAN NOTES.
ARTICLE 9
EVENTS OF DEFAULT
SECTION 9.01
Events of Default.
The occurrence of any one or more of the
following conditions or events shall constitute an "Event of Default" under this
Agreement:
(A)
(I)
FAILURE BY BORROWER TO PAY (W) (SUBJECT TO AGENT'S
OBLIGATIONS UNDER SECTION 5.03(B) HEREOF) ANY INSTALLMENT OF INTEREST UNDER THE
BUILDING LOAN NOTES WITHIN FIVE (5) DAYS OF WHEN THE SAME SHALL BECOME DUE AND
PAYABLE, (X) THE INDEBTEDNESS ON THE MATURITY DATE, (Y) PROPERTY TAXES (UNLESS
THE SAME ARE BEING CONTESTED IN COMPLIANCE WITH SECTION 7.05 HEREOF) WITHIN FIVE
(5) BUSINESS DAYS AFTER NOTICE OF FAILURE TO PAY THE SAME WHEN DUE AND PAYABLE
IS GIVEN BY AGENT OR (Z) ANY AMOUNT REQUIRED TO BE PAID IN CONNECTION WITH ANY
PREPAYMENT UNDER SECTION 3.12 OR 7.46 HEREOF WITHIN FIVE (5) BUSINESS DAYS AFTER
NOTICE OF FAILURE TO PAY THE SAME IS GIVEN BY AGENT; (II) FAILURE BY ANY
BORROWER ENTITY TO PAY ANY OTHER SUMS (INCLUDING ANY PORTION OF A COMPLETION
DEPOSIT) TO BE PAID BY IT HEREUNDER OR UNDER ANY OTHER BUILDING LOAN DOCUMENT
AFTER WRITTEN DEMAND FOR PAYMENT HAS BEEN GIVEN AND SUCH SUM HAS NOT BEEN PAID
WITHIN THE TIME PERIOD PROVIDED FOR IN THE APPLICABLE BUILDING LOAN DOCUMENT
(OR, IF THERE IS NO SUCH TIME PERIOD, THE TIME PERIOD PROVIDED FOR IN SUCH
DEMAND, WHICH TIME PERIOD SHALL NOT BE LESS THAN TEN (10) BUSINESS DAYS); OR
(III) FAILURE BY BORROWER OR ANY MEMBER TO DEPOSIT WITHIN TWO (2) BUSINESS DAYS
AFTER NOTICE ANY AMOUNT REQUIRED TO BE DEPOSITED UNDER THE COLLECTION ACCOUNTS
AGREEMENT OR SECURITY DEPOSIT ACCOUNTS AGREEMENT.
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(B)
FAILURE BY ANY BORROWER ENTITY TO DULY KEEP, PERFORM AND OBSERVE
(I) THE COVENANTS CONTAINED IN SECTIONS 7.33, 7.52, 7.56 OR 7.57 HEREOF WITHIN
FIVE (5) BUSINESS DAYS FROM THE DATE UPON WHICH AGENT GIVES NOTICE OF SUCH
FAILURE OR (II) ANY COVENANT APPLICABLE TO IT UNDER ANY BUILDING LOAN DOCUMENT
TO WHICH IT IS A PARTY (OTHER THAN THOSE COVENANTS REFERRED TO IN THE OTHER
CLAUSES (INCLUDING SUBCLAUSE (I) OF THIS CLAUSE (B)) OF THIS SECTION 9.01),
WITHIN THIRTY