"Replacement Reserve Subaccount" - Mortgage Loan Agreement
"Required Repairs" - Mortgage Loan Agreement
"Restoration" - Mortgage Loan Agreement
"S&P" - 1.1 (Definition of Rating Agency)
"Second Extension Option" - 2.2.1(b)
"Securities" - 9.1
"Securities Act" - 9.2(a)
"Securitization" - 9.1
"Security Deposit Subaccount" - Mortgage Loan Agreement
"Significant Casualty" - Mortgage Loan Agreement
"Single Member Bankruptcy Remote LLC" - Schedule 5
"SNDA" - 5.10.4
"Sole Member" - Schedule 5
"Special Member" - Schedule 5
"Special Purpose Bankruptcy Remote Entity" - 5.13
"Springing Recourse Event" - 10.1(b)
"Standard Statements" - 6.3.6
"Subaccounts" - Mortgage Loan Agreement
"Tax and Insurance Subaccount" - Mortgage Loan Agreement
"Tenant Improvement Funds" - Mortgage Loan Agreement
"Tenant Improvement Reserve Subaccount" - Mortgage Loan Agreement
"Third Party Report" - 9.2(f)
"TI Leases" - Mortgage Loan Agreement
"Toxic Mold" - 4.21
"Underwriter Group" - 9.2(b)
18
1.3
PRINCIPLES OF CONSTRUCTION.
UNLESS OTHERWISE SPECIFIED, (I) ALL
REFERENCES TO SECTIONS AND SCHEDULES ARE TO THOSE IN THIS AGREEMENT, (II) THE
WORDS "HEREOF," "HEREIN" AND "HEREUNDER" AND WORDS OF SIMILAR IMPORT REFER TO
THIS AGREEMENT AS A WHOLE AND NOT TO ANY PARTICULAR PROVISION, (III) ALL
DEFINITIONS ARE EQUALLY APPLICABLE TO THE SINGULAR AND PLURAL FORMS OF THE TERMS
DEFINED, (IV) THE WORD "INCLUDING" MEANS "INCLUDING BUT NOT LIMITED TO," AND
(V) ACCOUNTING TERMS NOT SPECIFICALLY DEFINED HEREIN SHALL BE CONSTRUED IN
ACCORDANCE WITH GAAP.
WITH RESPECT TO TERMS DEFINED BY CROSS-REFERENCE TO THE
MORTGAGE LOAN DOCUMENTS, SUCH DEFINED TERMS SHALL HAVE THE DEFINITIONS SET FORTH
IN THE MORTGAGE LOAN DOCUMENTS AS OF THE DATE HEREOF, AND NO MODIFICATIONS TO
THE MORTGAGE LOAN DOCUMENTS SHALL HAVE THE EFFECT OF CHANGING SUCH DEFINITIONS
FOR THE PURPOSE OF THIS AGREEMENT UNLESS LENDER EXPRESSLY AGREES THAT SUCH
DEFINITIONS AS USED IN THIS AGREEMENT HAVE BEEN REVISED OR LENDER CONSENTS TO
THE MODIFICATION DOCUMENTS.
WITH RESPECT TO ANY PROVISIONS INCORPORATED BY
REFERENCE HEREIN FROM THE MORTGAGE LOAN AGREEMENT, SUCH PROVISIONS SHALL BE
DEEMED A PART OF THIS AGREEMENT NOTWITHSTANDING THE FACT THAT THE MORTGAGE LOAN
SHALL NO LONGER BE EFFECTIVE FOR ANY REASON.
2.
GENERAL LOAN TERMS
2.1
LOAN COMMITMENT; DISBURSEMENT TO BORROWER.
2.1.1
AGREEMENT TO LEND AND BORROW.
Subject to and upon the terms and conditions set forth herein, Lender hereby
agrees to make and Borrower hereby agrees to accept the Initial Advance of the
Loan on the Closing Date.
2.1.2
ADDITIONAL ADVANCE.
Subject to and upon the terms and conditions herein set forth, Lender agrees in
accordance with Section 2.1.4 hereof to make the Additional Advance to Borrower
in the amount of $3,000,000.00 (the "Maximum Additional Advance Amount").
Any
amount borrowed and repaid hereunder in respect of the Loan (or any portion
thereof comprising the Additional Advance) may not be reborrowed.
2.1.3
LIMITATION ON ADDITIONAL ADVANCE.
The Additional Advance shall be used solely to fund the Additional Interest
Reserve Deposit.
2.1.4
REQUEST FOR ADDITIONAL ADVANCE; CONDITIONS PRECEDENT.
(A)
SUBJECT TO AND UPON THE TERMS AND CONDITIONS HEREIN SET FORTH,
LENDER AGREES TO MAKE THE ADDITIONAL ADVANCE TO BORROWER IN THE AMOUNT OF