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 LOANS AFTER THE LOAN ASSUMPTION AND RELEASE (THE "REQUIRED
LOAN FUND AMOUNTS").
4.5.7
PURCHASER AGREES PROMPTLY TO DELIVER TO THE LENDER ALL DOCUMENTS
AND INFORMATION REQUIRED BY THE ASSUMED LOAN DOCUMENTS, AND SUCH OTHER
INFORMATION OR DOCUMENTATION AS THE 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
SHALL PROMPTLY COOPERATE WITH PURCHASER AND LENDER IN CONNECTION WITH
PURCHASER'S APPLICATION TO LENDER FOR APPROVAL OF THE LOAN ASSUMPTION AND
RELEASE.
4.5.8
NO LATER THAN 10 DAYS AFTER THE EFFECTIVE DATE, PURCHASER SHALL
ORDER A PHASE I ENVIRONMENTAL STUDY (PREPARED BY AN ENVIRONMENTAL ENGINEER
REASONABLY ACCEPTABLE TO SELLER AND LENDER), AND COVENANTS THAT SUCH PHASE I
ENVIRONMENTAL STUDY SHALL 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.
4.5.9
IF (A) PURCHASER COMPLIES IN ALL MATERIAL RESPECTS WITH ITS
OBLIGATIONS UNDER THIS CONTRACT (INCLUDING THIS SECTION 4.5) AND THE
REQUIREMENTS OF THE ASSUMED LOAN DOCUMENTS IN CONNECTION WITH OBTAINING THE LOAN
ASSUMPTION AND RELEASE, (B) PURCHASER USES COMMERCIALLY REASONABLE EFFORTS TO
DILIGENTLY OBTAIN THE LOAN ASSUMPTION AND RELEASE, AND (C) PURCHASER IS UNABLE
TO OBTAIN THE CONSENT OF THE LENDER TO THE LOAN ASSUMPTION AND RELEASE ON OR
BEFORE FORTY-FIVE (45) DAYS AFTER THE EFFECTIVE DATE (THE "LOAN ASSUMPTION
APPROVAL PERIOD"), THEN PURCHASER SHALL HAVE THE RIGHT, ON OR BEFORE THE
EXPIRATION OF THE LOAN ASSUMPTION APPROVAL PERIOD TO GIVE ESCROW AGENT NOTICE
TERMINATING THIS CONTRACT BASED SOLELY ON THE FACT THAT THE LOAN ASSUMPTION AND
RELEASE HAS NOT BEEN APPROVED BY THE LENDER, IN WHICH EVENT THIS CONTRACT SHALL
BE OF NO FURTHER FORCE AND EFFECT, SUBJECT TO AND EXCEPT FOR THE SURVIVAL
PROVISIONS, AND ESCROW AGENT SHALL FORTHWITH RETURN THE DEPOSIT TO PURCHASER.
4.5.10
PURCHASER SHALL BE IN DEFAULT HEREUNDER IF (I) PURCHASER FAILS TO
SUBMIT A SUBSTANTIALLY COMPLETE LOAN ASSUMPTION APPLICATION BY THE LOAN
ASSUMPTION APPLICATION SUBMITTAL DEADLINE, (II) PURCHASER FAILS TO USE
COMMERCIALLY REASONABLE EFFORTS TO DILIGENTLY OBTAIN LENDER'S CONSENT TO THE
LOAN ASSUMPTION AND RELEASE DURING THE LOAN ASSUMPTION APPROVAL PERIOD OR (III)
THE LOAN ASSUMPTION APPROVAL PERIOD EXPIRES, PURCHASER IS ENTITLED TO, BUT DOES
NOT TERMINATE THIS CONTRACT, AND PURCHASER FAILS TO OBTAIN THE LOAN ASSUMPTION
AND RELEASE PRIOR TO THE CLOSING DATE, IN WHICH EVENTS SELLER MAY TERMINATE THIS
CONTRACT AND THE DEPOSIT SHALL BE IMMEDIATELY RELEASED BY THE ESCROW AGENT TO
SELLER; PROVIDED, HOWEVER, THIS SECTION 4.5.10 DOES NOT IN ANY WAY MODIFY
PURCHASER'S RIGHT TO TERMINATE THE CONTRACT PURSUANT TO SECTION 3.2 HEREOF AND
RECEIVE A REFUND OF THE DEPOSIT.
4.6
SUBSEQUENTLY DISCLOSED EXCEPTIONS.
If at any time after the expiration of the Feasibility Period, any