LENDER'S ASSUMPTION GUIDELINES IN
CONNECTION WITH THE LOAN ASSUMPTION AND RELEASE AND, IF REQUIRED BY SUCH LENDER,
PURCHASER SHALL CAUSE SUCH OTHER PERSON OR ENTITY REASONABLY ACCEPTABLE TO SUCH
LENDER, TO EXECUTE AND DELIVER A CUSTOMARY "NON-RECOURSE CARVE-OUT" GUARANTY AND
CUSTOMARY ENVIRONMENTAL INDEMNITY, IN SUBSTANTIALLY THE SAME FORM AS THE
EXISTING "NON-RECOURSE CARVE-OUT" GUARANTY AND ENVIRONMENTAL INDEMNITY
(EXCLUDING THE SPECIFIC AIMCO PROVISIONS), IN FAVOR OF LENDERS.
PURCHASER SHALL
BE RESPONSIBLE AT ITS SOLE COST AND EXPENSE FOR CORRECTING AND RE-SUBMITTING ANY
DEFICIENCIES NOTED BY LENDERS IN CONNECTION WITH THE LOAN ASSUMPTION APPLICATION
WITHIN A REASONABLE AMOUNT OF TIME AFTER NOTIFICATION FROM A LENDER OF SUCH
DEFICIENCY.
PURCHASER ALSO SHALL PROVIDE SELLER WITH A COPY OF ANY
CORRESPONDENCE FROM A LENDER WITH RESPECT TO THE LOAN ASSUMPTION APPLICATION NO
LATER THAN 3 BUSINESS DAYS AFTER RECEIPT OF SUCH CORRESPONDENCE FROM SUCH
LENDER.
4.7.7
PURCHASER SHALL PAY ALL FEES AND EXPENSES (INCLUDING, WITHOUT
LIMITATION, ALL SERVICING FEES AND CHARGES, TITLE FEES, ENDORSEMENT FEES, AND
OTHER FEES TO RELEASE SELLER OF ALL LIABILITY UNDER THE LOANS) IMPOSED OR
CHARGED BY ANY OF THE LENDERS OR THEIR COUNSEL (SUCH FEES AND EXPENSES
COLLECTIVELY BEING REFERRED TO AS THE "LENDER FEES"), IN CONNECTION WITH THE
LOAN ASSUMPTION APPLICATION AND THE LOAN ASSUMPTION AND RELEASE, EXCEPT FOR THE
ASSUMPTION FEES UP TO 1% OF THE AMOUNT OF THE LOANS, WHICH WILL BE PAID BY
SELLER ON BEHALF OF PURCHASER.
IF THE LENDER FEES EXCEED $59,000 (EXCLUDING THE
1% ASSUMPTION FEE BEING PAID BY SELLER), AND SELLER DOES NOT AGREE TO PAY THE
EXCESS, THEN PURCHASER SHALL HAVE THE RIGHT TO TERMINATE THIS CONTRACT.
IN THE
EVENT OF SUCH TERMINATION, THE DEPOSIT SHALL BE PROMPTLY RETURNED TO PURCHASER
AND THIS CONTRACT SHALL BE OF NO FURTHER FORCE OR EFFECT, EXCEPT FOR THOSE
PROVISIONS WHICH EXPRESSLY SURVIVE TERMINATION OF THIS CONTRACT.
4.7.8
SELLER SHALL ASSIGN ALL OF ITS RIGHT, TITLE AND INTEREST IN AND TO ALL
RESERVES, IMPOUNDS AND OTHER ACCOUNTS HELD BY LENDERS IN CONNECTION WITH THE
LOANS, AND AT CLOSING, PURCHASER SHALL PAY TO SELLER AN AMOUNT EQUAL TO THE
BALANCE OF SUCH RESERVES, IMPOUNDS AND ACCOUNTS SO ASSIGNED.
4.7.9
PURCHASER AGREES PROMPTLY TO DELIVER TO EACH LENDER ALL DOCUMENTS AND
INFORMATION REQUIRED BY THE ASSUMED LOAN DOCUMENTS, AND SUCH OTHER INFORMATION
OR DOCUMENTATION AS A 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 LENDERS, AT NO COST OR EXPENSE TO SELLER, IN
CONNECTION WITH PURCHASER'S APPLICATION TO EACH LENDER FOR APPROVAL OF THE LOAN
ASSUMPTION AND RELEASE, INCLUDING, UPON PURCHASER'S OR LENDERS' SPECIFIC REQUEST
THEREFOR TO SELLER, DELIVERING ANY PROPERTY-RELATED DOCUMENTS TO LENDERS, TO THE
EXTENT (A) NOT PREVIOUSLY DELIVERED TO PURCHASER, (B) THAT SUCH PROPERTY-RELATED
DOCUMENTS EXIST AND (C) THAT SUCH PROPERTY-RELATED DOCUMENTS ARE IN SELLER'S
POSSESSION OR REASONABLE CONTROL.
4.7.10
IF REQUIRED BY A LENDER, PURCHASER SHALL PROMPTLY ORDER A PHASE I
ENVIRONMENTAL STUDY AND/OR A PROPERTY CONDITION ASSESSMENT REPORT