BEEN SATISFIED ON OR PRIOR TO
THE CONSTRUCTION QUALIFICATION DATE, OR (II) BORROWERS HAVE DELIVERED THE
RELINQUISHMENT NOTICE TO LENDER, OR (III) BORROWERS HAVE DELIVERED A STOP NOTICE
TO LENDER, BORROWERS SHALL, PROMPTLY THEREAFTER, DILIGENTLY AND AT THEIR SOLE
COST AND EXPENSE, RESTORE THE ADJACENT PROPERTY TO THE CONDITION IN WHICH IT
EXISTED ON THE CLOSING DATE OR ANOTHER CONDITION SATISFACTORY TO LENDER IN ITS
SOLE DISCRETION, EXCEPT IF ANY OF THE APARTMENT BUILDINGS ON THE ADJACENT
PROPERTY WERE DEMOLISHED AS PERMITTED ABOVE, BORROWERS SHALL NOT BE OBLIGATED TO
REBUILD SUCH BUILDINGS.
IN ANY EVENT, BORROWERS SHALL NOTIFY AND REASONABLY
CONSULT WITH LENDER REGARDING ANY WORK TO BE UNDERTAKEN
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AT OR ON THE ADJACENT PROPERTY AND SHALL CONDUCT ALL WORK IN ACCORDANCE WITH ALL
LEGAL REQUIREMENTS AND ANY APPLICABLE O&M AGREEMENT.
(B)
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET
FORTH IN THIS AGREEMENT OR IN ANY OTHER LOAN DOCUMENT, (I) BORROWERS SHALL NOT
COMMENCE DEMOLITION OF ANY BUILDING ON THE ADJACENT PROPERTY, WHETHER SUCH
DEMOLITION IS TO BE FUNDED OUT OF ANY BORROWER'S OWN FUNDS, OUT OF THE INITIAL
RENOVATION RESERVE FUND, OUT OF A PRE-CONSTRUCTION ADVANCE, OUT OF A
CONSTRUCTION LOAN ADVANCE OR OTHERWISE, UNLESS AND UNTIL BORROWERS HAVE
OBTAINED, AT THEIR SOLE COST AND EXPENSE, AND DELIVERED A COPY TO LENDER OF, AN
ASBESTOS SURVEY WITH RESPECT TO THE BUILDINGS TO BE DEMOLISHED, PREPARED BY A
FIRM REASONABLY ACCEPTABLE TO LENDER, THAT COMPLIES WITH THE REQUIREMENTS OF THE
EPA ASBESTOS HAZARD EMERGENCY RESPONSE ACT, 15 U.S.C. 2641 ET SEQ. PROMULGATED
AT 40 CFR 763 (AN "ASBESTOS SURVEY"), AND (II) IF ANY SUCH ASBESTOS SURVEY
DISCLOSES THE PRESENCE OF ASBESTOS AND/OR ANY ASBESTOS-CONTAINING MATERIAL,
BORROWERS, AT THEIR SOLE COST AND EXPENSE, SHALL CAUSE ALL DEMOLITION ACTIVITIES
TO COMPLY WITH THE REQUIREMENTS OF THE EPA NATIONAL EMISSION STANDARD FOR
HAZARDOUS AIR POLLUTANTS PROMULGATED AT 40 CFR PART 61 FOR ASBESTOS-CONTAINING
MATERIALS.
Section 3.19
Administrative Agent.
3.19.1
APPOINTMENT OF ADMINISTRATIVE AGENT.
AT ALL TIMES
THROUGHOUT THE TERM OF THE LOAN, INCLUDING ANY EXTENSION TERMS, THERE SHALL BE
AN ADMINISTRATIVE AGENT TO ADMINISTER THE LOAN AND THE ADVANCES THEREUNDER (THE
"ADMINISTRATIVE AGENT").
COLUMN FINANCIAL, INC. SHALL BE THE INITIAL
ADMINISTRATIVE AGENT ON THE CLOSING DATE, BUT COLUMN FINANCIAL, INC. SHALL HAVE
THE RIGHT, FROM TIME TO TIME, WITHOUT THE CONSENT OF ANY BORROWER BUT UPON
WRITTEN NOTICE TO BORROWERS, TO DESIGNATE A SUBSTITUTE ADMINISTRATIVE AGENT, WHO
MAY OR MAY NOT OWN AN INTEREST IN THE LOAN.
UPON NOTICE TO BORROWERS OF THE
IDENTITY OF A REPLACEMENT ADMINISTRATIVE AGENT FOR COLUMN FINANCIAL, INC. AND
THE ADDRESS(ES) FOR NOTICE TO SUCH REPLACEMENT ADMINISTRATIVE AGENT, BORROWERS
THEREAFTER SHALL COPY SUCH REPLACEMENT ADMINISTRATIVE AGENT ON ALL NOTICES SENT
TO LENDER.
3.19.2
RESPONSIBILITIES OF ADMINISTRATIVE AGENT.
THE
ADMINISTRATIVE AGENT SHALL HAVE SUCH RESPONSIBILITIES AS SHALL BE DELEGATED BY
LENDER TO THE ADMINISTRATIVE AGENT IN A SEPARATE AGREEMENT BETWEEN THEM;
PROVIDED, HOWEVER, THAT UPON NOTICE TO BORROWERS FROM COLUMN FINANCIAL, INC. AS
TO THE IDENTITY OF THE ADMINISTRATIVE AGENT, SUCH IDENTIFIED ADMINISTRATIVE
AGENT SHALL HAVE THE RIGHT