HAVE OCCURRED
ON OR BEFORE THE MEASURING DATE; AND
(VII)
THE RATIO, EXPRESSED AS A PERCENTAGE, OF THE
REMAINING LOAN AMOUNT AS OF THE MATURITY DATE TO THE APPRAISED VALUE (AS SHOWN
IN A NEW APPRAISAL BY THE APPRAISER THAT PERFORMED THE APPRAISAL OR ANY OTHER
"MAI" APPRAISER SELECTED BY AGENT OR AN UPDATE TO THE APPRAISAL, IN EITHER
46
CASE DATED AS OF A DATE NO EARLIER THAN SIXTY (60) DAYS PRIOR TO THE MEASURING
DATE) SHALL BE EQUAL TO OR LESS THAN FIFTY-FIVE PERCENT (55%).
If the conditions under this Section 3.19(a) are met, then the reference to the
Original Maturity Date in the definition of Maturity Date (or such later date
that has replaced the Original Maturity Date in said definition as a result of
the application of the last sentence of Section 3.19(b) hereof) shall be deemed
deleted and replaced with a reference to a date that is the six-month
anniversary of the Original Maturity Date (or such later date) (in the case of
the first option) (such date, the "First Extended Maturity Date") or the date
that is the six-month anniversary of the First Extended Maturity Date (or such
later date that has replaced the First Extended Maturity Date in said definition
as a result of the application of the last sentence of Section 3.19(b)
hereof)(in the case of the second option) (the "Second Extended Maturity
Date").
Such extension shall be on the same terms and conditions contained in
this Agreement except (x) to the extent expressly provided to the contrary
herein, and (y) if the first extension has occurred, Borrower shall only have
the right to one (1) remaining six-month extension pursuant to this
Section 3.19(a) and if the second extension has occurred, Borrower shall have no
further right to extend the term of the Loans pursuant to this Section 3.19(a).
(B)
FORCE MAJEURE EXTENSION.
BORROWER SHALL
HAVE ONE OR MORE OPTIONS TO EXTEND THE TERM OF THE LOANS (BUT NOT THE TERM OF
ONLY THE PROJECT LOAN OR ONLY THE BUILDING LOAN) IF A FORCE MAJEURE EVENT SHALL
HAVE OCCURRED AND IF THE FOLLOWING TERMS AND CONDITIONS ARE SATISFIED:
(I) NOT
MORE THAN FIVE (5) BUSINESS DAYS AFTER BORROWER BECOMES AWARE OF THE OCCURRENCE
OF A FORCE MAJEURE EVENT, BORROWER SHALL HAVE GIVEN AGENT NOTICE OF THE
OCCURRENCE OF SUCH FORCE MAJEURE EVENT AND A NOTICE OF ITS ELECTION TO EXTEND
THE TERM OF THE LOANS PURSUANT TO THIS SECTION 3.19(B) AND SECTION 3.19(B) OF
THE BUILDING LOAN AGREEMENT (THE DATE ON WHICH SUCH NOTICE SHALL BE GIVEN BEING
HEREINAFTER REFERRED TO AS THE "FORCE MAJEURE EXTENSION OPTION EXERCISE DATE");
(II) IN THE REASONABLE JUDGMENT OF AGENT, SUCH FORCE MAJEURE EVENT WILL DELAY
FINAL COMPLETION OF THE PROJECT BEYOND THE MATURITY DATE; (III) IN THE
REASONABLE JUDGMENT OF AGENT, BORROWER SHALL HAVE TAKEN ALL STEPS COMMERCIALLY
REASONABLE TO MITIGATE THE EFFECTS OF SUCH FORCE MAJEURE EVENT; (IV) ON THE
FORCE MAJEURE EXTENSION OPTION DATE, NO NOTICED DEFAULT OR EVENT OF DEFAULT
SHALL