THAT IF (A) ALL OF
THE OBLIGATIONS HAVE BEEN SATISFIED, AND (B) THERE ARE FUNDS REMAINING IN ANY OF
THE RESERVE FUNDS, LENDER SHALL DELIVER SUCH FUNDS TO BORROWERS.
2.6.3
PAYMENTS RECEIVED UNDER THE CASH MANAGEMENT
AGREEMENT.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT
AND THE OTHER LOAN
93
DOCUMENTS, AND PROVIDED NO EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING,
BORROWERS' OBLIGATIONS WITH RESPECT TO AMOUNTS DUE FOR THE TAX AND INSURANCE
ESCROW FUND, THE REPLACEMENT RESERVE FUND AND ANY OTHER PAYMENT RESERVES
ESTABLISHED PURSUANT TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT SHALL BE
DEEMED SATISFIED TO THE EXTENT SUFFICIENT AMOUNTS (TOGETHER WITH ANY AMOUNTS
PAID BY OR ON BEHALF OF BORROWERS) ARE DEPOSITED IN THE CASH MANAGEMENT ACCOUNT
ESTABLISHED PURSUANT TO THE CASH MANAGEMENT AGREEMENT TO SATISFY SUCH
OBLIGATIONS ON THE DATES EACH SUCH PAYMENT IS REQUIRED, REGARDLESS OF WHETHER
ANY OF SUCH AMOUNTS ARE SO APPLIED BY LENDER.
PROVIDED THAT SUFFICIENT FUNDS
ARE ON DEPOSIT IN THE TAX AND INSURANCE ESCROW FUND, LENDER SHALL BE RESPONSIBLE
FOR ANY PENALTY OR INTEREST RESULTING FROM A FAILURE TO PAY TAXES OR INSURANCE
PREMIUMS WHEN DUE.
2.6.4
FINANCIAL DETERMINATION DATES.
BORROWERS SHALL
PROVIDE EVIDENCE TO LENDER OF (I) THE DEBT SERVICE COVERAGE RATIO FOR THE
PROPERTIES, AND (II) FOR PURPOSES OF DETERMINING WHETHER THE GENERAL RESERVE
EXCESS CASH CONDITIONS HAVE BEEN SATISFIED, THE RESULTS OF OPERATIONS AT THE
PROPERTIES FOR THE PRECEDING CALENDAR MONTH, WITHIN THIRTY (30) DAYS AFTER THE
END OF EACH CALENDAR MONTH (THE "FINANCIAL DETERMINATION DATE").
ALL
CALCULATIONS OF DEBT SERVICE COVERAGE RATIO AND RESULTS OF OPERATIONS SHALL BE
SUBJECT TO VERIFICATION BY LENDER.
Section 2.7
Extensions of the Initial Maturity
Date.
2.7.1
NON-QUALIFIED EXTENSIONS.
AS PROVIDED IN THIS SECTION
2.7.1, IN THE EVENT THE QUALIFICATION CONDITIONS HAVE NOT BEEN SATISFIED ON OR
PRIOR TO THE CONSTRUCTION QUALIFICATION DATE, BORROWERS SHALL HAVE THE OPTION
(EACH, A "NON-QUALIFIED EXTENSION OPTION") TO EXTEND THE TERM OF THE LOAN BEYOND
THE NON-QUALIFIED INITIAL MATURITY DATE FOR TWO (2) SUCCESSIVE TERMS (EACH, A
"NON-QUALIFIED EXTENSION TERM") OF ONE (1) YEAR EACH (THE NON-QUALIFIED INITIAL
MATURITY DATE FOLLOWING THE EXERCISE OF EACH NON-QUALIFIED EXTENSION OPTION
BEING THE "NON-QUALIFIED EXTENDED MATURITY DATE").
(A)
FIRST NON-QUALIFIED EXTENSION OPTION.
BORROWERS SHALL HAVE THE RIGHT TO EXTEND THE NON-QUALIFIED INITIAL MATURITY DATE
TO THE FIRST NON-QUALIFIED EXTENDED MATURITY DATE (THE "FIRST NON-QUALIFIED
EXTENSION OPTION"; AND THE PERIOD COMMENCING ON THE FIRST (1ST) DAY FOLLOWING
THE NON-QUALIFIED INITIAL MATURITY DATE AND ENDING ON THE FIRST NON-QUALIFIED
EXTENDED MATURITY DATE BEING REFERRED TO HEREIN AS THE "FIRST NON-QUALIFIED
EXTENSION TERM"), PROVIDED THAT ALL OF THE FOLLOWING CONDITIONS ARE SATISFIED:
(I)
NO MONETARY DEFAULT NOR ANY EVENT OF
DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING AT THE TIME THE FIRST
NON-QUALIFIED EXTENSION OPTION IS EXERCISED OR ON THE DATE THAT THE FIRST
NON-QUALIFIED EXTENSION TERM COMMENCES;
(II)
BORROWERS SHALL NOTIFY LENDER OF THEIR
IRREVOCABLE ELECTION TO EXERCISE THE FIRST NON-QUALIFIED EXTENSION OPTION NOT
EARLIER THAN SIX (6) MONTHS, AND NOT LATER THAN THIRTY (30) DAYS,