BY BORROWER TO BE PERFORMED UNDER THE TERMS OF THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT CONCERNING THE PAYMENT OF MONEY WITHIN TEN (10) DAYS AFTER
NOTICE, OR (III) FOR A PERIOD OF THIRTY (30) DAYS AFTER WRITTEN NOTICE FROM THE
AGENT, TO OBSERVE OR PERFORM ANY NON-MONETARY COVENANT OR CONDITION CONTAINED IN
THIS AGREEMENT OR ANY OTHER LOAN DOCUMENTS; PROVIDED THAT IF ANY SUCH FAILURE
CONCERNING A NON-MONETARY COVENANT OR CONDITION IS SUSCEPTIBLE TO CURE AND
CANNOT REASONABLY BE CURED WITHIN SAID THIRTY (30) DAY PERIOD, THEN BORROWER
SHALL HAVE AN ADDITIONAL SIXTY (60) DAY PERIOD TO CURE SUCH FAILURE AND NO EVENT
OF DEFAULT SHALL BE DEEMED TO EXIST HEREUNDER SO LONG AS BORROWER COMMENCES SUCH
CURE WITHIN THE INITIAL THIRTY (30) DAY PERIOD AND DILIGENTLY AND IN GOOD FAITH
PURSUES SUCH CURE TO COMPLETION WITHIN SUCH RESULTING NINETY (90) DAY PERIOD
FROM THE DATE OF THE AGENT'S NOTICE; AND PROVIDED FURTHER THAT IF A DIFFERENT
NOTICE OR GRACE PERIOD IS SPECIFIED UNDER ANY OTHER SUBSECTION OF THIS
SECTION 19.1 WITH RESPECT TO A PARTICULAR BREACH, OR IF ANOTHER SUBSECTION OF
THIS SECTION 19.1 APPLIES TO A PARTICULAR BREACH AND DOES NOT EXPRESSLY PROVIDE
FOR A NOTICE OR GRACE PERIOD, THE SPECIFIC PROVISION SHALL CONTROL;
(B)
THE DISAPPROVAL BY THE AGENT OR AGENT'S CONSULTANT AT ANY TIME
OF ANY CONSTRUCTION WORK DUE TO SUCH WORK BEING DEFECTIVE OR DEVIATING FROM THE
APPROVED PLANS AND SPECIFICATIONS, AND FAILURE OF BORROWER TO CAUSE THE SAME TO
BE CORRECTED TO THE REASONABLE SATISFACTION OF THE REQUIRED LENDERS WITHIN THE
CURE PERIOD PROVIDED IN SECTION 19.1(A)(II) ABOVE;
(C)
A DELAY OR DISCONTINUANCE IN THE CONSTRUCTION FOR A PERIOD OF
FIFTEEN (15) DAYS FOR REASONS WITHIN THE CONTROL OF BORROWER, OR UP TO
SEVENTY-FIVE (75) DAYS IF OCCASIONED BY FORCE MAJEURE DELAYS, PROVIDED THAT THE
AGGREGATE OF ALL SUCH TIME PERIODS SHALL NOT EXCEED ONE HUNDRED FIFTY
(150) DAYS, AND AN ADDITIONAL ONE HUNDRED TWENTY (120) DAYS PERMITTED WITH
RESPECT TO A TROPICAL STORM OR HURRICANE;
93
(D)
IF BORROWER FAILS TO COMPLETE THE CONSTRUCTION IN SUBSTANTIAL
ACCORDANCE WITH THE PLANS AND SPECIFICATIONS ON OR BEFORE THE COMPLETION DATE;
(E)
IF BORROWER FAILS TO SATISFY THE FINAL DISBURSEMENT CONDITIONS
UNDER ARTICLE XIII ON OR BEFORE THE COMPLETION DATE;
(F)
IF BORROWER DEFAULTS, BEYOND ANY APPLICABLE NOTICE OR CURE
PERIOD, UNDER THE GENERAL CONTRACT, THE ARCHITECT'S AGREEMENT, ANY MAJOR
CONTRACT, ANY OF THE MARKETING AGREEMENTS, ANY OF THE ML&P AGREEMENTS, THE
GROUND LEASE, OR THE ER PURCHASE AGREEMENT;
(G)
THE BANKRUPTCY OR INSOLVENCY OF THE GENERAL CONTRACTOR AND
FAILURE OF BORROWER TO PROCURE A CONTRACT WITH A NEW CONTRACTOR REASONABLY
SATISFACTORY TO THE REQUIRED LENDERS WITHIN NINETY (90) DAYS FROM THE OCCURRENCE
OF SUCH BANKRUPTCY OR INSOLVENCY;
(H)
ANY TRANSFER OR OTHER DISPOSITION IN VIOLATION OF
SECTIONS 17.1 OR 17.2;
(I)
IF ANY WARRANTY, REPRESENTATION, STATEMENT, REPORT OR
CERTIFICATE MADE NOW OR HEREAFTER BY BORROWER OR GUARANTOR IS UNTRUE OR
INCORRECT IN ANY MATERIAL RESPECT AT THE TIME MADE OR, SUBJECT TO THE