OR AGREEMENT.
IF AND TO THE EXTENT ANY AMENDMENT, SUPPLEMENT, REPLACEMENT OR OTHER
MODIFICATION IS MADE TO ANY OF THE FOREGOING, UPON REASONABLE REQUEST BY AGENT,
BORROWER SHALL PROMPTLY CAUSE THE ARCHITECT, THE ENGINEER OR THE GENERAL
CONTRACTOR, AS APPLICABLE, TO DELIVER A CERTIFICATE OR OTHER WRITTEN STATEMENT
WHICH CONFIRMS, ON AND AS OF THE DATE THEREOF, THAT THE ARCHITECT CONSENT, THE
ENGINEER CONSENT, OR THE GENERAL CONTRACTOR CONSENT, AS APPLICABLE, PREVIOUSLY
DELIVERED IN CONNECTION WITH THE ADVANCE REMAINS VALID, TRUE, CORRECT AND
COMPLETE AS OF THE DATE OF THE ORIGINAL DELIVERY OF SUCH CERTIFICATE.
BORROWER
PROMPTLY WILL GIVE NOTICE TO AGENT OF THE SURRENDER, TERMINATION, CANCELLATION,
MODIFICATION, AMENDMENT, SUBSTITUTION OR ASSIGNMENT OF THE PROJECT DOCUMENTS,
WHETHER OR NOT AGENT CONSENTED THERETO PURSUANT TO THE IMMEDIATELY PRECEDING
SENTENCE.
(J)
MAJOR TRADE CONTRACTS.
BORROWER WILL NOT, WITHOUT AGENT'S PRIOR
WRITTEN CONSENT, WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD, ENTER INTO
ANY MAJOR TRADE CONTRACT EXCEPT THE MAJOR TRADE CONTRACTS EXISTING ON THE DATE
HEREOF OR SURRENDER, TERMINATE, CANCEL, MATERIALLY MODIFY OR AMEND ANY MAJOR
TRADE CONTRACT.
AGENT SHALL PROMPTLY REVIEW ALL MAJOR TRADE CONTRACTS SO
SUBMITTED, AND GRANT OR DENY ITS CONSENT WITHIN TEN (10) BUSINESS DAYS OF
BORROWER'S REQUEST THEREFOR; PROVIDED THAT THE REQUEST IS ACCOMPANIED BY A
NOTICE, WHICH PROVIDES IN UPPER CASE BOLD-FACED TYPE:
"THIS IS A REQUEST FOR AN
APPROVAL WITH RESPECT TO A MAJOR TRADE CONTRACT.
IF AGENT FAILS TO RESPOND
WITHIN 10 BUSINESS DAYS OF THE EFFECTIVENESS OF THIS NOTICE, THE REQUESTED
ACTION WITH RESPECT TO THE MAJOR TRADE CONTRACT WILL BE DEEMED APPROVED", AND IF
AGENT DOES NOT RESPOND DURING SUCH TEN (10) BUSINESS DAY PERIOD, IT SHALL BE
DEEMED TO HAVE APPROVED SUCH MAJOR TRADE CONTRACTS.
BORROWER CERTIFIES THAT, ON
OR PRIOR TO THE DATE HEREOF, AGENT HAS BEEN PROVIDED WITH A TRUE, CORRECT AND
COMPLETE COPY OF EACH MAJOR TRADE CONTRACT.
IN CONNECTION WITH THE FOREGOING
CONSENT, BORROWER MAY FROM TIME
63
TO TIME DELIVER TO AGENT AND CONSTRUCTION CONSULTANT A LIST OF THE NAMES OF
PROSPECTIVE MAJOR TRADE CONTRACTORS WITH WHOM BORROWER MAY CONTRACT FOR THE
CONSTRUCTION OF THE PROJECT.
BORROWER WILL DELIVER TO AGENT AN EXECUTED COPY OF
ANY TRADE CONTRACT WHICH BORROWER ENTERS INTO AND WILL PROMPTLY GIVE NOTICE TO
AGENT OF THE SURRENDER, TERMINATION, CANCELLATION, MODIFICATION, AMENDMENT,
SUBSTITUTION OR ASSIGNMENT OF ANY TRADE CONTRACT, WHETHER OR NOT AGENT'S CONSENT
TO SUCH ACTION IS REQUIRED PURSUANT TO THIS SECTION 5.10(J).
BORROWER SHALL
DELIVER TO AGENT A COPY OF EACH SUBCONTRACT ENTERED INTO BY ANY GENERAL
CONTRACTOR WITHIN (10) DAYS AFTER SUCH SUBCONTRACT IS ENTERED INTO (TO THE
EXTENT THAT BORROWER IS AWARE OF SUCH SUBCONTRACT AND A COPY THEREOF IS MADE
AVAILABLE TO BORROWER).
(K)
FINAL SURVEY.
BORROWER WILL DELIVER TO AGENT WITHIN SIXTY (60)
DAYS AFTER SUBSTANTIAL COMPLETION HAS OCCURRED, AN UPDATED "AS-BUILT" SURVEY FOR
THE PROJECT, DATED NO EARLIER THAN THE DATE ON WHICH SUBSTANTIAL COMPLETION
OCCURS WITH A CERTIFICATION THAT THERE ARE NO ENCROACHMENTS WITH RESPECT TO THE
PROJECT ON LAND OTHER THAN THE PROPERTY.