A BUILDING LOAN MORTGAGE OR PROJECT LOAN
MORTGAGE.
SUCH PAYMENTS SHALL BE APPLIED IN ACCORDANCE WITH THE SECOND- AND
THIRD-TO-LAST SENTENCES OF SECTION 7.05 HEREOF (AS IF SUCH PAYMENTS WERE A TAX
REFUND); PROVIDED THAT IF AGENT HAS A CORRESPONDING CLAIM UNDER ITS TITLE
INSURANCE POLICY BUT HAS NOT RECEIVED PAYMENT, ALL REFERENCES IN SAID SENTENCES
TO BORROWER'S OPTION, SHALL BE DEEMED TO BE REFERENCES TO AGENT'S OPTION.
SECTION 7.52
NO INDEBTEDNESS.
NOT TO PERMIT ANY MEMBER TO INCUR
ANY INDEBTEDNESS OTHER THAN THE EXTENSION LOAN AND THE MEZZANINE LOAN (AS
DEFINED IN THE FC OPERATING AGREEMENT), AND TO NOT PERMIT ITS (OR ANY MEMBER'S)
MANAGERS ON ANY OF THE BOARD OF MANAGERS UNDER THE CONDOMINIUM DOCUMENTS TO VOTE
TO HAVE THE CONDOMINIUM INCUR INDEBTEDNESS OF MORE THAN FIVE HUNDRED THOUSAND
DOLLARS ($500,000.00) IN THE AGGREGATE.
SECTION 7.53
EQUITY CONTRIBUTION.
(A) TO ENFORCE (AND TO CAUSE
ALL OTHER BORROWER ENTITIES PARTIES THERETO TO ENFORCE) THE PROVISIONS OF THE
EQUITY CONTRIBUTION DOCUMENTS AGAINST NYTC MEMBER AND NOT TO WAIVE OR PERMIT THE
WAIVER OF ANY OF THE OBLIGATIONS OF NYTC MEMBER UNDER THE EQUITY CONTRIBUTION
DOCUMENTS, (B) TO COMPLY (AND TO CAUSE ALL OTHER BORROWER ENTITIES PARTIES
THERETO TO COMPLY) WITH THE PROVISIONS OF THE EQUITY CONTRIBUTION DOCUMENTS AND
TO DO NO ACT WHICH WOULD RELIEVE NYTC MEMBER OF ITS OBLIGATIONS UNDER THE EQUITY
CONTRIBUTION DOCUMENTS OR CANCEL OR TERMINATE ANY EQUITY CONTRIBUTION DOCUMENTS,
(C) TO CAUSE TO BE TAKEN ALL ACTIONS NECESSARY OR APPROPRIATE IN ORDER TO
CONSUMMATE THE FUNDING OF THE EQUITY CONTRIBUTION, (D) TO MAKE NO AMENDMENTS TO,
OR ASSIGN RIGHTS OR OBLIGATIONS UNDER, THE EQUITY
112
CONTRIBUTION DOCUMENTS WITHOUT THE PRIOR APPROVAL OF AGENT AND (E) TO CAUSE TO
BE PROVIDED TO AGENT COPIES OF ANY COMMUNICATIONS GIVEN TO OR RECEIVED FROM NYTC
MEMBER UNDER THE EQUITY CONTRIBUTION DOCUMENTS.
SECTION 7.54
BORROWER LCS.
TO MAINTAIN THE BORROWER LCS IN FULL
FORCE AND EFFECT FOR SO LONG AS REQUIRED UNDER THE LAND ACQUISITION AGREEMENT.
AGENT ACKNOWLEDGES THAT THE AGGREGATE AMOUNT OF THE BORROWER LCS SHALL BE DEEMED
TO BE INITIAL REQUIRED EQUITY FUNDS THAT HAVE BEEN CONTRIBUTED UNLESS ANY OF THE
BORROWER LCS OR ANY PORTION THEREOF (I) ARE PERMITTED TO BE RELEASED TO ANY
BORROWER ENTITY OR REDUCED OR (II) ARE NO LONGER IN FULL FORCE OR EFFECT
(UNLESS, IN EACH CASE, SUCH BORROWER LCS SHALL HAVE BEEN FULLY-DRAWN UPON).
UPON THE OCCURRENCE OF EITHER OF THE EVENTS DESCRIBED IN THE FOREGOING CLAUSES
(I) AND (II), THEN (A) BORROWER SHALL DEPOSIT WITH AGENT THE AGGREGATE UNDRAWN
AMOUNT OF SUCH BORROWER LCS OR THE APPLICABLE PORTION THEREOF (ANY SUCH DEPOSIT,
A "BORROWER LC DEPOSIT") (PROVIDED THAT AGENT AND BORROWER ACKNOWLEDGE THAT A
BORROWER LC DEPOSIT SHALL CONSTITUTE INITIAL REQUIRED EQUITY FUNDS WHEN
DEPOSITED), (B) AGENT SHALL HOLD SUCH AMOUNT IN AN INTEREST BEARING ACCOUNT, (C)
SUCH DEPOSITED AMOUNT SHALL BE TREATED IN ACCORDANCE WITH (AND BORROWER SHALL
COMPLY WITH THE REQUIREMENTS WITH RESPECT THERETO SET FORTH IN) SECTION 3.06
HEREOF AS IF THE BORROWER LC DEPOSIT WERE