(IMMEDIATELY PRIOR TO THE APPLICABLE CASUALTY) HAS BEEN
DAMAGED, DESTROYED OR RENDERED UNUSABLE AS A RESULT OF A CASUALTY OR (2) IN THE
EVENT THE NET PROCEEDS ARE CONDEMNATION PROCEEDS, LESS THAN TEN PERCENT (10%) OF
THE LAND CONSTITUTING THE AFFECTED PROPERTY IS TAKEN, SUCH LAND IS LOCATED ALONG
THE PERIMETER OR PERIPHERY OF THE AFFECTED PROPERTY, AND NO PORTION OF THE
IMPROVEMENTS IS LOCATED ON SUCH LAND;
(C)
THE OPERATING LEASES OF THE AFFECTED PROPERTY IN EFFECT AS OF THE
DATE OF THE OCCURRENCE OF SUCH CASUALTY OR CONDEMNATION, WHICHEVER THE CASE MAY
BE, AND EACH OTHER MAJOR LEASE, IF ANY, IN EFFECT AS OF SUCH DATE SHALL REMAIN
IN FULL FORCE AND EFFECT DURING AND AFTER THE COMPLETION OF THE RESTORATION
WITHOUT ABATEMENT OF RENT BEYOND THE TIME REQUIRED FOR RESTORATION;
76
(D)
BORROWER SHALL COMMENCE OR CAUSE MORTGAGE BORROWER TO COMMENCE THE
RESTORATION AS SOON AS REASONABLY PRACTICABLE (BUT IN NO EVENT LATER THAN NINETY
(90) DAYS AFTER SUCH CASUALTY OR CONDEMNATION, WHICHEVER THE CASE MAY BE,
OCCURS) AND SHALL DILIGENTLY PURSUE THE SAME TO SATISFACTORY COMPLETION;
(E)
LENDER SHALL BE SATISFIED THAT ANY OPERATING DEFICITS, INCLUDING
ALL SCHEDULED PAYMENTS OF PRINCIPAL AND INTEREST UNDER THE NOTE, WHICH WILL BE
INCURRED WITH RESPECT TO THE AFFECTED PROPERTY AS A RESULT OF THE OCCURRENCE OF
ANY SUCH CASUALTY OR CONDEMNATION, WHICHEVER THE CASE MAY BE, WILL BE COVERED
OUT OF THE INSURANCE COVERAGE REFERRED TO IN SECTION 8.1(A)(III) ABOVE;
(F)
LENDER SHALL BE SATISFIED THAT THE RESTORATION WILL BE COMPLETED
ON OR BEFORE THE EARLIEST TO OCCUR OF (1) SIX (6) MONTHS PRIOR TO THE MATURITY
DATE, (2) THE EARLIEST DATE REQUIRED FOR SUCH COMPLETION UNDER THE TERMS OF ANY
LEASES (INCLUDING, WITHOUT LIMITATION, ANY GROUND LEASE) OR MATERIAL AGREEMENTS
AFFECTING THE AFFECTED PROPERTY, (3) SUCH TIME AS MAY BE REQUIRED UNDER
APPLICABLE ZONING LAW, ORDINANCE, RULE OR REGULATION, OR (4) THE EXPIRATION OF
THE INSURANCE COVERAGE REFERRED TO IN SECTION 8.1(A)(III);
(G)
THE AFFECTED PROPERTY AND THE USE THEREOF AFTER THE RESTORATION
WILL BE IN COMPLIANCE WITH AND PERMITTED UNDER ALL LEGAL REQUIREMENTS;
(H)
THE RESTORATION SHALL BE DONE AND COMPLETED BY BORROWER OR MORTGAGE
BORROWER IN AN EXPEDITIOUS AND DILIGENT FASHION AND IN COMPLIANCE WITH ALL
APPLICABLE LEGAL REQUIREMENTS;
(I)
SUCH CASUALTY OR CONDEMNATION, AS APPLICABLE, DOES NOT RESULT IN
THE LOSS OF ACCESS TO THE AFFECTED PROPERTY OR THE IMPROVEMENTS;
(J)
BORROWER SHALL DELIVER, OR CAUSE TO BE DELIVERED, TO LENDER A
SIGNED DETAILED BUDGET APPROVED IN WRITING BY MORTGAGE BORROWER'S ARCHITECT OR
ENGINEER STATING THE ENTIRE COST OF COMPLETING THE RESTORATION, WHICH BUDGET
SHALL BE ACCEPTABLE TO LENDER; AND
(K)
THE NET PROCEEDS TOGETHER WITH ANY CASH OR CASH EQUIVALENT
DEPOSITED BY BORROWER OR MORTGAGE BORROWER WITH LENDER ARE SUFFICIENT IN
LENDER'S REASONABLE JUDGMENT TO COVER THE COST OF THE RESTORATION.
(II)
THE NET PROCEEDS SHALL BE HELD BY LENDER UNTIL DISBURSEMENTS
COMMENCE, AND, UNTIL DISBURSED IN ACCORDANCE WITH THE PROVISIONS OF THIS
SECTION 8.4, SHALL CONSTITUTE ADDITIONAL SECURITY FOR THE DEBT AND