CONSULTANT,
CONCURRENTLY WITH EACH ADVANCE REQUEST, COPIES OF ALL ORDERS (INCLUDING CHANGE
ORDERS), DOCUMENTS OR REVISIONS TO PLANS AND SPECIFICATIONS REFLECTING CHANGE
ORDERS FOR THE PROJECT AS OF THE ADVANCE PERIOD DATE, REGARDLESS OF WHETHER THE
PRIOR APPROVAL BY AGENT AND/OR CONSTRUCTION CONSULTANT OF ANY SUCH ORDER,
DOCUMENT OR REVISION IS REQUIRED PURSUANT TO THE TERMS HEREOF.
35
(II)
BORROWER SHALL NOT REQUEST, INITIATE, AGREE TO, ACCEPT, CAUSE OR
SUFFER DIRECTLY OR INDIRECTLY ANY MATERIAL CHANGE ORDER WITHOUT AGENT'S PRIOR
WRITTEN CONSENT, NOT TO BE UNREASONABLY WITHHELD.
ANY CHANGE ORDER OTHER THAN A
MATERIAL CHANGE ORDER SHALL NOT REQUIRE AGENT'S CONSENT.
NOTWITHSTANDING THE
FOREGOING, BORROWER MAY REQUEST THAT THE AGENT CONSENT TO, OR RATIFY, A CHANGE
ORDER WHICH IS NOT A MATERIAL CHANGE ORDER.
NO CHANGE ORDER, WHETHER OR NOT
APPROVED BY AGENT, OBLIGATES AGENT AND LENDERS TO MAKE ANY ADVANCE TO THE EXTENT
THE SAME WOULD NOT OTHERWISE BE OBLIGATED PURSUANT TO THIS AGREEMENT TO MAKE
SUCH ADVANCE.
BORROWER SHALL SUBMIT TO AGENT AND CONSTRUCTION CONSULTANT COPIES
OF EACH PROPOSED MATERIAL CHANGE ORDER PRIOR TO ENTERING INTO IT, TOGETHER WITH
DOCUMENTATION REASONABLY SATISFACTORY TO AGENT AND CONSTRUCTION CONSULTANT,
SETTING FORTH ALL ADDITIONS AND SUBTRACTIONS THERETOFORE MADE TO OR FROM THE
SCOPE OF THE PROJECT.
BORROWER MAY ALSO SUBMIT TO AGENT AND CONSTRUCTION
CONSULTANT FROM TIME TO TIME, FOR APPROVAL OR RATIFICATION, AS THE CASE MAY BE,
COPIES OF CHANGE ORDERS WHICH DO NOT CONSTITUTE MATERIAL CHANGE ORDERS, TOGETHER
WITH THE DOCUMENTATION DESCRIBED ABOVE WITH RESPECT TO THE SUBMISSION OF
MATERIAL CHANGE ORDERS.
AGENT SHALL PROMPTLY REVIEW ALL MATERIAL CHANGE ORDERS
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 OR RATIFICATION, AS THE CASE MAY BE, WITH RESPECT TO A CHANGE ORDER.
IF AGENT FAILS TO RESPOND WITHIN 10 BUSINESS DAYS OF THE EFFECTIVENESS OF THIS
NOTICE, THE REQUESTED ACTION WITH RESPECT TO THE CHANGE ORDER WILL BE DEEMED
APPROVED OR RATIFIED, AS APPLICABLE", AND IF AGENT DOES NOT RESPOND DURING SUCH
TEN (10) BUSINESS DAY PERIOD, IT SHALL BE DEEMED TO HAVE APPROVED OR RATIFIED
SUCH CHANGE ORDERS.
IF ANY MATERIAL CHANGE ORDER SHALL REQUIRE THE CONSENT OR
APPROVAL OF ANY THIRD PARTY, BORROWER SHALL PROVIDE AGENT WITH WRITTEN EVIDENCE
OF SUCH CONSENT OR APPROVAL.
BORROWER SHALL SUBMIT TO AGENT AND CONSTRUCTION
CONSULTANT COPIES OF ALL CHANGE ORDERS ENTERED INTO WITH RESPECT TO THE PROJECT
WITHIN FIFTEEN (15) DAYS AFTER THE SAME ARE ENTERED INTO, IRRESPECTIVE OF
WHETHER THE SAME REQUIRE THE PRIOR APPROVAL OF AGENT AND CONSTRUCTION CONSULTANT
PURSUANT TO THIS AGREEMENT.
AS USED HEREIN, A "MATERIAL CHANGE ORDER" IS (I)
ANY CHANGE ORDER AFFECTING THE PROJECT BUDGET IN AN AMOUNT GREATER THAN
$100,000, OR (II) ANY CHANGE ORDER, THAT TOGETHER WITH ALL OTHER CHANGE ORDERS
PREVIOUSLY REQUESTED WITH RESPECT TO THE PROJECT BUT NOT APPROVED OR RATIFIED BY
AGENT, WOULD AFFECT THE PROJECT BUDGET