Common use of Agreement to Borrow and Lend Clause in Contracts

Agreement to Borrow and Lend. Subject to the terms, provisions and conditions of this Agreement and the other Loan Documents, Borrower agrees to borrow from Lender agrees to lend to Borrower the Loan, for the purposes and subject to all of the terms, provisions and conditions contained in this Agreement. If Lender consists of more than one party, the obligations of each such party with respect to the amount it has agreed to loan to Borrower shall be several (and not joint and several) and shall be limited to its proportionate share of the Loan and of each advance. (a) The maximum aggregate amount of the Loan shall not exceed the lesser of (i) Nine Million, Two Hundred Fifty Thousand and No/100 Dollars ($9,250,000.00), or (ii) 75% of the fair market value of the Property, as set out in the Appraisal of the Property approved by Lender hereunder. (b) Subject to Borrower’s compliance with and satisfaction of all conditions precedent to the Loan Closing and all conditions to disbursement under Article 8 and Article 10, provided that the Loan is In Balance, no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and no Default or Event of Default has occurred and is continuing hereunder, at the Loan Closing, Lender will reimburse Borrower for a portion of the costs incurred by Borrower in connection with the development of the Property and the construction of the Improvements, to the extent provided for in the Budget. (c) After the Loan Closing, Borrower shall be entitled to receive further successive disbursements of the proceeds of the Loan in accordance with Article 10 within ten (10) Business Days after compliance with all conditions precedent thereto, provided that (i) the Loan remains In Balance; (ii) Borrower has complied with all conditions precedent to disbursement from time to time including the requirements of Articles 8, 9 and 10; (iii) no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and (iv) no Event of Default and no Default exists hereunder or under any other Loan Document and there is no material default by Borrower. (d) To the extent that Lender may have acquiesced in noncompliance with any conditions precedent to the Loan Closing or conditions precedent to any subsequent disbursement of Loan proceeds, such acquiescence shall not constitute a waiver by Lender, and Lender may at any time after such acquiescence require Borrower to comply with all such requirements. (e) Borrower shall, prior to the Closing of the Loan, open an Operating Account. Borrower authorizes Lender to disburse Loan proceeds by crediting the Operating Account; provided, however, that Lender shall not be obligated to use such method. Lender is further authorized to pay and principal or interest due upon the Note when and as same shall become due by debiting funds on deposit in the Operating Account.

Agreement to Borrow and Lend. Subject (a) On the terms of and subject to the terms, provisions and conditions of this Agreement and the other Loan DocumentsAgreement, Borrower agrees to borrow from Lender, and Lender agrees to lend to Borrower Borrower, an amount not to exceed the Loan, for the purposes and subject to all of the terms, provisions and conditions contained in this AgreementLoan Amount. If Lender consists of more than one party, the obligations of each such party with respect to the amount it has agreed to loan to Borrower shall be several (and not joint and several) and shall be limited to its proportionate share The proceeds of the Loan and shall be used by Borrower for the purchase of each advance. (a) The maximum aggregate the Project. Notwithstanding any other provision of this Agreement, the amount of the Loan shall not exceed the lesser of (i) Nine Million, Two Hundred Fifty Thousand and No/100 Dollars ($9,250,000.00), or (ii) 75an amount equal to 80% of the fair market “as is” appraised value of the Property, Project as set out shown in the Appraisal of the Property approved appraisal required by Lender hereunderthis Agreement. (b) Subject to Borrower’s compliance with The Loan shall be evidenced by the Note executed by Borrower and satisfaction shall be secured by the Mortgage and the Assignment of all conditions precedent Rents. The Loan shall be guaranteed by Guarantors pursuant to the Loan Closing Guaranty, and all conditions to disbursement under Article 8 Borrower and Article 10, provided that the Loan is In Balance, no Material Adverse Change has occurred Guarantors shall protect Lender with respect to Borrowerenvironmental matters pursuant to the Environmental Indemnity. If Lender extends any Operator Loan to Operator, any Guarantor, or the Property and no Default or Event of Default has occurred and is continuing hereunder, at the Loan Closing, Lender will reimburse Borrower for a portion of shall be secured by the costs incurred by Borrower in connection with the development of the Property Operator Loan Documents and the construction of Loan Documents shall secure the Improvements, to the extent provided for in the Budget. (c) After the Loan Closing, Borrower shall be entitled to receive further successive disbursements of the proceeds of the Loan in accordance with Article 10 within ten (10) Business Days after compliance with all conditions precedent thereto, provided that (i) the Loan remains In Balance; (ii) Borrower has complied with all conditions precedent to disbursement from time to time including the requirements of Articles 8, 9 and 10; (iii) no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and (iv) no Event of Default and no Default exists hereunder or under any other Loan Document and there is no material default by Borrower. (d) To the extent that Lender may have acquiesced in noncompliance with any conditions precedent to the Loan Closing or conditions precedent to any subsequent disbursement of Loan proceeds, such acquiescence shall not constitute a waiver by Lender, and Lender may at any time after such acquiescence require Borrower to comply with all such requirements. (e) Borrower shall, prior to the Closing of the Operator Loan, open an Operating Account. Borrower authorizes Lender to disburse Loan proceeds by crediting the Operating Account; provided, however, that notwithstanding any other provision of the Loan Documents or the Operator Loan Documents, (i) if the Loan is repaid at a time when the Operator Loan is outstanding, and if there is no existing Default or Event of Default under any of the Operator Loan Documents, the Operator Loan shall no longer be secured by the liens and encumbrances created under the Loan Documents, and (ii) if the Operator Loan is repaid and terminated at a time when the Loan is outstanding, and no there is no existing Default or Event of Default under any of the Loan Documents, the Loan shall no longer be secured by the liens and encumbrances created under the Operator Loan Documents. At any time that Lender does not have an Operator Loan extended to Operator, the references in this Agreement and the other Loan Documents to the Operator Loan shall not be obligated of no force or effect. Nothing contained in this Agreement shall constitute a commitment or agreement by Lender to use such method. Lender is further authorized extend any Operator Loan to pay and principal or interest due upon the Note when and as same shall become due by debiting funds on deposit in the Operating AccountOperator.

Agreement to Borrow and Lend. Subject (a) On the terms of and subject to the terms, provisions and conditions of this Agreement and the other Loan DocumentsAgreement, Borrower agrees to borrow from Lender, and Lender agrees to lend to Borrower Borrower, an amount not to exceed the Loan, for the purposes and subject to all of the terms, provisions and conditions contained in this AgreementLoan Amount. If Lender consists of more than one party, the obligations of each such party with respect to the amount it has agreed to loan to Borrower shall be several (and not joint and several) and shall be limited to its proportionate share The proceeds of the Loan and shall be used by Borrower for the purchase of each advance. (a) The maximum aggregate the Project. Notwithstanding any other provision of this Agreement, the amount of the Loan shall not exceed the lesser of (i) Nine Million, Two Hundred Fifty Thousand and No/100 Dollars ($9,250,000.00), or (ii) 75an amount equal to 80% of the fair market “as is” appraised value of the Property, Project as set out shown in the Appraisal of the Property approved appraisal required by Lender hereunderthis Agreement. (b) Subject The Loan shall be evidenced by the Note executed by Borrower and shall be secured by the Deed to Borrower’s compliance with Secure Debt and satisfaction the Assignment of all conditions precedent Rents. The Loan shall be guaranteed by Guarantors pursuant to the Loan Closing Guaranty, and all conditions to disbursement under Article 8 Borrower and Article 10, provided that the Loan is In Balance, no Material Adverse Change has occurred Guarantors shall protect Lender with respect to Borrowerenvironmental matters pursuant to the Environmental Indemnity. If Lender extends any Operator Loan to Operator, any Guarantor, or the Property and no Default or Event of Default has occurred and is continuing hereunder, at the Loan Closing, Lender will reimburse Borrower for a portion of shall be secured by the costs incurred by Borrower in connection with the development of the Property Operator Loan Documents and the construction of Loan Documents shall secure the Improvements, to the extent provided for in the Budget. (c) After the Loan Closing, Borrower shall be entitled to receive further successive disbursements of the proceeds of the Loan in accordance with Article 10 within ten (10) Business Days after compliance with all conditions precedent thereto, provided that (i) the Loan remains In Balance; (ii) Borrower has complied with all conditions precedent to disbursement from time to time including the requirements of Articles 8, 9 and 10; (iii) no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and (iv) no Event of Default and no Default exists hereunder or under any other Loan Document and there is no material default by Borrower. (d) To the extent that Lender may have acquiesced in noncompliance with any conditions precedent to the Loan Closing or conditions precedent to any subsequent disbursement of Loan proceeds, such acquiescence shall not constitute a waiver by Lender, and Lender may at any time after such acquiescence require Borrower to comply with all such requirements. (e) Borrower shall, prior to the Closing of the Operator Loan, open an Operating Account. Borrower authorizes Lender to disburse Loan proceeds by crediting the Operating Account; provided, however, that notwithstanding any other provision of the Loan Documents or the Operator Loan Documents, (i) if the Loan is repaid at a time when the Operator Loan is outstanding, and if there is no existing Default or Event of Default under any of the Operator Loan Documents, the Operator Loan shall no longer be secured by the liens and encumbrances created under the Loan Documents, and (ii) if the Operator Loan is repaid and terminated at a time when the Loan is outstanding, and no there is no existing Default or Event of Default under any of the Loan Documents, the Loan shall no longer be secured by the liens and encumbrances created under the Operator Loan Documents. At any time that Lender does not have an Operator Loan extended to Operator, the references in this Agreement and the other Loan Documents to the Operator Loan shall not be obligated of no force or effect. Nothing contained in this Agreement shall constitute a commitment or agreement by Lender to use such method. Lender is further authorized extend any Operator Loan to pay and principal or interest due upon the Note when and as same shall become due by debiting funds on deposit in the Operating AccountOperator.

Agreement to Borrow and Lend. Subject (a) On the terms of and subject to the terms, provisions and conditions of this Agreement, Borrowers agree to borrow from Lender, and Lender agrees to lend to Borrowers, an amount not to exceed the Loan Amount. (b) The Loan shall be evidenced by the Note executed by Borrowers jointly and severally and shall be secured by the Mortgages and the Assignments of Rents. The Loan shall be guaranteed by Guarantors pursuant to the Guaranty, and Borrowers and Guarantors shall protect Lender with respect to environmental matters pursuant to the Environmental Indemnity. If Lender extends the Operator Loan to Operators, the Loan shall be secured by the Operator Loan Documents and the Loan Documents shall secure the Operator Loan; provided, however, that notwithstanding any other provision of the Loan Documents or the Operator Loan Documents, (i) if the Loan is repaid at a time when the Operator Loan is outstanding, and if there is no existing Default or Event of Default under any of the Operator Loan Documents, the Operator Loan shall no longer be secured by the liens and encumbrances created under the Loan Documents, and (ii) if the Operator Loan is repaid at a time when the Loan is outstanding, and no there is no existing Default or Event of Default under any of the Loan Documents, the Loan shall no longer be secured by the liens and encumbrances created under the Operator Loan Documents. If Lender does not extend the Operator Loan to Operators, the references in this Agreement and the other Loan Documents, Borrower agrees to borrow from Lender agrees to lend to Borrower the Loan, for the purposes and subject to all of the terms, provisions and conditions contained in this Agreement. If Lender consists of more than one party, the obligations of each such party with respect Documents to the amount it has agreed to loan to Borrower Operator Loan shall be several of no force or effect. (and not joint and severalc) and shall be limited to its proportionate share The proceeds of the Loan shall be used by Borrowers for the purchase of the Projects and payment or reimbursement of each advance. (a) The maximum aggregate $300,000 of costs for new fire protection sprinkler systems for one or more of the Projects. Notwithstanding any other provision of this Agreement, the amount of the Loan shall not exceed the lesser of (i) Nine Million, Two Hundred Fifty Thousand and No/100 Dollars ($9,250,000.00), or (ii) an amount equal to 75% of the fair market aggregate “as is” appraised value of the Property, Projects as set out shown in the Appraisal of the Property approved appraisals required by Lender hereunder. (b) Subject to Borrower’s compliance with and satisfaction of all conditions precedent to the Loan Closing and all conditions to disbursement under Article 8 and Article 10, provided that the Loan is In Balance, no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and no Default or Event of Default has occurred and is continuing hereunder, at the Loan Closing, Lender will reimburse Borrower for a portion of the costs incurred by Borrower in connection with the development of the Property and the construction of the Improvements, to the extent provided for in the Budget. (c) After the Loan Closing, Borrower shall be entitled to receive further successive disbursements of the proceeds of the Loan in accordance with Article 10 within ten (10) Business Days after compliance with all conditions precedent thereto, provided that (i) the Loan remains In Balance; (ii) Borrower has complied with all conditions precedent to disbursement from time to time including the requirements of Articles 8, 9 and 10; (iii) no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and (iv) no Event of Default and no Default exists hereunder or under any other Loan Document and there is no material default by Borrowerthis Agreement. (d) To the extent that Lender may have acquiesced in noncompliance with any conditions precedent to At the Loan Closing or conditions precedent to any subsequent disbursement of Loan proceedsOpening, such acquiescence shall not constitute a waiver by Lender, and Lender may at any time after such acquiescence require Borrower to comply with all such requirements. (e) Borrower shall, prior to the Closing $300,000 of the Loan, open an Operating Account. Borrower authorizes Lender to disburse Loan proceeds Proceeds disbursed by crediting the Operating Account; provided, however, that Lender shall not be obligated to use such method. deposited in an account at Lender is further authorized to pay and principal or interest due upon the Note when and as same shall become due by debiting funds on deposit in the Operating Accountname of one or more of Borrowers, to be used for the purpose of paying or reimbursing $300,000 of costs for new fire protection sprinkler systems for one or more of the Projects. Such Loan Proceeds shall commence bearing interest on the date of the Loan Opening. Within 30 days after the Loan Opening, Borrowers shall deposit $80,000 in such account, to be used for such purpose. After such deposit has been made by Borrowers, amounts shall be disbursed by Lender from such account for such purpose on the same terms as apply with respect to disbursements from the Capital Expenditures Reserve Account under Section 7.18 of this Agreement.

Agreement to Borrow and Lend. Subject (a) On the terms of and subject to the terms, provisions and conditions of this Agreement, Borrowers agree to borrow from Lender, and Lender agrees to lend to Borrowers, an amount not to exceed the Loan Amount. (b) The Loan shall be evidenced by the Note executed by Borrowers jointly and severally and shall be secured by the Mortgages and the Assignments of Rents. The Loan shall be guaranteed by Guarantors pursuant to the Guaranty, and Borrowers and Guarantors shall protect Lender with respect to environmental matters pursuant to the Environmental Indemnity. If Lender extends any Operator Loan to any one of more of Operators, the Loan shall be secured by the Operator Loan Documents for such Operator Loan and the Loan Documents shall secure such Operator Loan; provided, however, that notwithstanding any other provision of the Loan Documents or any Operator Loan Documents, (i) if the Loan is repaid at a time when any Operator Loan is outstanding, and if there is no existing Default or Event of Default under any of the Operator Loan Documents, such Operator Loan shall no longer be secured by the liens and encumbrances created under the Loan Documents, and (ii) if any Operator Loan is repaid and terminated at a time when the Loan is outstanding, and no there is no existing Default or Event of Default under any of the Loan Documents, the Loan shall no longer be secured by the liens and encumbrances created under the Operator Loan Documents for such Operator Loan. At any time that Lender does not have any Operator Loan extended to any Operator, the references in this Agreement and the other Loan Documents, Borrower agrees Documents to borrow from Lender agrees to lend to Borrower the Loan, for the purposes and subject to all Operator Loan shall be of the terms, provisions and conditions no force or effect. Nothing contained in this Agreement. If Agreement shall constitute a commitment or agreement by Lender consists of more than one party, the obligations of each such party with respect to the amount it has agreed extend any Operator Loan to loan to Borrower shall be several any Operator. (and not joint and severalc) and shall be limited to its proportionate share The proceeds of the Loan together with cash equity of Borrowers shall be used by Borrowers for the purchase of the Projects, funding the Collateral Account and Capital Expenditures Reserve Account as required by this Agreement, and paying acquisition and financing costs and expenses. Notwithstanding any other provision of each advance. (a) The maximum aggregate this Agreement, the amount of the Loan shall not exceed the lesser of (i) Nine Million, Two Hundred Fifty Thousand and No/100 Dollars ($9,250,000.00), or (ii) 75an amount equal to 80% of the fair market aggregate “as is” appraised value of the Property, Projects as set out shown in the Appraisal appraisals required by this Agreement, and the aggregate purchase price for the Projects must not exceed the aggregate “as is” appraised value of the Property approved by Lender hereunderProjects as shown in such appraisals. (bd) Subject The closing of the purchase of the Projects by Borrowers is to Borrower’s occur on Sunday, April 1, 2012, and the deeds conveying the Projects to Borrowers will be dated April 1, 2012. April 1, 2012, is not a business day In order that Borrowers will be able to demonstrate the availability of funds on the April 1, 2012, purchase closing date, subject to compliance with and satisfaction all of all conditions precedent to the Loan Closing and all conditions to disbursement under Article 8 and Article 10, provided that the Loan is In Balance, no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and no Default or Event of Default has occurred and is continuing hereunder, at the Loan Closingwhich are contained in this Agreement, Lender will reimburse Borrower for a portion of the costs incurred by Borrower in connection with the development of the Property and the construction of the Improvements, to the extent provided for in the Budget. (c) After the Loan Closing, Borrower shall be entitled to receive further successive disbursements of disburse the proceeds of the Loan in accordance with Article 10 within ten (10) Business Days after compliance with all conditions precedent theretoon Friday, provided that (i) March 30, 2012, and the Loan remains In Balance; (ii) Borrower has complied with all conditions precedent to disbursement from time to time including and the requirements of Articles 8Note will begin bearing interest on that date, 9 and 10; (iii) no Material Adverse Change has occurred with respect to Borrower, any Guarantor, or the Property and (iv) no Event of Default and no Default exists hereunder or under any other Loan Document and there is no material default by Borrower. (d) To the extent Borrowers hereby request that Lender may have acquiesced do so. The disbursement on March 30, 2012, will consist of deposits into the Collateral Account ($1,340,000) and Capital Expenditures Reserve Account ($470,000) and payment of expenses to Lender and its legal counsel, and the remainder of the disbursement will be deposited by Lender into an escrow with a title insurance escrow agent for the Loan and purchase closing. The escrow instructions to such escrow agent will provide that the loan proceeds deposited in noncompliance with any conditions precedent escrow are not to be disbursed prior to Monday, April 2, 2012, and then only if the closing of the purchase of the Projects, including delivery of deeds, has been completed. The Mortgages and the Assignments of Rents will be dated as of April 1, 2012, to correspond to the Loan Closing or conditions precedent dating of the deeds conveying the Projects to any subsequent disbursement of Loan proceeds, such acquiescence shall not constitute a waiver by LenderBorrowers, and Lender may at any time after such acquiescence require Borrower this Agreement, the Note, the Indemnity Agreement and the Guaranty will be dated as of March 30, 2012, to comply with all such requirements. (e) Borrower shall, prior correspond to the Closing date of disbursement of the Loan, open an Operating Account. Borrower authorizes Lender to disburse Loan proceeds by crediting the Operating Account; provided, however, that Lender shall not be obligated to use such method. Lender is further authorized to pay and principal or interest due upon the Note when and as same shall become due by debiting funds on deposit in the Operating Account.