Common use of Amendments to Project Budget Clause in Contracts

Amendments to Project Budget. The Project Budget for such Project may be amended from time to time only in the manner set forth herein, including De Minimus Adjustments made by a Borrower to the extent permitted herein. Subject to the provisions of this Section 6.1, the applicable Borrower shall have the right from time to time to amend the applicable Project Budget without recommendation for approval of the Construction Consultant or any party to this Agreement (but subject to compliance with the In-Balance Test with respect to such Project after giving effect to such Amendment) to increase, decrease or reallocate the amounts allocated for specific Line Items or reallocate the amounts allocated for specific Line Items between the Project Budgets for both Projects, all in accordance with the provisions hereof. In addition, to the extent that, at any time, the Remaining Costs for a particular Line Item of such Project Budget shall exceed the Remaining Budgeted Amount with respect to such Line Item, such Borrower shall amend the applicable Project Budget in accordance with the provisions hereof to eliminate such excess. Notwithstanding anything herein to the contrary, the “Project Contingency” Line Item may not be reduced below the Required Contingency. With respect to any amendment to the Project Budget, for each applicable Line Item being amended, the Remaining Budgeted Amount must equal or exceed the Remaining Costs contemplated by such Line Item. Each Borrower acknowledges and agrees that the Project Funds are being shared by the Borrowers and any action taken by one Borrower with respect to any such increase in such Borrower’s Project Budget shall be deemed to have been automatically and irrevocably approved by the other Borrower without any need for any confirmation of or agreement to such increase at that time from the other Borrower.

Amendments to Project Budget. The Project Budget for such Project may be amended from time to time only in the manner set forth herein, including De Minimus Minimis Adjustments made by a the Borrower to the extent permitted herein. Subject to the provisions of this Section 6.1, the applicable Borrower shall have the right from time to time to amend the applicable Project Budget without recommendation for approval of the Construction Consultant or any party to this Agreement (but subject to compliance with the In-Balance Test with respect to such Project after giving effect to such Amendmentamendment) to increase, decrease or reallocate the amounts allocated for specific Line Items or reallocate the amounts allocated for specific Line Items between the Project Budgets for both ProjectsItems, all in accordance with the provisions hereof. In addition, to the extent that, at any time, the Remaining Costs for a particular Line Item of such Project Budget shall exceed the Remaining Budgeted Amount with respect to such Line Item, such the Borrower shall amend the applicable Project Budget in accordance with the provisions hereof to eliminate such excess. Notwithstanding anything herein to the contrary, (a) the “Project Contingency” Line Item may not be reduced below the Required ContingencyContingency without the approval of the Administrative Agent and the Construction Consultant, and (b) the assumptions used in the calculation of the “Interest” Line Item may not be modified in a manner that results in a reduction in the interest rate reflected in such Line Item without the reasonable consent of the Administrative Agent. With respect to any amendment to the Project Budget, for each applicable Line Item being amended, the Remaining Budgeted Amount must equal or exceed the Remaining Costs contemplated by such Line Item. Each Borrower acknowledges and agrees that the Project Funds are being shared by the Borrowers and any action taken by one Borrower with respect to any such increase in such Borrower’s Project Budget shall be deemed to have been automatically and irrevocably approved by the other Borrower without any need for any confirmation of or agreement to such increase at that time from the other Borrower.

Amendments to Project Budget. The Project Budget for such the Project may be amended from time to time only in the manner set forth herein. Within 180 days of the Closing Date (the “Project Budget Adjustment Period”), including De Minimus Adjustments made by a Borrower to the extent permitted herein. Subject to the provisions of this Section 6.1, the applicable Borrower shall have be entitled to deliver one or more updated Project Budgets that (individually, or when taken together with other amendments) may increase the right from time to time to amend the applicable total Project Budget without recommendation for approval Cost by no more than […***…] of the Construction Consultant or any party to this Agreement (but subject to compliance with total Project Costs set forth in the In-Balance Test with respect to such Project after giving effect to such Amendment) to increase, decrease or reallocate the amounts allocated for specific Line Items or reallocate the amounts allocated for specific Line Items between the Project Budgets for both Projects, all in accordance with the provisions hereof. In addition, to the extent that, at any time, the Remaining Costs for a particular Line Item of such Project Budget shall exceed the Remaining Budgeted Amount with respect to such Line Item, such Borrower shall amend the applicable approved Project Budget in accordance with existence as of the provisions hereof Closing Date in the aggregate (the “Budget Amendment Threshold”) without the consent of Administrative Agent; provided, however, that upon such amendment, Borrower shall promptly deliver an updated copy of the Project Budget to eliminate Administrative Agent and the Disbursement Agent, and after each such excessamendment, such budget shall constitute the Project Budget hereunder (a “Permitted Initial Budget Amendment”). Notwithstanding anything herein the foregoing, if Borrower seeks to modify the contraryProject Budget in excess of the Budget Amendment Threshold during the Project Budget Adjustment Period, the “Project Contingency” Line Item may Administrative Agent’s prior consent required under this this Section 6.1 shall not be reduced below unreasonably withheld, conditioned, or delayed, provided, that (a) no Event of Default has occurred and is continuing, (b) Borrower delivers a Project Budget Amendment Certificate, together with a true, correct and complete modified Project Budget and Project Schedule reflecting the Required Contingency. With respect to any amendment requested modifications to the Project Budget, for each applicable Line Item being amendedand identifying the amount of Project Costs added to the Project Budget in excess of the Budget Amendment Threshold (the total of such excess, the Remaining Budgeted Amount must “Budget Amendment Overruns”), and (c) Borrower has provided evidence reasonably acceptable to the Administrative Agent that Borrower has deposited (or, upon receipt of approval from the Administrative Agent, will deposit) into the Construction Disbursement Account in cash from Borrower’s funds the amount equal or exceed to the Remaining Budget Amendment Overruns, which amounts may be disbursed from the Construction Disbursement Account for Project Costs contemplated by such Line Itemin accordance with Section 4 hereof. Each Borrower acknowledges and agrees that Following the Project Funds are being shared by Budget modifications permitted pursuant to this Section 6.1 during the Borrowers and any action taken by one Borrower with respect to any such increase in such Borrower’s Project Budget shall Adjustment Period, any material amendments to the Project Budget (including as a result of Material Change Orders) may be deemed to have been automatically and irrevocably approved by made only with the other Borrower without any need for any confirmation prior written consent of or agreement to such increase at that time from the other Borrower.the