Conditions to Restoration. Prior to the Conversion Date, notwithstanding anything in the Mortgage to the contrary, the following shall be conditions precedent to the obligation of the Borrower to restore the Project following the occurrence of a casualty or condemnation:
(a) No Event of Default shall have occurred and be continuing that would not be cured by restoration in accordance with the terms and requirements of this Agreement;
(b) The Bondholder Representative shall have received and approved each of the following (which approval shall not be unreasonably withheld, conditioned or delayed):
(i) acceptable Plans and Specifications for the reconstruction of the Project;
(ii) copies of all contracts and subcontracts for the reconstruction of the Project;
(iii) if required by Bondholder Representative, either payment and performance bonds for the reconstruction of the Project provided by a surety acceptable to the Bondholder Representative (with an AM Best rating of “A /VIII”) or a fifteen percent (15%) letter of credit in lieu of bonding issued by a Financial Institution and on a form acceptable to the Bondholder Representative;
(iv) assignments by the Borrower to the Trustee of each of the contracts and subcontracts described in clause (ii), in form and content satisfactory to the Bondholder Representative, and consents to such assignment, in form and content satisfactory to the Bondholder Representative, duly executed by the contractors and subcontractors; and
(v) a line item budget setting forth, in form and level of detail satisfactory to the Bondholder Representative, all costs of reconstruction of the Facility in accordance with the Plans and Specifications described in clause (i), above.
(c) All proceeds of casualty insurance policies awards less the costs of collection, as the case may be, shall have been received in the Mortgage Recovery Fund established under the Indenture and the Borrower hereby grants a security interest in said account to the Issuer, and the Issuer hereby assigns such security interest to Trustee on behalf of the Holders; and
(d) it is determined by an appraiser selected by the Bondholder Representative at the expense of the Borrower (unless waived by the Bondholder Representative) that the Project will, following reconstruction, have a fair market value which is at least equal to its value immediately prior to the casualty or Condemnation.
