Common use of Construction and Operating Obligations; General Partner Loans Clause in Contracts

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital ContributionsContributions available, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall be treated as Capital Contribution and shall not be reimbursable or otherwise change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayablePartnership. In addition, if (1) the Improvements are not completed on or before November 1August 31, 1999 1997 ("Completion Date") (which date may be extended in the events of Force Majeureforce majeure, but in no event longer than three months from the Completion Date. For purposes of this Agreement force majeure shall mean any act of God, strike, lockout, or other industrial disturbance, act of the public enemy, war, blockage, public riot, fire, flood, explosion, governmental action, governmental delay, restraint or inaction and any other cause or event, whether of the kind enumerated specifically herein, or otherwise, which is not reasonably within the control of a Partner to this Agreement claiming such suspension); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action resulting from a default in the Mortgage Loan is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following During the three consecutive months of Break-even OperationsOperating Deficit Guarantee Period, the General Partner will personally Partner, as required from time to time, shall provide Operating Loans in amounts necessary to pay cover any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited PartnerDeficits. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income Owner's Annual Return or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement. In the event the General Partner shall fail to make any Operating Loans required by this Section 6.2(b), the Partnership shall withhold those funds otherwise payable to the General Partner or its Affiliates pursuant to Section 9.2 ("General Partner Funds") and utilize the withheld funds to meet the obligations of the General Partner pursuant to this Section 6.2(b); any such use of General Partner Funds will be deemed an Operating Loan of the General Partner repayable to the General Partner as aforesaid. Such use of General Partner Funds shall also constitute payment and satisfaction of amounts payable to the General Partner or Affiliates thereof pursuant to Section 9.2, and the obligation of the Partnership to make such payments to the General Partner or its Affiliates pursuant to Section 9.2 shall therefore be deemed satisfied.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital ContributionsContributions available, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall be treated as Capital Contribution and shall not be reimbursable or otherwise change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayablePartnership. In addition, if (1) the Improvements are not completed on or before November 1, 1999 1997 ("Completion Date") (which date may be extended in the events of Force Majeureforce majeure, but in no event longer than three months from the Completion Date. For purposes of this Agreement force majeure shall mean any act of God, strike, lockout, or other industrial disturbance, act of the public enemy, war, blockage, public riot, fire, flood, explosion, governmental action, governmental delay, restraint or inaction and any other cause or event, whether of the kind enumerated specifically herein, or otherwise, which is not reasonably within the control of a Partner to this Agreement claiming such suspension); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action resulting from a default in the Mortgage Loan is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following During the three consecutive months of Break-even OperationsOperating Deficit Guarantee Period, the General Partner will personally Partner, as required from time to time, shall provide Operating Loans in amounts necessary to pay cover any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited PartnerDeficits. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income Owner's Annual Return or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement. In the event the General Partner shall fail to make any Operating Loans required by this Section 6.2(b), the Partnership shall withhold those funds otherwise payable to the General Partner or its Affiliates pursuant to Section 9.2 ("General Partner Funds") and utilize the withheld funds to meet the obligations of the General Partner pursuant to this Section 6.2(b); any such use of General Partner Funds will be deemed an Operating Loan of the General Partner repayable to the General Partner as aforesaid. Such use of General Partner Funds shall also constitute payment and satisfaction of amounts payable to the General Partner or Affiliates thereof pursuant to Section 9.2, and the obligation of the Partnership to make such payments to the General Partner or its Affiliates pursuant to Section 9.2 shall therefore be deemed satisfied.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project DocumentsConstruction, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and Partnership, but shall be considered treated as a cost overrun and not be repayableloan by the General Partner to the Partnership. In addition, if (1) the Improvements are not completed on or before November 1August 31, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured a default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documentsdocuments which remains uncured after the expiration of any applicable cure period; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner and the Special Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Special Limited Partner. Notwithstanding the foregoing, the General Partner shall have thirty (30) days after written notice from the Special Limited Partner during which it may cure, to the reasonable satisfaction of the Special Limited Partner, any default under clauses (2) or (3) above. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits Deficits; and up to for the aggregate maximum amount balance of one year's operating expenses (including debt and reserves) approved by the Operating Deficit Guarantee Period the General Partner and the Special Limited Partnerwill provide Operating Loans to pay any Operating Deficits up to $65,000. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion hereby guarantees a lien free completion of Construction construction at a total development budget of not more than $3,571,162 ("Development Budget"), which includes all hard and soft costs incident to the acquisition, development and construction of the Project in accordance with the Construction Budget, the Construction Contract, and the Project Documents. At any time during construction and prior to Permanent Mortgage Commencement, and shall equip if the Project or cause Special Limited Partner in its reasonable discretion ascertains that the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed Development Budget exceeds the sum of the Capital Contributions, the proceeds of Contributions and the Mortgage and the Development Fee amount then the general General Partner shall be responsible for and shall be obligated to pay such deficienciesthe difference thereof. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion the date of Construction this Agreement, until for three years following the three consecutive months of Break-even Operations, the General Partner will immediately provide to the Partnership the necessary funds to pay Operating Deficits. For the balance of the Operating Deficit Guarantee Period, the General Partner will personally provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, Contributions and the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not be reimbursable or otherwise change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1April 30, 1999 2000 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following During the three consecutive months of Break-even OperationsOperating Deficit Guarantee Period, the General Partner will personally Partner, as required from time to time, shall provide Operating Loans in amounts necessary to pay cover any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited PartnerDeficits. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the each Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction on Autumn Ridge, Pontiac or Xxxxxxx exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee collectively relating to either Autumn Ridge, Pontiac or Xxxxxxx respectively then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1December 31, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even OperationsOperations individually on Autuumn Ridge, Pontiac and Xxxxxxx, the General Partner will personally provide the necessary funds to pay any Operating Deficits which funds shall not change the Interest of any Partner and shall be considered a cost overrun and not be repayable; and for the balance of the Operating Deficit Guarantee Period individually on Autumn Ridge, Pontiac and Xxxxxxx the General Partner will provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income from the respective Autumn Ridge, Pontiac or Xxxxxxx or Sale or Refinancing Proceeds from the respective Autumn Ridge, Pontiac or Xxxxxxx in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion hereby guarantees a lien free completion of Construction construction at a total development budget of not more than $1,522,516 ("Development Budget"), which includes all hard and soft costs incident to the acquisition, development and construction of the Project in accordance with the Construction Budget, the Construction Contract, and the Project Documents. At any time during construction and prior to Permanent Mortgage Commencement, if the Special Limited Partner in its reasonable discretion ascertains that the Development Budget exceeds the sum of the Capital Contributions and the Mortgage amount then the General Partner shall be responsible for and shall equip be obligated to pay the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and rangesdifference thereof. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, Contributions and the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not be reimbursable or otherwise change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1December 31, 1999 2001 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following During the three consecutive months of Break-even OperationsOperating Deficit Guarantee Period, the General Partner will personally Partner, as required from time to time, shall provide Operating Loans in amounts necessary to pay cover any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited PartnerDeficits. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion hereby guarantees a lien free completion of Construction construction at a total development budget of not more than $5,383,002 ("Development Budget"), which includes all hard and soft costs incident to the acquisition, development and construction of the Project in accordance with the Construction Budget, the Construction Contract, and the Project Documents. At any time during construction and prior to Permanent Mortgage Commencement, and shall equip if the Project or cause Special Limited Partner in its reasonable discretion ascertains that the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed Development Budget exceeds the sum of the Capital Contributions, the proceeds of Contributions and the Mortgage and the Development Fee amount then the general General Partner shall be responsible for and shall be obligated to pay such deficienciesthe difference thereof. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion the date of Construction this Agreement, until for three years following the three consecutive months of Break-even Operations, the General Partner will immediately provide to the Partnership the necessary funds to pay Operating Deficits. For the balance of the Operating Deficit Guarantee Period, the General Partner will personally provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November April 1, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1December 01, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor notify the General Partner in writing of such event and the General Partner shall have 60 days to cure such event. If the General Partner does not cure within such 60 day period, the Special Limited Partner may remove the General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits; and for the balance of the Operating Deficit Guarantee Period the General Partner will provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, Contributions and the proceeds of the Mortgage and Note, the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not be reimbursable or otherwise change the Interest of any Partner in the Partnership and but shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November December 1, 1999 1998 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following During the three consecutive months of Break-even OperationsOperating Deficit Guarantee Period, the General Partner will personally Partner, as required from time to time, shall provide Operating Loans in amounts necessary to pay cover any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited PartnerDeficits. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income Cash Flow From Operations or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Class A Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Class A Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Class A Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Class A Special Limited Partner, and the Limited Partner and the Class A Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits; and for the balance of the Operating Deficit Guarantee Period the General Partner will provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) ). The determination of what constitutes operating expenses as used in the preceding sentence must be approved by the General Partner and the Class A Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.

Construction and Operating Obligations; General Partner Loans. (a) The General Partner shall cause Completion of Construction in accordance with the Project Documents, and shall equip the Project or cause the same to be equipped with all necessary and appropriate fixtures, equipment and articles of personal property, including but not limited to, refrigerators and ranges. If costs and expenses necessary to effect Completion of Construction exceed the sum of the Capital Contributions, the proceeds of the Mortgage and the Development Fee then the general General Partner shall be responsible for and shall be obligated to pay such deficiencies. Any such advances by the General Partner shall not change the Interest of any Partner in the Partnership and shall be considered a cost overrun and not be repayable. In addition, if (1) the Improvements are not completed on or before November 1April 01, 1999 ("Completion Date") (which date may be extended in the events of Force Majeure, but in no event longer than three months from the Completion Date); (2) prior to completing the Improvements, there is an uncured default under or termination of the Construction Loan, Mortgage Loan commitment, or other material documents; or (3) a foreclosure action is commenced against the Partnership, then at the Special Limited Partner's election, either the General Partner will be removed from the Partnership and the Special Limited Partner will be admitted as successor General Partner, all in accordance with Article XIII hereof, or the General Partner will repurchase the Interests of the Limited Partner and the Special Limited Partner for an amount equal to the amounts theretofore paid by the Limited Partner and the Special Limited Partner, and the Limited Partner and the Special Limited Partner shall have no further Interest in the Partnership. If the Limited Partner elects to have the General Partner repurchase the Interest of the Limited Partner then the repurchase shall occur within 60 days after the General Partner receives written demand from the Limited Partner. (b) From Completion of Construction until for three years following the three consecutive months of Break-even Operations, the General Partner will personally provide Operating Loans to pay any Operating Deficits; and for the balance of the Operating Deficit Guarantee Period the General Partner will provide Operating Loans to pay any Operating Deficits and up to the aggregate maximum amount of one year's operating expenses (including debt and reserves) approved by the General Partner and the Special Limited Partner. Each Operating Loan shall be nonrecourse to the Partners, and shall be repayable out of 50% of the available Net Operating Income or Sale or Refinancing Proceeds in accordance with Article XI of this Agreement.