Common use of Deferred Maintenance Reserve Clause in Contracts

Deferred Maintenance Reserve. At Closing, Borrower shall reserve ---------------------------- from the proceeds of the Loan and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to time), an amount (said funds, together with any interest thereon and additions thereto, the "Deferred -------- Maintenance Reserve") equal to one hundred fifteen percent (115%) of the ------------------- estimated cost as reasonably determined by Lender of the deferred maintenance items and required repairs at the Properties as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (the "Required Repairs"). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 6.7 and ------------ subject to reasonable delays for Force Majeure), Borrower shall complete or cause Lessee to complete such Required Repairs. The funds contained in the Deferred Maintenance Reserve shall be utilized by Borrower solely for payment of the cost of such Required Repairs and shall not be used by Borrower for purposes for which any other Reserve is established. Within ten (10) days after written request from Borrower, Lender shall direct the Central Account Bank to disburse funds from the Deferred Maintenance Reserve to pay for costs that have been incurred by Borrower or Lessee for such Required Repairs, provided that (i) no Section 7.3 Master Lease Event of Default has occurred and is continuing, (ii) Borrower or Lessee shall provide to Lender such documentation and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (iii) Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may be reasonably requested by Lender and (iv) Borrower or Lessee shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the funds remaining in such Reserve shall be sufficient to pay for the remainder of the work for which the Reserve was established. Subject to the foregoing conditions, Borrower shall be entitled to draw any remaining balance in the Deferred Maintenance Reserve when all of the applicable Required Repairs have been completed to Lender's reasonable satisfaction and paid for.

Deferred Maintenance Reserve. At ClosingOn the Closing Date, Borrower Agent shall reserve ---------------------------- withhold $228,545 from the proceeds of Loan to fund a deferred maintenance reserve (the Loan and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to time), an amount (said funds, together with any interest thereon and additions thereto, the "“Deferred -------- Maintenance Reserve") equal ”). Such Deferred Maintenance Reserve shall, subject to one hundred fifteen percent (115%) of the ------------------- estimated cost as reasonably determined conditions set forth in this Agreement, be disbursed by Lender of Agent to Borrowers to pay the costs to complete the deferred maintenance items and required repairs at the Properties as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (the "Required Repairs"). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 6.7 and ------------ subject to reasonable delays for Force Majeure3.2(d) (the “Deferred Maintenance Items”), Borrower shall complete or cause Lessee to complete such Required Repairs. The funds contained in Funds from the Deferred Maintenance Reserve shall be utilized advanced by Borrower solely for payment Agent to Borrowers not more than once during any month. Provided that no Default or Event of the cost of such Required Repairs Default exists and is continuing, Agent shall not be used by Borrower for purposes for which any other Reserve is established. Within ten (10) days after written request from Borrower, Lender shall direct the Central Account Bank to disburse funds from held in the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay for costs that have been incurred the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery by Borrower or Lessee for such Required Repairsto Agent of a request therefor (but not more often than once per month), provided that (i) no Section 7.3 Master Lease Event of Default has occurred and such disbursement is continuing, for Deferred Maintenance Items; (ii) Borrower or Lessee Agent shall provide to Lender such documentation have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (iii) Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be reasonably requested by Lender and (iv) Borrower or Lessee shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the funds remaining in such Reserve shall be sufficient used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the remainder same has not been the subject of the work for which the Reserve was established. Subject to the foregoing conditions, Borrower shall be entitled to draw any remaining balance in a previous disbursement from the Deferred Maintenance Reserve when or any other Reserve, (3) that all of previous disbursements from the applicable Required Repairs Deferred Maintenance Reserve have been completed to Lender's reasonable satisfaction used for the purpose for which they were requested, and paid for.(4) no Default or Event of Default or DSCR Cash Management Period exists;

Deferred Maintenance Reserve. At Closing, Borrower shall reserve ---------------------------- from the proceeds of the Loan at Closing, and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to time), an amount (said funds, together with any interest thereon and additions thereto, the "Deferred -------- Maintenance Reserve") equal to one hundred fifteen twenty-five percent (115125%) of the ------------------- estimated cost as reasonably determined estimated by Lender of the repair related to any deferred maintenance items and required repairs or noncompliance with the Americans with Disabilities Act at the Properties Property as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (said funds, together with any interest thereon and additions thereto, the "Required Repairs"“Deferred Maintenance Reserve”). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 6.7 and ------------ subject to reasonable delays for Force Majeure)Closing, Borrower shall complete or cause Lessee all repairs required by Lender to complete remedy such Required Repairsconditions disclosed in the property condition reports. The funds contained in the Deferred Maintenance Reserve shall be utilized by Borrower solely for payment repair of the cost deferred maintenance and remediation of ADA noncompliance as indicated in such Required Repairs and shall not be used by Borrower for purposes for which any other Reserve is establishedproperty condition reports. Within ten (10) days after Upon written request from application of Borrower, Lender Borrower shall direct the Central Account Bank be entitled to disburse funds from draw upon the Deferred Maintenance Reserve to pay for costs that have been incurred by Borrower or Lessee for such Required Repairsrepairs, provided that (i) no Section 7.3 Master Lease Default or Event of Default has occurred and is continuingcontinues without cure, (ii) Borrower or Lessee shall provide to Lender such documentation and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (iii) Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may be status reasonably requested by Lender and Lender, (iv) at the request of Lender, Borrower provides Lender either with (1) a search of title to the Property effective to the date of the draw, or Lessee (2) an endorsement to the Title Policy insuring Lender’ interest in the Property which updates the effective date of the Title Policy to the date of disbursement, which search or title endorsement shows that no mechanics’ or materialmen’s liens or other liens of any nature have been placed against the Property since the date of recordation of the Deed of Trust (other than liens which Borrower is contesting in good faith and which have been bonded off or as to which Borrower has provided other security satisfactory to Lender) and that title to the Property is free and clear of all liens (other than Permitted Encumbrances), (v) at the request of Lender, Borrower has delivered, at Borrower’s expense, an inspection report by an appropriate independent qualified professional acceptable to Lender (and/or Lender has conducted its own inspection of the Property, at its discretion), (vi) Borrower shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the funds remaining in such Deferred Maintenance Reserve shall be sufficient to pay for the remainder of the work for which the Deferred Maintenance Reserve was established, and (vii) if estimated repair costs at the Property exceed $50,000, Lender have approved the expenditures proposed by Borrower in advance. Subject to the foregoing conditionssame conditions as are set forth the preceding sentence, and provided that Borrower is not otherwise precluded from making distributions pursuant to this Agreement, Borrower shall be entitled to draw any remaining balance in the Deferred Maintenance Reserve when all of the applicable Required Repairs repairs have been completed to Lender's reasonable satisfaction made and paid for. The insufficiency of any balance in the Deferred Maintenance Reserve shall not abrogate the Borrower’s agreement to fulfill all preservation and maintenance covenants in the Loan Documents. In the event that the In the event that the sum to be disbursed by Lender to Borrower out of the Replacement Reserve is less than the current estimated cost to pay for the deferred maintenance items in accordance with the applicable property condition reports, Borrower shall deposit the shortage within ten (10) days of request by Lender.

Deferred Maintenance Reserve. At ClosingOn the Closing Date, Borrower Agent shall reserve ---------------------------- withhold $228,545 from the proceeds of Loan to fund a deferred maintenance reserve (the Loan and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to time), an amount (said funds, together with any interest thereon and additions thereto, the "“Deferred -------- Maintenance Reserve") equal ”). Such Deferred Maintenance Reserve shall, subject to one hundred fifteen percent (115%) of the ------------------- estimated cost as reasonably determined conditions set forth in this Agreement, be disbursed by Lender of Agent to Borrowers to pay the costs to complete the deferred maintenance items and required repairs at the Properties as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (the "Required Repairs"). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 6.7 and ------------ subject to reasonable delays for Force Majeure3.2(d) (the “Deferred Maintenance Items”), Borrower shall complete or cause Lessee to complete such Required Repairs. The funds contained in Funds from the Deferred Maintenance Reserve shall be utilized advanced by Borrower solely for payment Agent to Borrowers not more than once during any month. Provided that no Default or Event of the cost of such Required Repairs Default exists and is continuing, Agent shall not be used by Borrower for purposes for which any other Reserve is established. Within ten (10) days after written request from Borrower, Lender shall direct the Central Account Bank to disburse funds from held in the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay for costs that have been incurred the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery by Borrower or Lessee for such Required Repairsto Agent of a request therefor (but not more often than once per month), provided that (i) no Section 7.3 Master Lease Event of Default has occurred and such disbursement is continuing, for Deferred Maintenance Items; (ii) Borrower or Lessee Agent shall provide to Lender such documentation have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (iii) Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be reasonably requested by Lender and (iv) Borrower or Lessee shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the funds remaining in such Reserve shall be sufficient used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the remainder same has not been the subject of the work for which the Reserve was established. Subject to the foregoing conditions, Borrower shall be entitled to draw any remaining balance in a previous disbursement from the Deferred Maintenance Reserve when or any other Reserve, (3) that all previous disbursements from the Deferred Maintenance Reserve have been used for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; (B) lien waivers (which may be conditioned upon payment), (C) invoices and/or other evidence of costs or payment satisfactory to Lender; (D) at Agent’s option, a title search for any Property at which such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims and other encumbrances not previously approved by Lender; (E) such other evidence as Agent shall request that the Deferred Maintenance Items to be funded by the requested disbursement have been installed, completed and are paid for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out of the applicable Required Repairs have been Deferred Maintenance Reserve for costs of routine maintenance to any Property. Borrower shall cause each item identified on Schedule 3.2(d) to be substantially completed to Lender's reasonable satisfaction as determined by Agent’s Construction Consultant and paid forAgent in its Permitted Discretion on or before the date for completion set forth thereon.

Deferred Maintenance Reserve. At Closing, Borrower shall deposit into a reserve ---------------------------- from the proceeds of the Loan and shall deposit with Lender (or such agent of Lender as Lender may designate the “Deferred Maintenance Reserve”) the amount shown on Schedule 8.1 hereto for the purposes set forth in writing from time to time), an amount this Section (said funds, together with any interest thereon and additions thereto, the "“Deferred -------- Maintenance Reserve") equal to one hundred fifteen percent (115%) of the ------------------- estimated cost as reasonably determined by Lender of the deferred maintenance items and required repairs at the Properties as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (the "Required Repairs"Reserve Funds”). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 6.7 and ------------ subject to reasonable delays for Force Majeure), Borrower shall complete or cause Lessee to complete such Required Repairs. The funds Funds contained in the Deferred Maintenance Reserve shall be utilized used by Borrower solely for payment of the cost of such work described in the Schedule 7.4(C) attached hereto (“Required Repairs Repairs”), and shall not be used by Borrower for purposes for which any other Reserve is established. Within ten (10) days after In the event that the funds available from the Deferred Maintenance Reserve are insufficient to pay for the Required Repairs, Borrower shall pay the amount of such deficiency. Upon written request from application of Borrower, Lender Borrower shall direct the Central Account Bank be entitled to disburse funds from draw upon the Deferred Maintenance Reserve to pay for the costs that of such Required Repairs after such costs shall have been incurred by Borrower or Lessee for such Required Repairsand invoiced, provided that (i) no Section 7.3 Master Lease Event of Default has occurred the Reserve Disbursement Conditions below shall have been satisfied, and is continuing, (ii) Borrower or Lessee shall provide where Schedule 7.4(C) identifies a specific dollar amount to Lender such documentation and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursementa specific work item, (iii) Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may be reasonably requested by Lender and (iv) Borrower or Lessee shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the no funds remaining in such Reserve shall be sufficient to pay drawn from the Deferred Maintenance Reserve for the remainder such item in excess of the work for which specified dollar amount unless Borrower shall demonstrate to Lender’s reasonable satisfaction that the Reserve was establishedadditional funds are available from savings from another Required Repairs item that has been completed. Subject Provided that Borrower is not otherwise precluded from making distributions pursuant to the foregoing conditionsLoan Documents, Borrower shall be entitled to draw any remaining balance in the Deferred Maintenance Reserve when all of the applicable Required Repairs have been completed and paid for and all lien waivers have been obtained, in each case to Lender's the reasonable satisfaction and paid forof Lender.