Environmental Reserve Clause Samples

Environmental Reserve. (a) Contemporaneously with the execution hereof, Borrower has established with Lender a reserve in the amount of $300,000 (the "Environmental Reserve") by depositing such amount with Lender to fund potential remediation work as more particularly described in that certain Environmental Site Assessment dated July 24, 1998 and prepared by Dames and ▇▇▇▇▇ for Lender (the "Environmental Report"; such work, the "Environmental Work"), with respect to the Property located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Lot # 43, Northridge, California (identified as Property # 101 on Exhibit A attached hereto) to be performed and completed to the satisfaction of Lender and as recommended in the Environmental Report. (b) So long as no Default or Event of Default has occurred and is continuing, all sums in the Environmental Reserve shall be held by Lender in the Environmental Reserve to pay the costs and expenses of completing the Environmental Work. So long as no Default or Event of Default has occurred and is continuing, Lender shall, to the extent funds are available for such purpose in the Environmental Reserve, disburse to Borrower the amount paid or incurred by Borrower in performing and completing the Environmental Work upon (i) the receipt by Lender of a written request from Borrower for disbursement from the Environmental Reserve and a certification by Borrower in the form annexed as Exhibit D that the Environmental Work has been fully completed in accordance with the terms of this Agreement, (ii) delivery to Lender of invoices, receipts or other evidence satisfactory to Lender verifying the costs of the Environmental Work to be reimbursed, (iii) delivery to Lender of a certification from an inspecting architect, engineer or other consultant reasonably acceptable to Lender describing the completed work, verifying the completion of the work and the value of the completed work and, if applicable, certifying that such work has been performed in compliance with all applicable laws, ordinances rules and regulations relating to the Environmental Work so performed, (iv) delivery to Lender of affidavits, lien waivers or other evidence reasonably satisfactory to Lender showing that all materialmen, laborers, subcontractors and any other parties who might or could claim statutory or common law liens and are furnishing or have furnished materials or labor to the Property have been paid (or will be paid out of such disbursement) all amounts due 50 for such labor and materials furnished to the ...

Environmental Reserve. On the Closing Date, Agent shall withhold $450,000 from the Loan to fund a reserve (the “Environmental Reserve”), which shall be designated for use by Borrowers to fund the costs of compliance with and completion of the Pasco VCP and the Port Angeles VCP (or the Mandated Plan). Agent shall hold $100,000 of the Environmental Reserve for the completion of the Pasco VCP and shall hold $350,000 of the Environmental Reserve for the completion of the Port Angeles VCP (or the Mandated Plan). Agent shall disburse funds held in the Environmental Reserve to Borrowers within ten (10) Business Days after the delivery by Borrower to Agent of a request therefor (but not more often than once per month), provided that (i) such disbursement is for costs incurred by Borrower (A) prior to the Closing Date in an amount not to exceed $75,000 and (B) after the Closing Date, in each case, to comply with its obligations under Section 5.40 (e) and (f); (ii) Agent shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of such work; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for costs incurred by Borrower to comply with its obligations under Section 5.40(e) and (f), (2) that the same has not been the subject of a previous disbursement from the Environmental Reserve or any other Reserve, (3) that all previous disbursements from the Environmental 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; and (B) invoices and/or other evidence of costs or payment satisfactory to Agent. Agent shall make $250,000 of the Environmental Reserve available to Borrowers for reimbursement for work conducted to satisfy the conditions in Section 5.40(e) and (f) and shall distribute the remaining $200,000 in the Environmental Reserve only upon the terms and conditions set forth below. Upon repayment in full of the Indebtedness and the satisfaction of all Obligations, the entire balance of the Environmental Reserve, if any, shall be disbursed to Borrower. Upon the confirmation from Agent’s environmental consultant, or other evidence satisfactory to Agent in its Permitted Discretion, that Borrower’s obligations under Section 5.40(e) or (f), as applicable, have been fully satisfied in Agent’s Permitted Discretion (which determination may be made based...

Environmental Reserve. If the mean average of the Environmental Reserve estimates referred to in Section 1.4(b)(ii)(9) (I.E., the sum of the estimates divided by the number of estimates) is greater than $100,000, either (i) the parties shall have agreed upon a valuation of the Environmental Reserve line item on the preliminary Closing Balance Sheet or (ii) Buyer shall have elected for the Environmental Reserve line item to be valued at $200,000 as more fully described in Section 1.4(b)(ii)(9). ARTICLE 8 TERMINATION OF OBLIGATIONS; SURVIVAL 8.1 TERMINATION UPON FAILURE OF DUE DILIGENCE CONDITIONS PRECEDENT. On or prior to the final day of the due diligence period, Buyer shall deliver to Seller a report of which due diligence conditions precedent it has approved, confirmed or waived, as applicable, and setting forth its objections as to any unapproved or unconfirmed conditions.

Environmental Reserve. The sum of $106,250.00 shall be deposited at closing into the Environmental Reserve Account. Amounts shall be released from the Environmental Reserve Account as follows: (a) $20,000.00 shall be released for payment upon Lender's receipt of a report documenting the PCE sampling results for five to-be-installed ground water monitoring ▇▇▇▇▇; (b) $20,000.00 shall be released for payment upon Lender's receipt of a report documenting the sampling of areas of Tank Pit A and Tank Pit B (which sampling shall include for Total Petroleum Hydrocarbons (TPH)-gasoline, and for TPH-diesel; (c) $26,250.00 shall be released upon Lender's receipt of evidence that oil-containing PCB transformers were removed from the Mortgaged Property and manifested off-site and sent to an approved landfill; (d) $20,000.00 shall be released upon Lender's receipt of a report evaluating at least five soil and water samples from the land fill area for VOCs, BTEX, TPH and PCE on landfill area; (e) $20,000.00 shall be released upon Lender's receipt of a report evaluating at least five soil samples from the drum storage area for VOCs, BTEX, TPH and PCE in the area under and surrounding the drums.

Environmental Reserve. 43 LOAN AGREEMENT -------------- This LOAN AGREEMENT dated as of July ____, 2002, between [ * ] , a [ * ] limited liability company having its principal place of business at c/o Insignia Financial Group, Inc., ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ("Borrower"), and ▇▇▇▇▇▇ BROTHERS HOLDINGS INC., a Delaware corporation, having an address at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ("Lender").

Environmental Reserve. Borrower shall deposit $391,250.00 with Lender on the date hereof and Lender shall transfer such amount to a Subaccount (the “Environmental Subaccount”). Amounts on deposit in the Environmental Subaccount shall be additional collateral and security for the Debt. Provided no Event of Default is continuing, amounts on deposit in the Environmental Subaccount 88 ▇▇▇▇▇▇▇▇ - Stamford shall be made available to reimburse Borrower for incurred costs associated with the required environmental remediation set forth in Exhibit A (the “Required Remediation”) hereto. If Lender determines, based on the commercially reasonable determination of Lender’s environmental consultant, that the balance in the Environmental Subaccount is insufficient to cover the anticipated remaining costs of the Required Remediation, Borrower shall deposit such additional amount to the Environmental Subaccount within 30 days of written demand by Lender. Disbursements from the Environmental Subaccount shall be made in accordance with the disbursement procedures set forth in Section 3.4. Upon completion of the Required Remediation, including a written communication from CT DEEP that it will not challenge or audit the LEP verification report, or satisfaction of the Loan, amounts remaining on deposit in the Environmental Subaccount shall be returned to Borrower.

Environmental Reserve. Western shall undertake, or cause a consultant to undertake, on behalf of the Company, to perform the phase III environmental remediation of the contamination disclosed in the Phase II environmental audits referred to in subsection 1.4(b)(ii)(9) above, and completion thereof shall be evidenced by a "no further action" letter or similar letter issued by the applicable state or federal agency. The Environmental Reserve line item on the Final Closing Balance Sheet shall be the actual cost to the Company (and/or Buyer, the DownREIT or Western, as applicable) of so completing such Phase III remediation. To the extent that the Environmental Reserve shown on the Final Closing Balance Sheet exceeds the Environmental Reserve shown on the preliminary Closing Balance Sheet, the difference shall be paid first from the Purchase Price Adjustment Fund and, if such Fund is exhausted, the Selling Stockholders shall remain severally liable for the deficit, with such allocation among them as the Representative shall direct pursuant to the Settlement Agreement; however, unlike other Final Closing Balance Sheet reconciliations, such liability shall count towards (and shall not exceed) Seller's liability cap, as more fully described in Section 9.10(b). The Selling Stockholders shall make any payments necessary, as among themselves, so that the allocation of Purchase Price Adjustment Fund payments properly reflects their agreed upon allocation of liability for such payments. The Environmental Reserve reconciliation payments shall not be subject to the DE MINIMIS basket described in Section 9.10(a).

Environmental Reserve. 50 9.6 Prepaid Rent Reserve......................................51

Environmental Reserve. Borrower shall comply with the terms and covenants set forth in Sections 5.31 and 5.32 hereof. Borrower shall establish on the date hereof an Eligible Account with Lender or Lender’s agent (the “Environmental Reserve Account”). The following subaccounts of the Environmental Reserve Account shall be maintained on a ledger entry basis: (i) a Ritz Carlton Environmental Reserve Subaccount and (ii) a Crowne Plaza Ravinia Environmental Reserve Subaccount. On the Closing Date, Borrower shall deposit the aggregate amount of $312,500.00 ▇▇▇▇▇▇▇▇.▇▇.▇▇▇▇▇▇▇▇ 143 (which amount represents one hundred twenty five (125)% of EBI’s aggregate cost estimate to complete the Further Investigations, Mitigation Work and Mitigation Monitoring at the Individual Properties commonly known as Ritz Carlton Atlanta and Crowne Plaza Ravinia) into the Environmental Reserve Account, with (A) $156,250.00 being deposited into the Ritz Carlton Environmental Reserve Subaccount, of which $118,750 shall be used to complete the Further Investigations and Mitigation Work at the Individual Property commonly known as the ▇▇▇▇- ▇▇▇▇▇▇▇ Atlanta (such amount, the “Ritz Carlton Investigation/Mitigation Funds”) and $37,500 shall be used to complete any recommended Mitigation Monitoring pursuant to Further Investigations at such Individual Property (such amounts, the “Ritz Carlton Monitoring Funds”) and (B) $156,250.00 being deposited into the Crowne Plaza Ravinia Environmental Reserve Subaccount of which $118,750 shall be used to complete the Further Investigations and Mitigation Work at the Individual Property commonly known as the Crowne Plaza Ravinia (such amount, the “Crowne Plaza Ravinia Investigation/Mitigation Funds”; together with the, Ritz Carlton Investigation/Mitigation Funds, collectively, the “Investigation/Mitigation Funds”) and $37,500 shall be used to complete any recommended Mitigation Monitoring pursuant to Further Investigations at such Individual Property (such amounts, the “Crowne Plaza Ravinia Monitoring Funds”; together with the Ritz Carlton Monitoring Funds, collectively, the “Monitoring Funds”). Amounts so deposited shall hereinafter be referred to as the “Environmental Reserve Funds.”