Common use of Final Advance for Improvements Clause in Contracts

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced by the issuance of a final and unconditional certificate of occupancy (or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice of completion has been recorded. In the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent shall have received the following as additional conditions precedent to the requested advance: a. Certificates from Borrower’s architect, engineer, contractor and, if required by Administrative Agent, from the Construction Consultant, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws and governmental requirements; and Administrative Agent shall have received two (2) sets of detailed “as built” Plans approved in writing by Borrower, Borrower’s architect, and each contractor. b. Final affidavits (in a form approved by Administrative Agent) from Borrower’s architect, engineer, and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers by Borrower’s architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. The Title Insurance shall be endorsed to remove any exception for mechanics’ or materialmen’s liens or pending disbursements, with no additional title change or exception objectionable to Administrative Agent, and with such other endorsements required by Administrative Agent. d. Evidence satisfactory to Administrative Agent that all Laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. Three (3) copies of a final as-built survey satisfactory to Administrative Agent and to the extent required by Administrative Agent complying with Exhibit “G”.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the The final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced by the issuance of a final and unconditional certificate of occupancy (or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice of completion has been recorded. In the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent Bank shall have received the following as additional conditions precedent to the requested advancefollowing: a. (a) Certificates from Borrower’s 's architect, engineer, contractor and, if required by Administrative Agent, from the Construction Consultantengineer and contractor, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws laws and governmental requirements; and Administrative Agent Bank shall have received two (2) sets of detailed “"as built” " Plans approved in writing by Borrower, Borrower’s 's architect, and each contractor, including plans and specifications for architectural, structural, mechanical, plumbing, electrical and site development (including storm drainage, utility lines and landscaping) work. b. (b) Final affidavits (in a form approved by Administrative AgentBank) from Borrower’s 's architect, engineer, and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Bank) by Borrower’s 's architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ ' or materialmen’s 's liens or pending disbursements, with no additional title change or exception objectionable to Administrative AgentBank, and with such other endorsements required by Administrative AgentBank. d. (d) Evidence satisfactory to Administrative Agent Bank that all Laws laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates of need and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent Bank that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. Three (3e) Two (2) copies of a final as-built survey satisfactory to Administrative Agent Bank and to the extent required by Administrative Agent complying with Exhibit “"G”".

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s 's satisfaction, the final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “"completed,” " as evidenced defined by the issuance of a final and unconditional certificate of occupancy (applicable state law, or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice an affidavit of completion has been recorded. In , and in the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates from Borrower’s 's architect, engineer, contractor and, if required by Administrative Agent, from the Construction Consultant, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws laws and governmental requirements; and Administrative Agent shall have received two (2) sets of detailed “"as built” " Plans approved in writing by Borrower, Borrower’s 's architect, and each contractor. b. (b) Final affidavits (in a form approved by Administrative Agent) from Borrower’s 's architect, engineer, and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Administrative Agent) by Borrower’s 's architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ ' or materialmen’s 's liens or pending disbursements, with no additional title change or exception objectionable to Administrative Agent, and with such other endorsements required by Administrative Agent. d. (d) Evidence satisfactory to Administrative Agent that all Laws laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. (e) Three (3) copies of a final as-built survey satisfactory to Administrative Agent and to the extent required by Administrative Agent complying with Exhibit “"G”". (f) [Reserved]. (g) If applicable, an estoppel certificate and a subordination agreement, in the form approved by Administrative Agent, from each tenant, and written confirmation by each tenant having the right to do so that such tenant has approved the completed Improvements.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the final advance for the Improvements (including retainageany amounts withheld from prior advances) shall not be made until after final completion of all construction work, including punch list work, as determined by Construction Inspector and Administrative Agent and thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced defined by the issuance of a final and unconditional certificate of occupancy (applicable state law, or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice an affidavit of completion has been recorded. In , and in the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates from Borrower’s architect, engineer, contractor architect and General Contractor and, if required by Administrative Agent, from the Construction ConsultantInspector, certifying that the Improvements (including any off-site improvements) have been completed in substantial accordance withwith the Plans, and and, in the case of the architect’s certificate, the Improvements as completed comply with, the Plans and with all Laws and governmental requirements; and Administrative Agent shall have received two (2) sets of detailed “as built” Plans approved in writing by Borrower, Borrower’s architect, and each contractorGeneral Contractor. b. (b) Final affidavits (in a form approved by Administrative Agent) from Borrower’s architect, engineer, and each contractor Material Contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final conditional lien releases or waivers (in a form approved by Administrative Agent) from each Material Contractor, conditioned only on the payment of final amounts due to such Material Contractors that are to be paid out of the final advance, which Borrower shall obtain within 30 days after the final advance is advanced to Borrower’s architect; provided, engineerhowever, that if any contractor, and all subcontractorssubcontractor, materialmen, and other parties who have supplied labor, materialsmaterialman, or services for supplier disputes the construction amount due to them, Administrative Agent may hold back an amount equal to 150% of the Improvements, or who otherwise might disputed claim but the remainder of the final advance shall be entitled to claim a contractual, statutory or constitutional lien against the Propertyfunded in accordance with these provisions. c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ or materialmen’s liens or pending disbursements, with no additional title change or exception objectionable to Administrative Agent, and with such other endorsements reasonably required by Administrative Agent. d. (d) Evidence satisfactory to Administrative Agent that all Laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancyoccupancy or their equivalent) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. (e) Three (3) copies of a final as-built survey satisfactory to Administrative Agent and to the extent required by Administrative Agent complying with Exhibit “G”.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the The final advance for the Improvements ------------------------------ (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “"completed,” " as evidenced defined by the issuance of a final and unconditional certificate of occupancy (applicable state law, or the local equivalent thereof), and (ii) if required by Administrative Agentthe Bank, the date on which a notice an affidavit of completion has been recorded. In the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent Bank shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates from the Borrower’s 's architect, engineer, contractor (Certificate of Substantial Completion) and, if required by Administrative Agentthe Bank, from the Construction Consultant, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws laws and governmental requirements; and Administrative Agent the Bank shall have received two (2) sets of detailed “"as built” " Plans approved in writing by the Borrower, the Borrower’s 's architect, and each contractor. b. (b) Final affidavits (in a form approved by Administrative Agentthe Bank) from the Borrower’s 's architect, engineer, and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by the Bank) by the Borrower’s 's architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. The (c) An endorsement to the Title Insurance shall be endorsed to remove removing any exception for mechanics’ ' or materialmen’s 's liens or pending disbursements, with no additional title change or exception objectionable to Administrative Agentthe Bank, and with such other endorsements required by Administrative Agentthe Bank. d. (d) Evidence satisfactory to Administrative Agent the Bank that all Laws laws and governmental requirements have been satisfied, including receipt by the Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent the Bank that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. (e) AIA standard form Release of Surety (f) Three (3) copies of a final as-built survey satisfactory to Administrative Agent and the Bank complying with Exhibit "H" (except to the extent required by Administrative Agent complying with Exhibit “G”otherwise acceptable to the Bank).

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the The final advance for the New Improvements (including retainage) shall not be made until after final completion of all construction work, including punchlist work, as determined by Construction Consultant and Administrative Agent thirty (30) days after the later of (i) the date on which the New Improvements have been “completed,” as evidenced defined by the issuance of a final and unconditional certificate of occupancy (or the local equivalent thereof)applicable state Law or, and (ii) if required by Administrative Agent, the date on which a notice an affidavit of completion has been recorded. In , and in the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates from Borrower’s architect, engineer, contractor and, if required by Administrative Agent, from the Construction Consultant, certifying that the New Improvements (including any off-site improvements) have been completed in substantial accordance with, and as completed comply with, the Plans and all Laws and governmental requirements; and Administrative Agent shall have received two (2) sets of detailed “as built” Plans approved in writing by Borrower, Borrower’s architect, and each contractorthe General Contractor. b. (b) Final affidavits (in a form approved by Administrative AgentAgent in its good faith business judgment) from each of Borrower’s architect, engineer, and each contractor contractors (including General Contractor) certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the New Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Administrative Agent) by Borrower’s architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the New Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property; provided, however, to the extent Borrower is contesting a lien filed by any such party in accordance with the requirements of Section 2.16 of this Agreement, a final affidavit and lien release from such party shall not be required under this paragraph (b). c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ or materialmen’s liens or pending disbursements, with no additional title change or exception objectionable to Administrative Agent, and with such other endorsements required by Administrative Agent. d. (d) Evidence satisfactory to Administrative Agent in its good faith business judgment that all Laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancyoccupancy (final or temporary) or their legal equivalent) with respect to the completion, use, occupancy and operation of the ImprovementsNew Improvements have been issued, together with evidence satisfactory to Administrative Agent in its good faith business judgment that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. Notwithstanding the foregoing, if Borrower obtains a temporary certificate of occupancy, Borrower agrees to continue to use commercially reasonable efforts to obtain from the applicable governmental authority a final certificate of occupancy. e. (e) Three (3) copies of a final as-built survey satisfactory to Administrative Agent and to the extent required by Administrative Agent complying with Exhibit “G”.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced by the issuance of a final and unconditional certificate of occupancy (or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice of completion has been recorded. In the case of each such the final Draw Request, if and to the extent required by Administrative Agent, Administrative Agent Lender shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates (on a form to be provided by Lender) from the Borrower’s architect, engineer, contractor the Contractor and, if required by Administrative AgentLender, from the Construction Consultant, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws laws and governmental requirements, together with the AIA G704 Certificate of Substantial Completion form from each of said professionals; and Administrative Agent Lender shall have received two (2) sets of detailed “signed and sealed "as built” " Plans approved in writing by Borrower, Borrower’s architectthe Lender's Construction Consultant, and each contractorContractor. The Plans must include plans and specifications for architectural, structural, mechanical, plumbing, electrical and site development work (including storm drainage, utility lines and landscaping). b. (b) Final affidavits (in a form approved by Administrative AgentLender) from Borrower’s architect, engineer, Borrower and each contractor the Contractor certifying that each of them and their subcontractors, laborers, and materialmen has materialmen, as applicable, have been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Lender) by Borrower’s architect, engineer, contractorContractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ ' or materialmen’s 's liens or pending disbursements, with no additional title change or exception objectionable to Administrative AgentLender, and with such other endorsements required by Administrative AgentLender. d. (d) Evidence satisfactory to Administrative Agent Lender that all Laws laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent Lender that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. (e) Evidence satisfactory to Lender that all impact fees for the Project have been paid. (f) Three (3) copies of a final as-built survey of the Property satisfactory to Administrative Agent Lender, showing all Improvements in place, including striping of parking areas and a statement as to the extent required by Administrative Agent number of parking spaces, and otherwise complying with Exhibit “EXHIBIT "G”". (g) A certification by the surety that it has approved the final Loan disbursement to the contractor, on an AIA form G707 or such other form as shall be acceptable to Lender. (h) At such time as the Improvements are occupied, an evidence certificate of an "all risk" permanent hazard insurance policy must be submitted to Lender. The policy: shall be from a company satisfactory to Lender with an A-XII Best's Rating or better; shall be in an amount satisfactory to Lender; shall include a Replacement Cost and Agreed Amount/Stipulated Value Endorsement; shall include a Sinkhole Endorsement, if appropriate; and shall include provisions for a minimum 30-day advance written notice to Lender of any intended policy cancellation, non-renewal or material modifications; and shall designate Lender as mortgagee and loss payee. Borrower shall submit satisfactory evidence that all insurance premiums have been paid.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s reasonable satisfaction, the final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced by the issuance of a final and unconditional certificate of occupancy (or the local equivalent thereof), and (ii) if required by Administrative Agent, the date on which a notice of completion has been recorded. In the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent shall have received the following as additional conditions precedent to the requested advance: a. (a) A certificate from the Construction Inspector (that has conducted an on-site inspection of the project) that the Improvements have been completed in substantial accordance with the Plans. (b) Certificates from Mortgage Loan Borrower’s architect, engineer, contractor and, if required by Administrative Agent, from the Construction ConsultantInspector, certifying that the Improvements (including any appurtenant off-site improvements) have been completed substantially in accordance with, and as completed substantially comply with, the Plans and comply with all Laws and governmental requirements; and if and to the extent required by Administrative Agent, Administrative Agent shall have received two (2) sets of detailed “as built” Plans approved in writing by Borrower, Mortgage Loan Borrower and Mortgage Loan Borrower’s architect, architect and each contractor. b. Final (c) If and to the extent required by Administrative Agent, final affidavits (in a form approved by Administrative Agent) from Mortgage Loan Borrower’s architect, engineer, architect and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Administrative Agent, and which may be conditioned on the payment of a specified sum) by Mortgage Loan Borrower’s architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. (d) The Title Insurance shall be endorsed and brought to date to remove any exception for mechanics’ mechanic’s or materialmen’s liens or pending disbursements, with no additional title change or exception reasonably objectionable to Administrative Agent, and with such other endorsements required by Administrative Agent, and Mortgage Loan Borrower shall have furnished to the Administrative Agent copies of all final waivers of lien in accordance with the Texas Property Code, and any other releases and waivers that the Title Company may require in order to insure the first lien position of the Mortgage securing the Mortgage Loan. d. Evidence satisfactory (e) If requested by the Administrative Agent, an affidavit of the Mortgage Loan Borrower pursuant to Administrative Agent that Texas Property Code §53.106 (“Affidavit of Completion”) stating that, inter alia, to the knowledge of the Mortgage Loan Borrower, each Person providing any material or performing any work in connection with the Project for which the Borrower has received funds has been paid in full and all Laws and governmental requirements withholding taxes have been satisfied, including receipt by Borrower paid. (f) Evidence that (i) forty-one (41) days shall have elapsed from the later of all necessary governmental licenses, certificates and permits (including certificates A) the date of occupancy) with respect to the completion, use, occupancy and operation Completion of the Improvements, together with evidence satisfactory as specified in Texas Property Code §53.106, if the Affidavit of Completion (defined above) is filed within ten (10) days after such date of Completion, or (B) the date of filing of the Affidavit of Completion is filed ten (10) days or more after the date of the completion of the Improvements as specified in Texas Property Code §53.106, (ii) a copy of the Affidavit of Completion has been mailed by certified or registered mail to Administrative Agent that all such licenses, certificatesany Persons entitled to receive actual notice as specified in Texas Property Code §53.106(b) or (c), and permits are in full force and effect and have (iii) a notice of lien claim has not been revokedmade, canceled or modified.nor has a lien been filed as of such date. 1 e. Three (g) If and to the extent required by Administrative Agent, three (3) copies of a final as-built survey satisfactory to Administrative Agent and to the extent required by Administrative Agent complying with “Exhibit “G”. 1 Requirement(s) to be confirmed with Title Company. (h) A certificate of occupancy and/or completion from the Governmental Authorities having jurisdiction over the project, and any other permits required by any applicable Governmental Authority for the use, occupancy, or operation of the Property for the intended usage of the Property. (i) The fixtures, furniture, furnishings, equipment and other property contemplated under the Budget and Plans shall have been substantially incorporated into installed in the Property free and clear of liens other than Permitted Encumbrances. (j) If requested by the Administrative Agent, evidence that all insurance required under the terms of the Credit Agreement and the other Credit Documents, including “all risk” casualty insurance covering the Property, the Mortgage Loan Borrower, Diversified, and the business to be conducted on the Property, is in full force and effect.

Final Advance for Improvements. If and to the extent required by the Administrative Agent, to Administrative Agent’s satisfaction, the The final advance for the Improvements (including retainage) shall not be made until thirty (30) days after the later of (i) the date on which the Improvements have been “completed,” as evidenced defined by the issuance of a final and unconditional certificate of occupancy (applicable state law, or the local equivalent thereof), and (ii) if required by Administrative AgentLender, the date on which a notice an affidavit of completion has been recorded. In the case of each such Draw Request, if and to the extent required by Administrative Agent, Administrative Agent Lender shall have received the following as additional conditions precedent to the requested advance: a. (a) Certificates from Borrower’s architect, engineer, contractor Interline and, if required by Administrative AgentLender, from the Construction Consultant, certifying that the Improvements (including any off-site improvements) have been completed in accordance with, and as completed comply with, the Plans and all Laws laws and governmental requirements; and Administrative Agent Lender shall have received two (2) sets of detailed “as built” Plans approved in writing by Borrower, Borrower’s architect, and each contractor. b. (b) Final affidavits (in a form approved by Administrative AgentLender) from Borrower’s architect, engineer, Interline and each contractor certifying that each of them and their subcontractors, laborers, and materialmen has been paid in full for all labor and materials for construction of the Improvements; and California statutory form unconditional final lien releases or waivers (in a form approved by Lender) by Borrower’s architect, engineer, contractor, and all subcontractors, materialmen, and other parties who have supplied labor, materials, or services for the construction of the Improvements, or who otherwise might be entitled to claim a contractual, statutory or constitutional lien against the Property. c. (c) The Title Insurance shall be endorsed to remove any exception for mechanics’ or materialmen’s liens or pending disbursements, with no additional title change or exception objectionable to Administrative AgentLender, and with such other endorsements required by Administrative AgentLender. d. (d) Evidence satisfactory to Administrative Agent Lender that all Laws laws and governmental requirements have been satisfied, including receipt by Borrower of all necessary governmental licenses, certificates and permits (including certificates of occupancy) with respect to the completion, use, occupancy and operation of the Improvements, together with evidence satisfactory to Administrative Agent Lender that all such licenses, certificates, and permits are in full force and effect and have not been revoked, canceled or modified. e. (e) Three (3) copies of a final as-built survey satisfactory to Administrative Agent Lender and to the extent required by Administrative Agent complying with Exhibit “GG.” (f) If applicable, an estoppel certificate and a subordination agreement, in the form approved by Lender, from each tenant, and written confirmation by each tenant having the right to do so that such tenant has approved the completed Improvements.