Common use of First Extension Period Clause in Contracts

First Extension Period. Provided the following conditions precedent shall have been satisfied, then Borrower shall be entitled (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty (30) days prior to the Initial Maturity Date; and, with such notice, Borrower shall pay to the Lender, the Extension Fee; (b) The Phase II Improvements shall have been completed in substantial accordance with the Plans and Specifications, and a final certificate of occupancy, if applicable, shall have been issued for all of the apartment units which are a part of the Phase II Improvements; (c) No Event of Default, or any event, circumstance or action of which Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) Written evidence shall be provided by Borrower and such evidence shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 (calculated on the Determination Date immediately preceding the commencement of the First Extension Period); provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower; (f) Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as is” basis is such that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement of the First Extension Period. In addition, commencing on the first (1st) day of the first month after the commencement of the First Extension Period and continuing on the first (1st) day of each month thereafter until the First Extended Maturity Date, Borrower shall pay a monthly payment of principal (each a “Monthly Principal Installment”) in an amount equal to 1/24th of the total principal which would be payable during the first twenty-four (24) months of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan based on an interest rate of six and one-half percent (6.5%) per annum, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effect.

First Extension Period. Provided that the following conditions precedent shall have been satisfied, then Borrower shall be entitled (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty (30) days prior to the Initial Maturity Date; and, with such notice, Borrower shall pay to the Lender, the Extension Fee; (b) The Phase II Improvements shall have been completed in substantial accordance with the Plans and Specifications, and a final certificate of occupancy, if applicable, shall have been issued for all of the apartment units which are a part of the Phase II Improvements; (c) No Event of Default, or any event, circumstance or action of which Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) Written evidence shall be provided by Borrower and such evidence shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 (calculated on the Determination Date immediately preceding the commencement of the First Extension Period); provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, clauses (i) through (vii) below are satisfied, as determined by Administrative Agent in its reasonable discretion and evidenced by Administrative Agent’s written approval, Borrower may elect to extend the extent funds are deposited in Maturity Date until the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower; (f) Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as is” basis is such that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement end of the First Extension Period. In addition, commencing on The conditions are as follows: (i) At least sixty (60) days and not more than one hundred twenty (120) days prior to the first original Maturity Date Borrower gives written notice to Administrative Agent that Borrower desires to extend the Maturity Date; (1stii) day No Event of the first month after the commencement Default or Unmatured Event of the First Extension Period Default has occurred and is continuing on the first date Borrower gives the above notice or on the original Maturity Date; (1stiii) day All representations and warranties in the Loan Documents shall be true and correct in all material respects on the date that Borrower gives the above notice and on the original Maturity Date; or Borrower shall have disclosed any material changes in matters covered by such representations and warranties and Administrative Agent shall have approved such changes in its sole and absolute discretion; (iv) At the time the above notice is given to Administrative Agent, Borrower delivers to Administrative Agent financial statements of each month thereafter until Borrower and any other Loan Parties and such other information as Administrative Agent may reasonably request; (v) After receipt of the First Extended above financial statements and other documents and information and prior to the original Maturity Date, Administrative Agent has determined that no Material Adverse Change has occurred after the date of the financial statements and other information provided by any Loan Party in obtaining the credit evidenced by the Note. In making its determination, Administrative Agent may rely upon the financial statements and other documents and information delivered by Borrower and upon any additional information available to Administrative Agent; (vi) Borrower shall pay a monthly payment of principal have paid the Extension Fee due pursuant to Section 2.4.2; and (each a “Monthly Principal Installment”vii) in an amount equal Borrower shall have paid all amounts then due pursuant to 1/24th of Section 2.1.4(b) after giving effect to the total principal which would be payable during the first twenty-four (24) months of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan based on an interest rate of six extension and one-half percent (6.5%) per annumBorrower shall have paid all amounts due pursuant to Section 6.16, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effectif any.

First Extension Period. Provided an event of default has not occurred and is not then continuing, Tenant may extend the following term of this Lease for an additional period of five (5) years to commence on the first day of June, 2010 and to terminate on May 31, 2015 at a fixed rental in accordance with subparagraph (i) below and upon the terms, covenants and conditions precedent shall have been satisfied, then Borrower shall be entitled (of this Lease as are in effect upon the “First Extension Option”) expiration of the original term. Such option to extend may be exercised only by Tenant given written notice to Landlord on or before the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction later of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty (30) days prior to the Initial Maturity Date; andDecember 1, with such notice2008, Borrower shall pay to the Lender, the Extension Fee; or (b) The Phase II Improvements shall have been completed 30 days after Landlord reminds Tenant in substantial writing that Tenant is entitled to exercise this option, which notice may not be given earlier than December 1, 2007 TIME BEING OF THE ESSENCE. Upon Tenant giving such notice in accordance with this Lease, the Plans and Specifications, and a final certificate term of occupancy, if applicable, shall have been issued for all of the apartment units which are a part of the Phase II Improvements; (c) No Event of Default, or any event, circumstance or action of which Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) Written evidence this Lease shall be provided by Borrower and such evidence extended automatically without the execution of an extension agreement. If this Lease shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 (calculated on the Determination Date immediately preceding terminated before the commencement of the First Extension Period); providedextended term, however that Borrower Tenant's option to extend the term of this Lease or its exercise thereof shall have be abrogated and rendered null and void. In default of such notice, Tenant's option to extend this Lease beyond the rightend of the initial term shall terminate and be deemed waived by Tenant, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, TIME BEING OF THE ESSENCE. (i) If Tenant exercises its option to extend the extent funds are deposited term of this Lease as provided above, then the Fixed Rent as provided in the DSCR/LTV Account Article 4 shall be amended to satisfy the DSCR/LTV Satisfaction Requirement, all provide during such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender extended term that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit fixed rental shall be determined as follows: for the funds held in Lease year June 1, 2010 through May 31, 2011 a sum computed by multiplying 103% times the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower; (f) Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as is” basis is such that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement of the First Extension Period. In addition, commencing on the first (1st) day of the first month after the commencement of the First Extension Period and continuing on the first (1st) day of each month thereafter until the First Extended Maturity Date, Borrower shall pay a monthly payment of principal (each a “Monthly Principal Installment”) in an amount equal to 1/24th of the total principal which would be fixed rent payable during the first twenty-four (24) months previous 12 months; for the Lease year June 1, 2011 through May 35 36 31, 2012 a sum computed by multiplying 103% times the fixed rent payable during the previous Lease year; for the Lease year June 1, 2012 through May 31, 2013 a sum computed by multiplying 103% times the fixed rent payable during the previous lease year; for the Lease year June 1, 2013 through May 31, 2014 a sum computed by multiplying 103% times the fixed rent payable during the previous lease year; for the Lease year June 1, 2014 through May 31, 2015 a sum computed by multiplying 103% times the fixed rent payable during the previous lease year.(Fixed Rent for purposes of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan this paragraph is based on an interest rate of six paragraph "1E" and one-half percent (6.5%) per annum, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effectnot "Exhibit Y").

First Extension Period. Provided the following conditions precedent shall have been satisfied, then Borrower shall be entitled (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty sixty (3060) days prior to the Initial Maturity Date; and, with such notice, Borrower shall pay to the Lender, the Extension Fee; (b) The Phase II Improvements shall have been completed in substantial accordance with the Plans and Specifications, and a final certificate of occupancyoccupancy (or its equivalent as acceptable to Lender), if applicable, shall have been issued for the Improvements and all of the apartment units which are a part of the Phase II Improvementswork Borrower is required to perform pursuant to any tenant Lease shall have been performed and completed; (c) No Event of Default, or any event, circumstance or action of which Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) Written evidence shall be provided by Borrower and such evidence shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 1.20:1.0 (calculated on the Determination Date immediately preceding the commencement of the First Extension Period); provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 1.20:1.00 (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 1.20:1.00 (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower;; and (f) Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as is” basis is such that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan65%; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement 65% (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement 65% (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement of the First Extension Period. In addition, commencing on the first (1st) day of the first month after the commencement of the First Extension Period and continuing on the first (1st) day of each month thereafter until the First Extended Maturity Date, Borrower shall pay a monthly payment of principal (each a “Monthly Principal Installment”) in an amount equal to 1/24th of the total principal which would be payable during the first twenty-four (24) months of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan based on an interest rate of six and one-half percent (6.5%) per annum, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effect.

First Extension Period. Provided the following conditions precedent shall have been satisfied, then Borrower shall be entitled (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) a. Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty (30) days prior to the Initial Maturity Date; and, with such notice, Borrower shall pay to the Lender, the Extension Fee; (b) b. The Phase II Improvements shall have been completed in substantial accordance with the Plans and SpecificationsSpecifications and within the Budget, and a final certificate of occupancy, if applicable, occupancy shall have been issued for all of the apartment units which are a part of the Phase II Improvements; (c) c. No Event of Default, or any event, circumstance or action of which the Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) d. No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) e. Written evidence shall be provided by Borrower and such evidence shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 (calculated on the Determination Date immediately preceding the commencement of the First Extension Period); provided, however that Borrower shall have the rightright to prepay on or before the Initial Maturity Date, at its optionwithout premium, penalty or fee (other than any LIBOR Costs [as defined in the Note] actually incurred by Lender), the outstanding principal of the Loan in an amount sufficient to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; providedcondition, further, (i) after giving effect to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrowerprepayment; (f) f. Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as is” basis is such that the Loan-to-Value Ratio is not greater less than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement of the First Extension Period. In addition, commencing on the first (1st) day of the first month after the commencement of the First Extension Period and continuing on the first (1st) day of each month thereafter until the First Extended Maturity Date, Borrower shall pay a monthly payment of principal (each a “Monthly Principal Installment”) in an amount equal to 1/24th of the total principal which would be payable during the first twenty-four (24) months of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan based on an interest rate of six and one-half percent (6.5%) per annum, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effect.

First Extension Period. Provided the following conditions precedent shall have been satisfied, then Borrower shall be entitled (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date, subject to the satisfaction of the terms and conditions set forth in this Section. The First Extension Option shall be granted to Borrower only if all of the following conditions have been simultaneously satisfied in each instance: (a) Written notice of such extension shall be given by Borrower to Lender no sooner than ninety (90) days prior to the Initial Maturity Date and not later than thirty sixty (3060) days prior to the Initial Maturity Date; and, with such notice, Borrower shall pay to the Lender, the Extension Fee; (b) (i) The Phase II Improvements shall have been completed in substantial accordance with the Plans and Specifications, and (ii) a final certificate of occupancyoccupancy (or its equivalent as acceptable to Lender), if applicable, shall have been issued for the Improvements, (iii) all work Borrower is required to perform pursuant to any tenant Lease shall have been performed and completed, and (iv) all bills and invoices incurred in connection with construction of the apartment units which are a part Improvements have been paid in full, and final lien releases and waivers for all costs incurred in connection with construction of the Phase II ImprovementsImprovements have been provided to Lender or any disputed mechanics or materialmen's lien has been bonded over and released from the Mortgaged Property in accordance with the Texas Property Code; (c) No Event of Default, or any event, circumstance or action of which Borrower is aware (by notice from Lender or otherwise) and with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing as of the Initial Maturity Date; (d) No event, claim, liability or circumstance shall have occurred which, in the Lender’s reasonable determination, could be expected to have or have had a Material Adverse Effect as of the Initial Maturity Date; (e) Written evidence shall be provided by Borrower and such evidence shall be reasonably satisfactory to the Lender indicating that the Debt Service Coverage Ratio then equals or exceeds 1.10:1.0 and the Debt Yield Ratio then equals or exceeds 8.5% (each calculated on the Determination Date immediately preceding the commencement of the First Extension Period); provided, however that Borrower shall have the right, at its option, to satisfy the condition conditions set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 and the Debt Yield Ratio then equals or exceeds 8.5% (each without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Debt Service Coverage Ratio is equal to or greater than 1.10:1.00 and the Debt Yield Ratio is equal to or greater than 8.5% (each without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower;; and (f) Lender shall have received a new Appraisal or an updated Appraisal of the Mortgaged Property, at Borrower’s expense, dated within ninety (90) days of the Initial Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as Lender may require, which Appraisal shall confirm that the fair market value of the Mortgaged Property on an “as isstabilized” basis is such that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement based on the value of the Mortgaged Property set forth in the Appraisal of the Mortgaged Property accepted by Lender in connection with the closing of the Loan65%; provided, however that Borrower shall have the right, at its option, to satisfy the condition set forth in this subsection by satisfying the DSCR/LTV Satisfaction Requirement; provided, further, (i) to the extent funds are deposited in the DSCR/LTV Account to satisfy the DSCR/LTV Satisfaction Requirement, all such funds shall remain in the DSCR/LTV Account until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement 65% (without any credit for the funds held in the DSCR/LTV Account), whereupon the funds will be released to Borrower, and (ii) to the extent the Borrower has delivered Lender a Letter of Credit to satisfy the DSCR/LTV Satisfaction Requirement, the Letter of Credit shall remain outstanding, and Borrower shall cause the same to be renewed no less than thirty (30) days prior to the expiration date thereof, until such time as no Event of Default exists and Borrower has delivered evidence satisfactory to Lender that the Loan-to-Value Ratio is not greater than the Loan-to-Value Ratio in effect as of the date of this Agreement 65% (without any credit for the Letter of Credit), whereupon the Letter of Credit will be released to Borrower. During the Extension Periods, no further Advances will be available from the Loan and the Loan Documents will be deemed to be automatically modified to reduce the total committed and available amount of the Loan from its original amount to the outstanding principal amount of the Loan as of the commencement of the First Extension Period. In addition, commencing on the first fifth (1st5th) day of the first month after the commencement of the First Extension Period and continuing on the first fifth (1st5th) day of each month thereafter until the First Extended Maturity Date, Borrower shall pay a monthly payment of principal (each a “Monthly Principal Installment”) in an amount equal to 1/24th of the total principal which would be payable during the first twenty-four (24) months of a 30 year mortgage-style amortization of the then outstanding principal balance of the Loan based on an interest rate of six and one-half percent (6.5%) per annum, which installments of principal shall be due and payable in addition to accrued interest due and payable under the Note on each such date. If the Permanent Loan Conversion has occurred, this Section 2.8 shall be of no further force and effect.