Holdback Reserve Sample Clauses

Holdback Reserve. Borrowers hereby represent and warrant that certain punchlist completion items, not exceeding $500,000 in costs, remain to be completed and/or paid for in connection with the completion of construction of Phase II of the Clayton Place Property (the "Remaining Work"), and while a temporary ▇▇▇▇▇▇▇cate(s) of occupancy for Phase II is in effect, the permanent certificate of occupancy has not yet been issued, but will be as certain immaterial conditions of the issuing authority to the issuance of the permanent certificate(s) of occupancy have been satisfied. Borrowers shall within 60 days hereafter obtain and provide to Lender the permanent certificate(s) of occupancy for Phase II of the Clayton Place Property. Borrowers shall in the ordinary course prompt▇▇ ▇▇▇ diligently complete and pay for, on a lien free basis, the Remaining Work, and as such Remaining Work is completed and paid for provide to Lender lien waivers and other evidence of payment and completion reasonably satisfactory to Lender. In no event shall any funds in the Replacement Reserve or Completion/Repair Reserve be available for payments for Remaining Work, as determined by Lender, notwithstanding anything contrary or inconsistent provision set forth herein. At Closing, Borrowers 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 equal to $3,000,000 (said funds, together with any interest thereon and additions thereto, the "Holdback Reserve") for deposit into the Holdback Reserve Sub-Account, relating to certain leasing and performance requirements with respect to the Clayton Place Properties. Provided that the Remaining Work has been f▇▇▇▇ ▇▇mpleted and paid for and the provisions and requirements above relating to the Remaining Work have been satisfied and the permanent certificate(s) of occupancy for Phase II of the Clayton Place Property have been issued and provided to Lender, and s▇ ▇▇▇▇ as no Event of Default or Cash Trap Condition exists and is continuing, if at any time after the date hereof but prior to November 30, 2006 (the "Holdback Reserve Release Deadline"), Borrowers provide Lender with written documentation and certifications in a form reasonably acceptable to Lender that (i) there are firm, valid Leases in place at the Clayton Place Property in the aggregate amount of at least 80% of the ▇▇▇▇▇ number of Bedroom Units at the Clayton Place Property (excluding any Bed...

Holdback Reserve. The portion of the Commitment consisting of the Holdback Reserve will not be made available to the Borrower prior to the Gap Amount being reduced to $0. So long as (x) the Gap Amount has been reduced to and is no greater than $0 and (y) no Event of Default has occurred and is continuing (and subject to the terms of this Section 2.7 and to the other terms and conditions of this Agreement relating to the making of Advances), the Lender will reduce the Holdback Reserve (and make Advances from the corresponding increase to the Available Commitment resulting from such reduction) in increments equal to the Collateral Value of Acceptable Distribution Agreements finalized and delivered to the Lender after the date that the Gap Amount was first reduced to $0; provided, however, that the following amounts shall be exclusively reserved from the proceeds of any such Advance and shall be exclusively available to the Lender to hold as a cash reserve (which shall only be available to pay such amounts), as calculated by the Lender in its reasonable discretion: (i) the Holdback Fee applicable to such Advance; (ii) estimated interest applicable to such Advance (calculated through the Maturity Date); and (iii) estimated Attorney Costs and other expenses expected to be incurred by the Lender in connection with such Advance or the corresponding reduction of the Holdback Reserve; and provided, further, that, unless and until a Qualified IPO occurs by April 30, 2010, the first $225,000 that becomes available for release from the Holdback Reserve shall be added to the Interest and Fee Reserve and such amount shall be reserved exclusively by the Lender to fund unbudgeted costs needed to effect Delivery (as determined by the Lender in its discretion). Any reduction of the Holdback Reserve pursuant to the foregoing shall be in an amount of not less than $250,000 each (except for the last such reduction). The Lender shall have no obligation to reduce any portion of the Holdback Reserve after the Borrower Delivery Date.

Holdback Reserve. (a) Borrower hereby agrees to perform, or cause to be performed, tenant improvements, tenant’s work and similar items required under the Ulta Lease and the Oshkosh Lease in accordance with the applicable Lease (collectively, the “Holdback Work”). (b) Borrower shall establish on the date hereof an Eligible Account with Lender or Lender’s agent to fund the Holdback Work (the “Holdback Reserve Account”) into which Borrower shall deposit on the date hereof [$1,400,000]. Amounts so deposited shall hereinafter be referred to as the “Holdback Reserve Funds.” (c) Lender shall disburse to Borrower (i) [$125,000], upon Lender’s receipt of a Holdback Estoppel reasonably acceptable to Lender from Oshkosh and (ii) [$1,275,000] upon Lender’s receipt of a Holdback Estoppel reasonably acceptable to Lender from Ulta.

Holdback Reserve. Comply at all times with the terms and conditions of the Holdback Reserve Agreement.

Holdback Reserve