Common use of Loan Extension Clause in Contracts

Loan Extension. (i) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the Initial Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the Initial Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2018 (the First Extended Maturity Date). The request by the Borrower for the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2019 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) the Debt Yield Ratio calculated as of the applicable Debt Yield Test Date shall be not be less than ten and one-half percent (10.5%); (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenders, an extension fee equal to one-quarter of one percent (0.25%) of the then Principal Amount of the Loan to be extended (which fee the Borrower hereby agrees shall be fully earned and nonrefundable under any circumstances when paid); (D) the Borrower shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Persons, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable except to the extent such representation or warranty expressly refers to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in a Material Adverse Effect with respect to the Collateral or the Transaction Parties not disclosed as of the Closing Date, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue to guaranty, evidence or secure (as applicable) the Obligations under the Loan Documents, as extended. (iv) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall be responsible for all costs associated with the revocation of the notice to extend, including all amounts payable pursuant to Section 2.2.8 below, in the event the notice is revoked within three (3) days prior to Maturity Date or First Extended Maturity Date, as applicable.

Loan Extension. (i) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the Initial Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), ) to extend the Initial Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30May 26, 2018 2021 (the First Extended Maturity Date). The request by the Borrower for the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio DSCR and the fair market value from the applicable Appraisal as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30May 26, 2019 2022 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio DSCR and the fair market value from the applicable Appraisal as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) (x) with respect to the Debt Yield Ratio calculated as extension of the applicable Debt Yield Test Date Initial Maturity Date, the most recently calculated DSCR shall be not be less than ten 1.35x and one(y) with respect to the extension of the First Extended Maturity Date, the most recently calculated DSCR shall not be less than 1.45x and the Principal Amount shall not be greater than sixty (60%) of the as-half percent (10.5%)is value of the Property as evidenced by a recent Appraisal; (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or and the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenders, an extension fee equal to one-quarter of one percent (0.25%) of the then Principal Amount of the Loan to be extended (which fee the Borrower hereby agrees shall be fully earned and nonrefundable under any circumstances when paid); (D) the Borrower shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Persons, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable applicable, except to the extent such representation or warranty expressly refers to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in a Material Adverse Effect with respect to the Collateral or the Transaction Parties not disclosed as of the Closing Date, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue to guaranty, evidence or secure (as applicable) the Obligations under the Loan Documents, as extended. (iv) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall be responsible for all costs associated with the revocation of the notice to extend, including all amounts payable pursuant to Section 2.2.8 below, in the event the notice is revoked within three (3) days prior to Maturity Date or First Extended Maturity Date, as applicable.

Loan Extension. (i) Provided that no Default or Event of Default the following conditions precedent shall have occurred and be continuingbeen satisfied, the then Borrower shall have be entitled to extend the optionmaturity of each Note beyond the January 31, to be exercised 2004 Maturity Date set forth in Paragraph 3 above by giving revocable written notice an additional twelve (12) months. The conditions precedent to the Administrative Agent at least thirty extension of each Note for the initial twelve (3012) calendar days but not more month period are as follows: (a) Written notice of such extension shall be given by Borrower no earlier than ninety (90) calendar days and no later than thirty (30) days prior to the Initial Maturity Date, subject to expiration of the terms and conditions set forth in Section 2.1.6(iii), to extend the Initial modified Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of January 31, 2004 of the Loan by twelve (12) months to June 30Note; and, 2018 (the First Extended Maturity Date). The request by the Borrower for at such time as the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written electionbecomes effective, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the optionpay to Bank, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2019 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) the Debt Yield Ratio calculated as of the applicable Debt Yield Test Date shall be not be less than ten and one-half percent (10.5%); (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenderscash, an extension fee equal to in the amount of one-quarter of one percent (0.25.25%) of the then Principal Amount outstanding principal balance of the Loan to be extended and any unfunded committed amounts of the Loan for the extension; (b) At Bank's option Bank shall have received a current tenant estoppel certificate (which fee certificate shall be reasonably satisfactory to Bank in form and substance) from each tenant who has entered into a Tenant Lease for a portion of the Mortgaged Property. (c) No Event of Default, or any event, circumstance or action of which the Borrower hereby agrees shall be fully earned is aware (by notice from Bank or otherwise) and nonrefundable under any circumstances when paid); with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing; (Dd) the Borrower No event, claim, liability or circumstance shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Persons, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable except to the extent such representation or warranty expressly refers to an earlier dateoccurred which, in which case such representation Bank's determination, could be expected to have or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in had a Material Adverse Effect with respect and no event, claim, liability or circumstance shall have occurred which, in Bank's determination could be expected to have or have had a material adverse change on the business condition (financial or otherwise) of Borrower, Guarantor, the Mortgaged Property, any tenant in the Mortgaged Property, or any of the properties covered by the Cross-Default Agreement. (e) Net Operating Income (as defined in Section 12 below) for the Collective Properties (as defined in Section 12 below) for the third (3rd) or fourth (4th) quarter, as applicable, of 2003 shall be a minimum of TWO HUNDRED SEVENTY-FIVE THOUSAND AND NO/100 DOLLARS ($275,000.00); and (f) At Bank's option, Bank shall have received an updated appraisal of the Mortgaged Property, at Borrower's expense, prepared by an appraiser acceptable to Bank and reflecting a value at least equal to the Collateral or appraisals approved by Bank for the Transaction Parties not disclosed as of calendar year 2002. In the Closing Dateevent the Mortgaged Property has declined below the 2002 appraised value, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred the option to decrease the Indebtedness evidenced by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) Note in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue order to guaranty, evidence or secure (as applicable) the Obligations under qualify for the Loan Documents, as extended. Extension by paying down the Loan whereby the required Loan to Value ratio of no greater than seventy-five percent (iv75%) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall be responsible for all costs associated with the revocation of the notice to extend, including all amounts payable pursuant to Section 2.2.8 below, in the event the notice is revoked within three (3) days prior to Maturity Date or First Extended Maturity Date, as applicablemaintained.

Loan Extension. (i) Provided that no Default or Event of Default the following conditions precedent shall have occurred and be continuingbeen satisfied, the then Borrower shall have be entitled to extend the option, to be exercised maturity of the Note by giving revocable written notice an additional twelve (12) months. The conditions precedent to the Administrative Agent at least thirty First Loan Extension are as follows: (30a) calendar days but not more Written notice of such extension shall be given by Borrower no earlier than ninety (90) calendar days and no later than thirty (30) days prior to the Initial Maturity Date, subject to expiration of the terms and conditions set forth in Section 2.1.6(iii), to extend the Initial modified Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of January 31, 2004 of the Loan by twelve (12) months to June 30Note; and, 2018 (the First Extended Maturity Date). The request by the Borrower for at such time as the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written electionbecomes effective, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the optionpay to Bank, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2019 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) the Debt Yield Ratio calculated as of the applicable Debt Yield Test Date shall be not be less than ten and one-half percent (10.5%); (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenderscash, an extension fee equal to in the amount of one-quarter of one percent (0.25.25%) of the then Principal Amount outstanding principal balance of the Loan to be extended and any unfunded committed amounts of the Loan for the extension; (b) At Bank's option Bank shall have received a current tenant estoppel certificate (which fee certificate shall be reasonably satisfactory to Bank in form and substance) from each tenant who has entered into a Tenant Lease for a portion of the Mortgaged Property. (c) No Event of Default, or any event, circumstance or action of which the Borrower hereby agrees shall be fully earned is aware (by notice from Bank or otherwise) and nonrefundable under any circumstances when paid); with the passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing; (Dd) the Borrower No event, claim, liability or circumstance shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Persons, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable except to the extent such representation or warranty expressly refers to an earlier dateoccurred which, in which case such representation Bank's determination, could be expected to have or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in had a Material Adverse Effect with respect and no event, claim, liability or circumstance shall have occurred which, in Bank's determination could be expected to have or have had a material adverse change on the business condition (financial or otherwise) of Borrower, Guarantor, the Mortgaged Property, any tenant in the Mortgaged Property, or any of the properties covered by the Cross-Default Agreement. (e) Net Operating Income (as defined in Section 14 below) for the Collective Properties (as defined in Section 14 below) for the third (3rd) or fourth (4th) quarter, as applicable, of 2003 shall be a minimum of TWO HUNDRED SEVENTY-FIVE THOUSAND AND NO/100 DOLLARS ($275,000.00); and (f) At Bank's option, Bank shall have received an updated appraisal of the Mortgaged Property, at Borrower's expense, prepared by an appraiser acceptable to Bank and reflecting a value at least equal to the Collateral or appraisals approved by Bank for the Transaction Parties not disclosed as of calendar year 2002. In the Closing Dateevent the Mortgaged Property has declined below the 2002 appraised value, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred the option to decrease the Indebtedness evidenced by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) Note in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue order to guaranty, evidence or secure (as applicable) the Obligations under qualify for the Loan Documents, as extended. Extension by paying down the Loan whereby the required Loan to Value ratio of no greater than seventy-five percent (iv75%) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall be responsible for all costs associated with the revocation of the notice to extend, including all amounts payable pursuant to Section 2.2.8 below, in the event the notice is revoked within three (3) days prior to Maturity Date or First Extended Maturity Date, as applicablemaintained.

Loan Extension. (i) Provided that no Default or Event of Default the following conditions precedent shall have occurred and be continuingbeen satisfied, the then Borrower shall have be entitled to extend the option, maturity of the Note by an additional twelve (12) months. The conditions precedent to extension of the Note for the twelve (12) month period are as follows: (a) Written notice of such extension shall be exercised given by giving revocable written notice to the Administrative Agent Borrower at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the Initial Maturity Date, subject to expiration of the terms and conditions set forth in Section 2.1.6(iii), to extend the Initial original Maturity Date for all (and not a portion other than as described defined in Section 2.1.6(iii)the Note) of the Loan by twelve (12) months to June 30Note; and, 2018 (the First Extended Maturity Date). The request by the Borrower for the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2019 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) the Debt Yield Ratio calculated as of the applicable Debt Yield Test Date shall be not be less than ten and one-half percent (10.5%); (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenders, an extension fee equal to one-quarter of one percent (0.25%) of the then Principal Amount of the Loan to be extended (which fee the Borrower hereby agrees shall be fully earned and nonrefundable under any circumstances when paid); (D) the Borrower shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Persons, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable except to the extent such representation or warranty expressly refers to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in a Material Adverse Effect with respect to the Collateral or the Transaction Parties not disclosed as of the Closing Date, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue to guaranty, evidence or secure (as applicable) the Obligations under the Loan Documents, as extended. (iv) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall pay to the Lender, in cash, the Extension Fee of $22,937.50 for the extension; (b) The Lender shall have received a current tenant estoppel certificate (which certificate shall be responsible reasonably satisfactory to the Lender in form and substance) from each tenant who has entered into a Lease for all costs associated a portion of the Mortgaged Property. (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 revocation passage of the notice time or failure to extendcure would give rise to an Event of Default, including all amounts payable pursuant to Section 2.2.8 belowhas occurred and is then existing; (d) No event, claim, liability or circumstance shall have occurred which, in the event Lender's determination, could be expected to have or have had a Material Adverse Effect; (e) Written evidence being provided by Borrower and reasonably satisfactory to the notice is revoked within Lender indicating that the Debt Coverage Ratio (as defined in Section 5.20 below) calculated for the three (3) days prior month calendar period ending as of the last day of the then term (absent extension pursuant to Maturity Date this Section 2.9) shall be not less than 1.20X of the then outstanding Indebtedness; or First Extended Maturity Date, as applicable.Borrower shall have prepaid the Curative Amount pursuant to Section 5.20(d) below necessary to achieve a 1.20 Debt Coverage Ratio or pledged adequate liquid collateral pursuant to Section 5.20(e) below; and

Loan Extension. (i) Provided that no Default or Event of Default the following conditions precedent shall have occurred and be continuingbeen satisfied, the then Borrower shall have be entitled to extend the option, Maturity Date one (1) time by an additional twelve (12) months. The conditions precedent to extension of the Maturity Date for the twelve (12) month period are as follows: a. Written notice of such extension shall be exercised given by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more Borrower no sooner than ninety (90) calendar days prior to the Initial Maturity Date, subject to the terms and conditions set forth in Section 2.1.6(iii), to extend the Initial original Maturity Date for all (and not a portion other later than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2018 (the First Extended Maturity Date). The request by the Borrower for the extension of the Initial Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the Initial Maturity Date. Within twentyforty-five (2545) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the Initial Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (ii) Provided that no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option, to be exercised by giving revocable written notice to the Administrative Agent at least thirty (30) calendar days but not more than ninety (90) calendar days prior to the First Extended original Maturity Date; and, subject with such notice, Borrower shall pay to the terms and conditions set forth Lender, in Section 2.1.6(iii), to extend the First Extended Maturity Date for all (and not a portion other than as described in Section 2.1.6(iii)) of the Loan by twelve (12) months to June 30, 2019 (the Final Extended Maturity Date). The request by the Borrower for the extension of the First Extended Maturity Date shall constitute a representation and warranty by the Borrower that no Default or Event of Default then exists and an agreement by the Borrower that all of the conditions set forth in Section 2.1.6(iii) below shall be satisfied on the First Extended Maturity Date. Within twenty-five (25) days after Administrative Agent’s receipt of Borrower’s written election, Administrative Agent shall provide to Borrower Administrative Agent’s good faith estimate of the Debt Yield Ratio as of the First Extended Maturity Date, and the reduction of principal, if any, required to satisfy Section 2.1.6(iii)(B). (iii) The obligations of the Administrative Agent and the Lenders to extend the Initial Maturity Date as provided in Section 2.1.6(i) or the First Extended Maturity Date as provided in Section 2.1.6(ii) shall be subject to the prior satisfaction of each of the following conditions precedent as determined by the Administrative Agent in its good faith judgment: (A) on the Initial Maturity Date and the First Extended Maturity Date, as applicable, there shall exist no Default or Event of Default; (B) the Debt Yield Ratio calculated as of the applicable Debt Yield Test Date shall be not be less than ten and one-half percent (10.5%); (C) the Borrower shall have paid to the Administrative Agent on or prior to the Initial Maturity Date or the First Extended Maturity Date, as applicable, for the ratable benefit of the Lenderscash, an extension fee in an amount equal to one-quarter fourth of one percent (0.25.25%) of the then Principal Amount outstanding commitment (i.e., the outstanding principal balance of the Loan plus any unfunded portion of the Loan) for the extension; b. The Improvements shall have been completed in substantial accordance with the Plans and Specifications and within the Budget, and a final certificate of occupancy shall have been issued for the shell portion of the Improvements and for any portion of the Improvements occupied by any tenants then in possession; c. The Major Tenants shall be in occupancy under their respective Tenant Leases and open for business to the public (or a replacement tenant acceptable to Lender in its sole discretion shall be extended (in occupancy under the space in the Mortgaged Property formerly leased by the Major Tenants and open for business to the public), and Lender shall have received evidence reasonably acceptable to Lender that none of the Major Tenants are in bankruptcy or in default under their respective Tenant Leases. d. No Event of Default, or any event, circumstance or action of which fee the Borrower hereby agrees shall be fully earned is aware (by notice from Lender or otherwise) and nonrefundable under any circumstances when paid); (D) with the Borrower passage of time or failure to cure would give rise to an Event of Default, has occurred and is then existing; e. No event, claim, liability or circumstance shall have delivered to the Administrative Agent an Extension Interest Rate Cap Agreement with respect to the extension term duly executed by the appropriate Personsoccurred which, (E) the representations and warranties made by the Transaction Parties in the Loan Documents shall Lender's determination, could be true and correct in all material respects on the Initial Maturity Date and the First Extended Maturity Date, as applicable except expected to the extent such representation have or warranty expressly refers to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as of such date (provided, however, that any factual matters disclosed in the Schedules referenced in Article 4 may be updated in accordance with clause (F) below); (F) the Borrower shall have delivered material updates, if any, to the Administrative Agent of all the Schedules set forth in Article 4 hereof and such updated Schedules shall not disclose any new conditions that would result in had a Material Adverse Effect with respect Effect; f. Written evidence being provided by Borrower and reasonably satisfactory to the Collateral or Lender indicating that the Transaction Parties not disclosed as of Debt Coverage Ratio calculated for the Closing Date, in each case as determined by Administrative Agent in its good faith judgment; (G) Borrower shall have paid all reasonable out-of-pocket third party costs and expenses incurred by the Administrative Agent and of which Administrative Agent has notified Borrower (including reasonable attorneys’ fees and expenses) in connection with such extension or as otherwise then due under this Agreement; and (H) Guarantor and each other Transaction Party shall have acknowledged and ratified that its obligations under the Recourse Guaranty, Environmental Indemnity and other Loan Documents (as applicable) remain in full force and effect, and continue to guaranty, evidence or secure (as applicable) the Obligations under the Loan Documents, as extended. (iv) Notwithstanding anything to the contrary herein, in the event Borrower gives notice to extend the Initial Maturity Date or the First Extended Maturity Date, and subsequently revokes such notice, Borrower shall be responsible for all costs associated with the revocation of the notice to extend, including all amounts payable pursuant to Section 2.2.8 below, in the event the notice is revoked within three (3) days month Calendar Period (as defined in Section 5.20 below) ending on the last day of the month prior to Maturity Date the month in which the then term of the Loan expires (absent extension pursuant to this Section 2.9) shall be not less than 1.35:1.0 of the then outstanding Indebtedness; or First Extended Borrower shall have prepaid the Curative Amount pursuant to Section 5.20(d) below necessary to achieve a 1.35:1.0 Debt Coverage Ratio or pledged adequate liquid collateral pursuant to Section 5.20(e) below; and g. 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 original Maturity Date, prepared by an appraiser acceptable to Lender and based upon such standards as applicableLender may require, which appraisal shall confirm that the amount of the Loan (including any amounts which Lender has not yet disbursed under this Agreement but which remain subject to disbursement hereunder) is not more than sixty percent (60%) of the fair market, as-stabilized value of the Mortgaged Property.