Common use of Manner of Restoration and Reimbursement Clause in Contracts

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed or conditioned). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs . Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to the Borrower or as the Borrower directs.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Administrative Agent being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender Administrative Agent may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender Administrative Agent prior to commencement of any work (such approval not to be unreasonably withheld, delayed or conditioned). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of LenderAdministrative Agent, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender Administrative Agent by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender Administrative Agent to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender Administrative Agent shall have received evidence reasonably satisfactory to it Administrative Agent in its good faith judgment of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender Administrative Agent in its reasonable good faith discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs . Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to the Borrower or as the Borrower directs.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed or conditioned). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as Mezzanine Lender to be applied in accordance with the Borrower directs terms of the Mezzanine Loan Agreement. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to the Borrower or as Mezzanine Lender to be applied in accordance with the Borrower directsterms of the Mezzanine Loan Agreement.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed or conditioned). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs directs. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to the Borrower or as the Borrower directs.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 Section 8.2.2 or 6.2.3 8.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Lender’s being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Lender for deposit into the Borrower or as Deposit Account to be held and disbursed in accordance with the Borrower directsterms of this Agreement.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 SECTION 8.1.2(b) or 6.2.3 (c) above to reimbursement payment out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Agent being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender Agent may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender Agent prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion final completion of the Restoration (excluding I.E., after completion of all punch-list items, receipt of lien waivers from all contractors and subcontractors and receipt of all certificates of occupancy and "sign-offs" from all Governmental Authorities with respect to the Restoration) shall exceed ninety ninety-five percent (9095%) of the aggregate value of the work performed from time to time; PROVIDED, HOWEVER, that one hundred percent (100%) payment shall be made with respect to subcontractors who have completed their work in full prior to final completion and have provided appropriate lien waivers; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of LenderAgent on behalf of Lenders, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender Agent by or on behalf of Borrower for that purpose, shall be at least sufficient sufficient, in the reasonable judgment of Lender Agent, to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender Agent shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's architect or contractor and approved by Lender Agent in its reasonable discretion), and Borrower shall have deposited with Lender Agent on behalf of Lenders Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. If Eligible Collateral is delivered to Agent pursuant to this Section, Agent shall use its reasonable efforts to invest same (to the extent such Eligible Collateral is capable of being invested) in Permitted Investments. Any surplus which that may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs . Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to the Borrower or as the Borrower directsBorrower.

Manner of Restoration and Reimbursement. If Borrower an Issuer is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 (c) above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Note Trustee's being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender a majority (by Outstanding Principal Amount) of the Noteholders may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender a majority (by Outstanding Principal Amount) of the Noteholders prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of LenderNote Trustee, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender Note Trustee by or on behalf of Borrower Issuers for that purpose, shall be at least sufficient in the reasonable judgment of Lender Note Trustee to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender Note Trustee shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s Issuers' architect or contractor and approved by Lender a majority (by Outstanding Principal Amount) of the Noteholders in its their reasonable discretion), and Borrower Issuers shall have deposited with Lender Note Trustee Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Issuers after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Note Trustee for deposit into the Borrower or as Deposit Account to be held and disbursed in accordance with the Borrower directsterms of this Indenture.

Manner of Restoration and Reimbursement. If the applicable Borrower is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 (c) above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such 131 133 other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of in connection with the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate first fifty percent (50%) of the value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of such Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Lender for deposit into the Borrower or as Capital Reserve Account to be held and disbursed in accordance with the Borrower directsterms of this Agreement.

Manner of Restoration and Reimbursement. If a Borrower is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 (c) above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Lender's being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower Borrowers for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s Borrowers' architect or contractor and approved by Lender in its reasonable discretion), and Borrower Borrowers shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrowers after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Lender for deposit into the Borrower or as Deposit Account to be held and disbursed in accordance with the Borrower directsterms of this Agreement.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to (i) the Borrower Senior Mezzanine Lender to be applied in accordance with the terms of the Senior Mezzanine Loan Agreement, or as (ii) if the Borrower directs Senior Mezzanine Loan is no longer outstanding, to the Intermediate Mezzanine Lender to be applied in accordance with the terms of the Intermediate Mezzanine Loan Agreement or (iii) if the Senior Mezzanine Loan and Intermediate Mezzanine Loan are no longer outstanding, to the Junior Mezzanine Lender to be applied in accordance with the terms of the Junior Mezzanine Loan Agreement (if the Junior Mezzanine Loan is funded and then outstanding)). Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to (i) the Borrower Senior Mezzanine Lender to be applied in accordance with the terms of the Senior Mezzanine Loan Agreement, or as (ii) if the Borrower directsSenior Mezzanine Loan is no longer outstanding, to the Intermediate Mezzanine Lender to be applied in accordance with the terms of the Intermediate Mezzanine Loan Agreement or (iii) if the Senior Mezzanine Loan and Intermediate Mezzanine Loan are no longer outstanding, to the Junior Mezzanine Lender (if the Junior Mezzanine Loan is funded and then outstanding) to be applied in accordance with the terms of the Junior Mezzanine Loan Agreement).

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Administrative Agent being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender Administrative Agent may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender Administrative Agent prior to commencement of any work (such approval not to be unreasonably withheld, delayed or conditioned). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of LenderAdministrative Agent, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender Administrative Agent by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender Administrative Agent to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender Administrative Agent shall have received evidence reasonably satisfactory to it Administrative Agent in its good faith judgment of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretionAdministrative Agent), and Borrower shall have deposited with Lender Administrative Agent Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs . Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to the Borrower or as the Borrower directs.

Manner of Restoration and Reimbursement. If Borrower is entitled --------------------------------------- pursuant to Sections 6.2.2 or 6.2.3 above Section 8.1.2(b) to reimbursement out of the Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis from time to time (but no more often than once monthly) upon Lender being furnished with (i) such customary architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and reasonably approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety ninety-five percent (9095%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited with Lender for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purposeRestoration, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for LienLiens. Prior As a condition to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's independent architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall promptly be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation after payment of such costs of Restoration shall be paid to Borrower, provided the Borrower or conditions specified in Section 8.1.2(b)(i) have in fact been satisfied (regardless of the extent of the Condemnation) and otherwise shall be escrowed with and pledged to Lender as security for the Borrower directsDebt.

Manner of Restoration and Reimbursement. If a Borrower is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 (c) above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender Lender’s being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower Borrowers for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s Borrowers’ architect or contractor and approved by Lender in its reasonable discretion), and Borrower Borrowers shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrowers after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Lender for deposit into the Borrower or as Deposit Account to be held and disbursed in accordance with the Borrower directsterms of this Agreement.

Manner of Restoration and Reimbursement. If the Borrower is entitled pursuant to Sections 6.2.2 7.3(2)(B) or 6.2.3 7.3(2)(C) above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender the Administrative Agent being furnished with (i) such architect’s certificates, waivers of lien, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender the Administrative Agent may reasonably require and approve, and (iiand(ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender the Administrative Agent prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lenderthe Administrative Agent, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender the Administrative Agent by or on behalf of the Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender the Administrative Agent to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender the Administrative Agent shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by the Borrower’s architect or contractor and approved by Lender the Administrative Agent in its reasonable discretion), and the Borrower shall have deposited with Lender the Administrative Agent Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to the Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to the Borrower or as Administrative Agent for deposit into the Borrower directsPayments Account to be held and disbursed in accordance with the terms of this Agreement.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 or 6.2.3 above to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety percent (90%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid delivered to Lender for deposit into the Borrower or as Holding Account to be held and disbursed in accordance with the Borrower directsterms of this Agreement.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 above (c) to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis upon Lender being furnished with (i) such architect’s 's certificates, waivers of lien, contractor’s 's sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed withheld or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety ninety-five percent (9095%) of the aggregate value of the work performed from time to time; funds other than Proceeds shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s 's architect or contractor and approved by Lender in its reasonable discretion), and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to escrowed with Lender as security for the Borrower or as the Borrower directsDebt after payment of such costs of Restoration.

Manner of Restoration and Reimbursement. If Borrower is entitled pursuant to Sections 6.2.2 Section 8.1.2(b) or 6.2.3 above (c) to reimbursement out of Proceeds (and the conditions specified therein shall have been satisfied), such Proceeds shall be disbursed on a monthly basis from time to time upon Lender being furnished with (i) such architect’s certificates, waivers of lienlien for the cost of work previously paid for with a prior disbursement, contractor’s sworn statements, title insurance endorsements, bonds, plats of survey and such other evidences of cost, payment and performance as are customary and reasonably obtainable by prudent property owners in the locality in which the Property is located and as Lender may reasonably require and approve, and (ii) all plans and specifications for such Restoration, such plans and specifications to be approved by Lender prior to commencement of any work (such approval not to be unreasonably withheld, delayed conditioned or conditioneddelayed). In addition, no payment made prior to the Final Completion of the Restoration (excluding punch-list items) shall exceed ninety ninety-five percent (9095%) of the aggregate value of the work performed from time to time; funds other than Proceeds deposited by Borrower with Lender for any deficiency shall be disbursed prior to disbursement of such Proceeds; and at all times, the undisbursed balance of such Proceeds remaining in the hands of Lender, together with funds deposited for that purpose or irrevocably committed to the satisfaction of Lender by or on behalf of Borrower for that purpose, shall be at least sufficient in the reasonable judgment of Lender exercised in good faith to pay for the cost of completion of the Restoration, free and clear of all Liens or claims for Lien. Prior to any disbursement, Lender shall have received evidence reasonably satisfactory to it of the estimated cost of completion of the Restoration (such estimate to be made by Borrower’s architect or contractor and approved by Lender in its reasonable discretion)Restoration, and Borrower shall have deposited with Lender Eligible Collateral in an amount equal to the excess (if any) of such estimated cost of completion over the net Proceeds. Any surplus which may remain out of Proceeds received pursuant to a Casualty shall be paid to Borrower after payment of such costs of Restoration shall be paid to the Borrower or as the Borrower directs Restoration. Any surplus which may remain out of Proceeds received pursuant to a Condemnation shall be paid to escrowed with Lender as security for the Borrower or as the Borrower directsDebt after payment of such costs of Restoration.