Common use of Pre-Closing Requirements Clause in Contracts

Pre-Closing Requirements. At least five (5) Business Days prior to the closing of the Loan, Borrower shall provide to Agent each of the following, in form and substance acceptable to Agent. (a) A commitment for the Title Policy or a preliminary title report from the Title Company, complying with the standard requirements of Agent therefor, a copy of which has been delivered to Borrower. (b) Two (2) complete sets of the Plans for the Improvements set forth in Exhibit M. All mechanical, electrical, structural and other specialized drawings for the Improvements shall be signed by licensed engineers of the respective disciplines normally responsible for such drawings. All portions of such Plans prepared by the Project Architect shall be signed by the Project Architect. (c) The General Contractor’s construction contract and the guarantee given to Owner in connection therewith (collectively, the “Construction Contract”) and a schedule of values of all trades, the Project Architect’s agreement (the “Architect’s Agreement”), a schedule listing all subcontracts signed to date relating to the construction of the Improvements on the Property, and such other contracts, subcontracts and schedules relating to the Property as Agent may reasonably require to the extent then executed. (d) Three (3) copies of a current, certified ALTA/ACSM land title survey prepared in accordance with Agent’s standard requirements therefor, copies of which have been delivered to Borrower. (e) Soil reports on the Land, showing that the soil will adequately support the Improvements. (f) An Environmental Audit running to the benefit of Agent, satisfactory to Agent, and all reports, data and other information produced in connection with the Tests. The Environmental Audit shall also specify whether or not any environmental assessment, study or statement with respect to the Property is required by any Governmental Requirement. If such an assessment, study or statement is so required, Borrower shall provide a copy thereof to Agent.

Pre-Closing Requirements. At least five ten (510) Business Days days prior to the closing of the relevant Series Loan, Borrower shall provide to such Series Loan's Primary Lenders, the Administrative Bank and the Collateral Agent each of the following, in form and substance acceptable to such Primary Lenders, the Administrative Bank and the Collateral Agent.: (a) A. A commitment for the Title Policy for the Project to be financed by such Series Loan or a preliminary title report from the Title Company, complying with the Administrative Bank's standard requirements of Agent therefor, a copy of which has been delivered to Borrower. (b) B. Two (2) complete sets of the Plans for the Improvements set forth in Exhibit M. such Project. All mechanical, electrical, structural and other specialized drawings for the Improvements shall be signed and sealed by licensed engineers of an architect or professional engineer holding a current license from the respective disciplines normally responsible for jurisdiction in which such drawings. All portions of such Plans prepared by Project is located, in addition to the Project Architect shall be signed by the Project Architectfor such Project. (c) C. The General Contractor’s 's construction contract and the guarantee given for such Project in a form acceptable to Owner in connection therewith (collectivelysuch Primary Lenders, the “Construction Contract”) and a schedule of values of all tradesother prime construction contracts for such Project signed by Borrower, the Project Architect’s agreement (the “Architect’s Agreement”)'s agreement, a schedule listing all subcontracts signed first-tier subcontractors or materialmen to date such General Contractor's and all other prime contractor's construction contracts relating to the construction of the Improvements on the Property, and such other contracts, subcontracts and schedules relating to the Property as Agent may reasonably require to the extent then executedProject. (d) D. Three (3) copies of a current, certified ALTA/ACSM land title survey LAND TITLE SURVEY of the Land comprising part of such Project, which shall also be prepared in accordance with Agent’s the Administrative Bank's standard requirements therefor, copies a copy of which have has been delivered to Borrower. (e) E. Soil reports on the such Land, showing that the soil will adequately support the ImprovementsImprovements comprising part of such Project when constructed in accordance with the Plans for such Project. (f) F. An Environmental Audit running to the benefit of Agentshowing that no Pollutant is present above, satisfactory to Agenton, in or under such Project, and all reports, data and other information produced in connection with the TestsTests for such Project. The Environmental Audit shall also specify whether or not any environmental assessment, study or statement with respect to the Property such Project is required by any Governmental Requirement. If such an assessment, study or statement is so required, Borrower shall provide a copy thereof to such Primary Lenders, the Administrative Bank and the Collateral Agent, and, if none is so required, Borrower shall provide such Primary Lenders, the Administrative Bank and the Collateral Agent with an appropriate declaration of environmental non-significance relating to such Project, if available in the jurisdiction in which such Project is located. G. The Sworn Construction Cost Statement for such Project. H. Insurance policies for such Project written by insurers satisfactory to such Primary Lenders, the Administrative Bank and the Collateral Agent and in amounts satisfactory to such Primary Lenders, the Administrative Bank and the Collateral Agent, prepared in accordance with the Administrative Bank's standard requirements therefor, a copy of which has been delivered to Borrower. I. Borrower's estimated schedules for construction of the Improvements for such Project and for disbursement of the proceeds of such Series Loan. J. Copies of all building permits required to complete construction of the Improvements for such Project, and a schedule of all other necessary licenses and permits which must be obtained in order to occupy and operate such Project. K. A letter addressed to the Administrative Bank and the Collateral Agent from an appropriate municipal officer regarding zoning and building code compliance by such Project, prepared in accordance with the Administrative Bank's standard requirements therefor, a copy of which has been delivered to Borrower. L. If and to the extent required by the Primary Lenders, letters addressed to the Administrative Bank and the Collateral Agent from the suppliers confirming the availability of water, storm and sanitary sewer, gas, electric and telephone utilities for such Project, prepared in accordance with the Administrative Bank's standard requirements therefor, a copy of which has been delivered to Borrower. M. A letter addressed to the Administrative Bank and the Collateral Agent from the Project Architect for such Project, prepared in accordance with the Administrative Bank's standard requirements therefor, a copy of which has been delivered to Borrower. N. UCC chattel lien searches from the appropriate offices in the State in which such Project is located and from the Office of the Secretary of State of Minnesota, covering the name of Borrower. O. A copy of the organization documents of Borrower including its certificate of formation and all amendments thereto, certified by the Delaware Secretary of State and its Limited Liability Company Agreement and all amendments thereto certified by Borrower's Secretary. P. A Secretary's Certificate executed by the Secretary of Borrower regarding: (1) Resolutions authorizing the execution by the chief manager or other designated officer or officers of Borrower of the Loan Documents for such Series Loan and all other documents or instruments required to be executed and delivered in connection herewith and the performance of the covenants and agreements required hereby; and (2) Identity and specimen signature of the chief manager and other designated officer or officers having authority to execute and deliver such documents. Q. A Certificate of Good Standing of recent date for Borrower respectively issued by the Delaware Secretary of State, the Minnesota Secretary of State and the Secretary of State of the state in which such Project is located. R. A Copy of the Project Lease for such Project certified by Borrower to be true, accurate and complete copy thereof. S. A copy of each noncancellable agreement relating to the management, operation or maintenance of such Project and of each such agreement which cannot be canceled by thirty (30) days' or less notice. T. A proposed Operating Budget for such Project for its first five (5) years of operation. U. The most current available financial statements of Borrower, as well as financial statements of Borrower for the fiscal year immediately preceding the time period covered by said current financial statements, and, in the case of any annual financial statement, certified by an independent certified public accountant of recognized standing acceptable to such Primary Lenders and the Administrative Bank. V. The most current available financial statements of LTF, as well as financial statements of LTF for each of the three (3) full fiscal years immediately preceding the time period covered by said current financial statements, and, in the case of any annual financial statement, certified by an independent certified public accountant of recognized standing acceptable to such Primary Lenders and the Administrative Bank and copies of the most current available consolidated federal income tax returns (with all supporting schedules) signed and certified as true, correct and complete by LTF. W. A policy of flood insurance naming the Collateral Agent and its assigns as additional insured, covering such Project in the maximum amount available, or evidence satisfactory to the Primary Lenders, the Administrative Bank and the Collateral Agent that such Project is not located within a designated flood plain. X. Other agreements, documents and exhibits, without limitation, which may be required, in such Primary Lenders', the Administrative Bank's or the Collateral Agent's judgment, to assure compliance with the requirements of this Agreement and the other Loan Documents. Y. The remainder of Section II.1. is reserved and shall be specified in any Supplement with respect to the Series Loan set forth in such Supplement.

Pre-Closing Requirements. At least five (5) Business Days prior Prior to the closing of the Loan, Borrower shall provide to Agent Bondowner Representative (or its consultant), and Bondowner Representative (or its consultant, as applicable) shall have approved, each of the following, in form and substance acceptable to Agent. (a) A commitment for the Title Policy or a preliminary title report from the Title Company, complying with the standard requirements of Agent Bondowner Representative therefor, a copy of which has been delivered to Borrower. (b) Two (2) complete sets of the Plans for the Improvements set forth in Exhibit M. Plans. All mechanical, electrical, structural and other specialized drawings for the Improvements shall be signed by licensed engineers of the respective disciplines normally responsible for such drawings. All portions of such Plans prepared by the Project Architect shall be signed by , in addition to the Project Architect. (c) The General Contractor’s construction contract and the guarantee given to Owner in connection therewith (collectively, the “Construction Contract”) and a schedule of values of all trades, the Project Architect’s agreement (the “Architect’s Agreement”), a schedule listing all subcontracts signed to date relating to the construction of the Improvements on the Property, and such other contracts, subcontracts contracts and schedules relating to the Property as Agent Bondowner Representative may reasonably require to the extent then executedrequire. (d) Four (4) copies of the approved site plan for the Property. (e) Three (3) copies of a current, certified ALTA/ACSM land title survey LAND TITLE SURVEY of the Land, which shall also be prepared in accordance with AgentBondowner Representative’s standard requirements therefor, copies a copy of which have has been delivered to Borrower. (ef) Soil reports on the Land, showing that the soil will adequately support the ImprovementsImprovements when constructed in accordance with the Plans. (fg) An Environmental Audit running A Phase I Site Assessment prepared by a licensed and registered environmental engineer or other qualified party satisfactory to Lender, in each case stating that no Hazardous Materials are present in, on, under or around the Property, and that no condition or circumstance warranting further investigation now exists. (h) A current written report or certification from the Project Architect in the form of Exhibit L attached hereto. (i) The Loan Budget. (j) Insurance policies (conforming to the benefit of Agent, requirements (including policy amounts) set forth on Exhibit F) written by insurers satisfactory to AgentBondowner Representative, and all reportsprepared in accordance with Bondowner Representative’s standard requirements therefor, data and a copy of which has been delivered to Borrower. (k) A flood zone certification indicating that the improvements to be constructed on the Property are not located in a flood plain or any other information produced in connection with the Tests. The Environmental Audit shall also specify whether or not flood prone area, as designated by any environmental assessment, study or statement with respect to governmental agency; provided however that if the Property is required by any Governmental Requirement. If such an assessment, study or statement is so requiredlocated, Borrower shall provide obtain and deliver to Bondowner Representative evidence of flood insurance acceptable to Bondowner Representative. DWT 19920588v5 0017787-000267 (l) Borrower’s estimated schedules for construction of the Improvements and for disbursement of the Loan proceeds. (m) A schedule of all necessary licenses and permits which must be obtained in order to occupy and operate the Property. (n) A current letter from an appropriate municipal officer regarding zoning and building code compliance, prepared in accordance with Bondowner Representative’s standard form therefor, a copy thereof of which has been delivered to AgentBorrower.