Common use of Repair and Replacement Clause in Contracts

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any expense described in the preceding subsections (a) and (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. Subject to Section 8.6, Purchasers may, after notifying Seller orally or in writing (awhich may include by e-mail) The Borrower agrees of a Defect within the Warranty Period and, unless Seller either determines (which determination is supported to cause TWC’s reasonable satisfaction) that such Defect does not exist or repairs such Defect in place, return to Seller, with a valid RMA which shall be performed a preliminary inspection provided by a consultant experienced Seller in mobilehome parkswriting (which may include by e-mail), selected by the Borrower and approved by the Authority, which approval shall Equipment not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect conforming to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as warranties set forth in Exhibit C heretothis Article. Such written notice shall if reasonably possible specify the Defect with reasonable particularity so as to enable Seller to perform troubleshooting and inspection to identify the cause of the Defect. In the case of a defective module, card or component within an item of Equipment, Purchasers may (and upon Seller’s request shall) return only the defective module, card or component, which module, card or component shall be treated in the same manner as said Exhibit C the Equipment for purposes of this Article 8. Seller shall, at Seller’s expense, either repair, or at Seller’s option, replace, the returned Defective Equipment with Equipment that complies with the Specifications. Seller shall use commercially reasonable efforts to deliver such repaired or replacement Equipment to the applicable Purchaser within [**] Business Days after the Defective item arrives at Seller’s (or its designated third party servicer’s) repair facility located in the continental United States. Unless Seller requests shipment by a designated carrier and pays such carrier directly, [**]. Seller shall be responsible for outbound shipping charges. Title to returned items that are replaced shall pass to Seller upon Seller’s receipt, and title to replacement items shall pass to Purchasers upon Purchasers’ receipt. Seller shall provide TWC, on a [**] basis, with data on repairs and replacements conducted by Seller on Equipment purchased under this Agreement. In addition, Seller shall establish a process to identify and report to Purchasers items of Equipment that are returned more than [**] times for Defects within the Warranty Period. Replacement Equipment provided to Purchasers hereunder may be amended from time new Equipment or repaired or refurbished Equipment with performance equivalent to time with the approval of the Borrower and the Oversight Agentnew Equipment; provided, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant however, no Equipment provided by Seller to Section 5.7 of the Indenture may be used Purchasers hereunder shall have been returned to Seller more than [**] times for any expense described in the preceding subsections (a) and (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis Defects of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fundnature. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details detail as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, Date shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any expense described in the preceding subsections (a) and (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g5.7(j) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, Date shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any an expense described in the preceding subsections (a) and subsection (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g5.7(h) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, Date shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any an expense described in the preceding subsections (a) and subsection (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, Date shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any an expense described in the preceding subsections (a) and subsection (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g5.7(i) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.

Repair and Replacement. (a) The Borrower agrees to cause to be performed a preliminary inspection by a consultant experienced in mobilehome parks, selected by the Borrower and approved by the Authority, which approval shall not be unreasonably withheld, of the Project at such time or times as the Oversight Agent may reasonably determine to be necessary based on information with respect to the Project available to the Oversight Agent, and if it is determined that further inspection is needed after a preliminary inspection, such further inspection, providing a report of a licensed contractor qualified to do the type of work proposed to be performed, to identify any repairs, replacements or capital improvements required to maintain the Project as a safe and sanitary mobile home park in accordance with the requirements of this Agreement, the Regulatory Agreement and all associated agreements. Any such inspections shall be at the expense of the Borrower. All such repairs, replacements or capital improvements and costs of inspections shall be paid from moneys on deposit in the Repair and Replacement Fund to the extent of the monies deposited in such Fund. (b) In the event that expenses are incurred, or in the opinion of the Borrower ought properly be incurred for replacement or additional improvements on the Project, for other capital facilities which may be of direct or indirect benefit to the Project which are not identified in a report of a licensed contractor qualified to do the type of work proposed to be performed (pursuant to Section 6.22(a) herein), beyond ordinary and necessary maintenance and repairs which are paid as part of the Operation and Maintenance Expenses, the Borrower shall submit to the Oversight Agent a request for payment or reimbursement of such costs. The request shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a request from the Borrower, the Oversight Agent shall submit or cause to be submitted the request to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (c) Moneys deposited in the Restricted Account of the Repair and Replacement Fund on the Closing Date, if any, shall be applied to pay for or reimburse the Borrower for initial capital improvements, if any, to the Project as set forth in Exhibit C hereto, as said Exhibit C may be amended from time to time with the approval of the Borrower and the Oversight Agent, or as described in the preceding paragraph (b). Moneys deposited in the Unrestricted Account of the Repair and Replacement Fund pursuant to Section 5.7 of the Indenture may be used for any expense described in the preceding subsections (a) and (b). (d) With respect to each expenditure from the Repair and Replacement Fund, the Borrower shall file a requisition with the Oversight Agent. The requisition shall (a) identify the total amount of such costs to be paid pursuant to such requisition, including all items of cost in such details as may be available to the Borrower, (b) state with respect to such disbursement (i) the amount to be disbursed for payment of such costs, and (ii) that each item of costs identified therein has been properly incurred and has not been the basis of any previous disbursement; and (c) to be accompanied by an invoice, if any. Upon approval by the Oversight Agent of such a requisition from the Borrower, the Oversight Agent shall submit or cause to be submitted the requisition to the Trustee pursuant to the Indenture for payment of such costs from the Repair and Replacement Fund. (e) If requested by the Oversight Agent pursuant to Section 6.22(a) above, the Borrower shall cause an updated report with respect to the physical needs of the Project (the “Updated Physical Assessment Report”) to be prepared by a qualified professional approved by the Oversight Agent and a copy of said Updated Physical Assessment Report shall be filed with the Oversight Agent and the Authority. Thereafter, to the extent specified in the Updated Physical Assessment Report, the Borrower shall cause to be deposited into the Repair and Replacement Fund pursuant to Section 5.7(g5.7(i) of the Indenture the amount specified in said Updated Physical Assessment Report. (f) Moneys in the Unrestricted Account of the Repair and Replacement Fund may also be used, if necessary as determined by the Borrower and the Oversight Agent, to make payments for debt service on the Bonds.