Common use of Replacement Reserve Fund Clause in Contracts

Replacement Reserve Fund. Borrower Owner shall pay to Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due for replacements and repairs required to be made to the Properties during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the Properties.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two an initial deposit and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 2,055.00 (the “Replacement Reserve Monthly Deposit”), ) which amounts shall be deposited with and held are reasonably estimated by Lender in its sole discretion to be due for replacements and repairs required to be made to the Properties Property during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) 49,320.00 in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the Replacement Reserve Cap or the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty. The Replacement Reserve Fund shall be held by Lender in an interest bearing account, which interest shall be included with amounts on deposit in the Replacement Reserve Fund and held for the benefit of Borrower.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Date the sum an initial deposit of Two Million Six Hundred Seventeen Thousand Three Hundred Two $994,102.00 and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter the sum thereafter, a monthly amount of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 63,615.24 (the “Replacement Reserve Monthly Deposit”), ) which amounts shall be deposited with and held are reasonably estimated by Lender in its sole discretion to be due for replacements and repairs required to be made to the Properties during the calendar year Property (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentenceforegoing, provided no Event of Default shall then exist, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) 994,102.00 in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. When the amount of Replacement Reserve Funds in the Replacement Reserve Account equals or exceeds the Replacement Reserve 77 Cap, Borrower shall not be required to make the Replacement Reserve Monthly Deposit. If at any time thereafter, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account is less than the Replacement Reserve Cap, then Borrower shall be required to make monthly deposits to the Replacement Reserve Fund as provided above. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days days’ notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Funding Date an initial deposit in the sum amount of Two Million Six Hundred Seventeen Thousand Three Hundred Two $0.00 and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter an amount equal to $0.20 per square foot for each Individual Property in the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) aggregate (the “Replacement Reserve Monthly Deposit”), ) which amounts shall (excluding amounts for any such replacements and repairs required to be deposited with and held performed by a Tenant under its Lease so long as such Tenant is not in monetary or material non-monetary default under its Lease) are reasonably estimated by Lender to be due for replacements and repairs required to be made to the Properties during the calendar year by Borrower (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. .” Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days days’ notice to Borrower if Lender determines in its reasonable discretion discretion, based on updated property condition reports, that an increase is necessary to maintain the proper maintenance and operation of the 130 Properties. Any amount held in the Replacement Reserve Account and allocated for an Individual Property shall be retained by Xxxxxx and credited toward the future Replacement Reserves Monthly Deposits required by Lender hereunder in the event such Individual Property is released from the Lien of its related Mortgage in accordance with Section 2.5 hereof.

Replacement Reserve Fund. From and after Completion of the Improvements, Borrower Owner shall pay to Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars (an amount equal to $109,054.27) 3,962.00 (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due ) for replacements and repairs required to be made to the Properties during the calendar year Property (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty. Notwithstanding the foregoing, Borrower shall not be required to deposit any portion of the Replacement Reserve Monthly Deposit which would cause the amount then on deposit in the Replacement Reserve, as determined by Lender, to exceed $236,280 (the “Replacement Reserve Cap”). When the Replacement Reserve Funds on deposit in the Replacement Reserve Account equals or exceeds the Replacement Reserve Cap, Borrower may cease making Replacement Reserve Monthly Deposits to the Replacement Reserve Fund. If at any time thereafter the amount of the Replacement Reserve funds on deposit in the Replacement Reserve Account is less than the Replacement Reserve Cap, then Borrower shall recommence and continue making Replacement Reserve Monthly Deposits to the Replacement Reserve Funds, until the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account equal or exceed the Replacement Reserve Cap.

Replacement Reserve Fund. Borrower Owner shall pay to Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date beginning on May 11, 2002 and continuing on each and every Payment Date thereafter the sum through and including April 11, 2004, one-twelfth (1/12) of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 128,000.00 (the “"Replacement Reserve Initial Monthly Deposit"), which amount, together with the Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held is reasonably estimated by Lender in its sole discretion to be due for exterior, HVAC and mechanical replacements and repairs required to be made to the Properties Property during the calendar year (collectively, the “"Replacements”)") to be held in the Replacement Reserve Account. In addition, Borrower shall pay to Lender on each Payment Date beginning on May 11, 2004 and continuing on each and every Payment Date thereafter through and including April 11, 2005, one-twelfth (1/12) of $74,000.00 (the "Replacement Reserve Monthly Deposit") to be held in the Replacement Reserve Account. Amounts so deposited shall hereinafter be referred to as Borrower’s “'s "Replacement Reserve Fund” " and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “'s "Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess". Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Funding Date an initial deposit in the sum amount of Two Million Six Hundred Seventeen Thousand Three Hundred Two $0.00 and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter an amount equal to $0.20 per square foot for each Individual Property in the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) aggregate (the “Replacement Reserve Monthly Deposit”), ) which amounts shall (excluding amounts for any such replacements and repairs required to be deposited with and held performed by a Tenant under its Lease so long as such Tenant is not in monetary or material non-monetary default under its Lease) are reasonably estimated by Lender to be due for replacements and repairs required to be made to the Properties during the calendar year by Borrower (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. .” Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days days’ notice to Borrower if Lender determines in its reasonable discretion discretion, based on updated property condition reports, that an increase is necessary to maintain the proper maintenance and operation of the Properties. Any amount held in the Replacement Reserve Account and allocated for an Individual Property shall be retained by Lxxxxx and credited toward the future Replacement Reserves Monthly Deposits required by Lender hereunder in the event such Individual Property is released from the Lien of its related Mortgage in accordance with Section 2.5 hereof.

Replacement Reserve Fund. Borrower Owner shall pay to deposit with Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 94,928.00 (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due ) for replacements and repairs required to be made to the Properties during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and and, following such reassessment, may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the Properties. In the event an Individual Property is released from the Lien of its related Security Instrument in accordance with Section 2.5 hereof, (a) any amount held in the Replacement Reserve Fund and allocated for such Individual Property shall be returned to Borrower and (b) the Replacement Reserve Monthly Deposit shall be reduced by the monthly deposit allocated for such Individual Property as set forth on Schedule 7.3.1 hereof. Notwithstanding the foregoing, Borrower shall not be required to make the Replacement Reserve Monthly Deposit for so long as (i) the amount of the Unadvanced Mezzanine A Loan Funds that are available for the payment of Replacements pursuant to the terms of the Mezzanine A Loan Agreement (the “Available Replacement Advances”) is equal to or greater than $2,400,000.00, (ii) the Available Replacement Advances are available to Mezzanine A Borrower on an unrestricted basis other than any restrictions limiting the use of the Available Replacement Advances to the payment of Replacements and (iii) no Mezzanine A Event of Default shall have occurred and be continuing.

Replacement Reserve Fund. Borrower Owner shall pay to deposit with Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 94,928.00 (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due ) for replacements and repairs required to be made to the Properties during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and and, following such reassessment, may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the Properties. In the event an Individual Property is released from the Lien of its related Security Instrument in accordance with Section 2.5 hereof, (a) any amount held in the Replacement Reserve Fund and allocated for such Individual Property shall be returned to Borrower and (b) the Replacement Reserve Monthly Deposit shall be reduced by the monthly deposit allocated for such Individual Property as set forth on Schedule 7.3.1 hereof. Notwithstanding the foregoing, Borrower shall not be required to make the Replacement Reserve Monthly Deposit for so long as (i) the amount of the Unadvanced Mezzanine A Loan Funds that are available for the payment of Replacements pursuant to the terms of the Mezzanine A Loan Agreement (the “Available Replacement Advances”) is equal to or greater than $1,600,000.00, (ii) the Available Replacement Advances are available to Mezzanine A Borrower on an unrestricted basis other than any restrictions limiting the use of the Available Replacement Advances to the payment of Replacements and (iii) no Mezzanine A Event of Default shall have occurred and be continuing.

Replacement Reserve Fund. Borrower and Maryland Owner shall pay to Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due for replacements and repairs required to be made to the Properties during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may -101- reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower and Maryland Owner if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the Properties.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two an initial deposit and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars ($109,054.27) 1,500.00 (the “Replacement Reserve Monthly Deposit”), ) which amounts shall be deposited with and held are reasonably estimated by Lender in its sole discretion to be due for replacements and repairs required to be made to the Properties Property during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) 54,000.00 in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the Replacement Reserve Cap or the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty. The Replacement Reserve Fund shall be held by Lender in an interest bearing account, which interest shall be included with amounts on deposit in the Replacement Reserve Fund and held for the benefit of Borrower.

Replacement Reserve Fund. From and after Completion of the Improvements, Borrower Owner shall pay to Lender on the Closing Date the sum of Two Million Six Hundred Seventeen Thousand Three Hundred Two and 00/100 Dollars ($2,617,302.00) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars (an amount equal to $109,054.27) 3,962.00 (the “Replacement Reserve Monthly Deposit”), which amounts shall be deposited with and held by Lender to be due ) for replacements and repairs required to be made to the Properties during the calendar year Property (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “"Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty. Notwithstanding the foregoing, Borrower shall not be required to deposit any portion of the Replacement Reserve Monthly Deposit which would cause the amount then on deposit in the Replacement Reserve, as determined by Lender, to exceed $236,280 (the “Replacement Reserve Cap”). When the Replacement Reserve Funds on deposit in the Replacement Reserve Account equals or exceeds the Replacement Reserve Cap, Borrower may cease making Replacement Reserve Monthly Deposits to the Replacement Reserve Fund. If at any time thereafter the amount of the Replacement Reserve funds on deposit in the Replacement Reserve Account is less than the Replacement Reserve Cap, then Borrower shall recommence and continue making Replacement Reserve Monthly Deposits to the Replacement Reserve Funds, until the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account equal or exceed the Replacement Reserve Cap.

Replacement Reserve Fund. Borrower Owner shall pay to Lender (a) on the Closing Date the sum an initial deposit of Two Million Six Hundred Seventeen Thousand Three Hundred Two $4,422.00 and 00/100 Dollars ($2,617,302.00b) and on each Payment Date thereafter the sum of One Hundred Nine Thousand Fifty-Four and 27/100 Dollars (thereafter, $109,054.27) 4,422.00 (the “Replacement Reserve Monthly Deposit”), ) which amounts shall be deposited with and held are reasonably estimated by Lender in its discretion to be due for replacements and repairs required to be made to the Properties any Individual Property during the calendar year (collectively, the “Replacements”). Amounts so deposited shall hereinafter be referred to as Borrower’s “Replacement Reserve Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Replacement Reserve Account”. Notwithstanding the preceding sentence, the amount of Replacement Reserve Funds on deposit in the Replacement Reserve Account at any given time shall not exceed Two Million Six Hundred Seventeen Thousand Three Hundred Two and No/100 Dollars ($2,617,302.00) 250,000.00 in the aggregate (the “Replacement Reserve Cap”) and, accordingly, to the extent a Replacement Reserve Monthly Deposit would result in the aggregate amount of Replacement Reserve Funds in the Replacement Reserve Account to exceed the Replacement Reserve Cap, such Replacement Reserve Monthly Deposit shall be decreased by an amount equal to such excess. Lender may reassess its estimate of the amount necessary for the Replacement Reserve Fund from time to time, and may increase the monthly amounts required to be deposited into the Replacement Reserve Fund upon thirty (30) days notice to Borrower if Lender determines in its reasonable discretion that an increase is necessary to maintain the proper maintenance and operation of the PropertiesProperty (or any portion thereof).