Common use of The Loan; Fees; Term Clause in Contracts

The Loan; Fees; Term. (a) On the Closing Date, subject to the terms and conditions of this Agreement, JPP, on the one hand, and Cascade, on the other hand, shall each make an advance (the “Closing Date Advance”) to Borrower in an amount equal to fifty percent (50%) of the Closing Date Advance Amount. The Loan shall be represented by Notes that shall bear interest as described in this Agreement at a per annum rate equal to the Interest Rate. Interest payable hereunder shall be computed on the basis of a 360-day year and the actual number of days elapsed in the related Interest Accrual Period. On the Closing Date, Borrower shall pay to each Initial Lender an origination fee in an amount equal to 1.00% of the Loan Amount multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. In addition, (i) to the extent any portion of the Loan remains outstanding on December 31, 2016, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before January 6, 2017 and (ii) to the extent any portion of the Loan remains outstanding on March 31, 2017, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before April 7, 2017. (b) Provided no Event of Default is continuing, at Borrower’s request from time to time prior to the Maturity Date, Lender shall make one or more additional advances (each, a “Delayed Advance”), which advances shall not in the aggregate exceed the Maximum Delayed Advance Amount and shall be conditioned on the delivery of Title Insurance Policies reasonably acceptable to the JPP for each of the Properties, recording of Mortgages encumbering the Required Advance Properties and the payment of Lender’s reasonable out-of-pocket costs (including attorney’s fees) incurred in connection with the origination of the Loan or the making of a Delayed Advance, as the case may be. Each request for a Delayed Advance shall specify (i) the aggregate principal amount of the Delayed Advance requested and (ii) the requested date of such advance, which shall be a Business Day at least six (6) Business Days after the date of such request. Each Delayed Advance shall be made on the requested date by wire transfer of immediately available funds to such account as the Borrower shall specify. Concurrently with the making of the Closing Date Advance, Borrower shall pay each Initial Lender a funding fee in an amount equal to 1.00% of the Closing Date Advance multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. Concurrently with the making of each Delayed Advance, Borrower shall pay to the Initial Lenders a funding fee in an aggregate amount equal to 1.00% of the amount of such Delayed Advance multiplied by the percentage of the Loan held by such Initial Lender as of the Closing Date. Interest on each Delayed Advance shall begin to accrue on the date that such Delayed Advance is made to Borrower. Each Delayed Advance is not in the nature of a revolving credit facility, and amounts borrowed and repaid hereunder may not be re-borrowed. Each Delayed Advance shall be in an amount no less than $10,000,000. Notwithstanding the foregoing, so long as no event of Default is continuing, Lender shall automatically make a Delayed Advance to Borrower in the amount of $50,000,000 (the “Required Advance”) on May 5, 2016, and Borrower hereby requests the making of such Required Advance on such date pursuant to the terms of this Agreement (and for the avoidance of doubt, Borrower shall pay the funding fee specified in this clause (b) with respect to such Required Advance). (c) The Closing Date Advance together with each Delayed Advance is referred to herein as the “Loan”. The Loan shall be secured by the Collateral pursuant to the Mortgage and the other Loan Documents. Upon making the Closing Date Advance, the Loan shall be secured by each of the Properties, except the Required Advance Properties, and Lender shall record Mortgages encumbering each of the Properties, except the Required Advance Properties. Upon making the first Delayed Advance, the Loan shall be secured by each of the Properties, including the Required Advance Properties, and Lender shall record Mortgages encumbering the Required Advance Properties. (d) Borrower may, upon at least 5 Business Days’ written notice to Lender, reduce in whole or in part the remaining Maximum Delayed Advance Amount that has not theretofore been advanced to Borrower.

The Loan; Fees; Term. (a) As of immediately prior to the New Closing Date, the outstanding Principal Indebtedness was $592,553,155.54. On the New Closing Date, subject to the terms and conditions of this Agreement, JPP, on the one hand, and Cascade, on the other hand, Lender shall each make an additional advance to Borrower in the amount of $186,527,682.14 (the “Closing Date Additional Advance”) to Borrower in an amount equal to fifty percent (50%) of such that the Closing Date Principal Indebtedness immediately following the Additional Advance Amountwill be $779,080,837.68. The Loan (which, for the avoidance doubt, includes the Additional Advance) shall be represented by the Notes that and shall bear interest as described in this Agreement at a per annum rate equal to the Interest Rate. Interest payable hereunder shall be computed on the basis of a 360-day year and the actual number of days elapsed in the related Interest Accrual Period. On the New Closing Date, Borrower shall (i) pay to each Initial Lender Cascade an extension and origination fee in an amount equal to 1.00% of $466,319.21, (ii) pay to the Loan Amount multiplied by the percentage of the Loan held Initial Lenders an extension and origination fee in an amount equal to $1,146,198.33, and (iii) reimburse each Lender for any reasonable and documented out-of-pocket costs and expenses incurred by such Initial Lender on in connection with the Closing Dateamendment and restatement of this Agreement and any other matters relating to the Loan. In addition, (iA) to the extent any portion of the Loan Principal Indebtedness outstanding under Note A remains outstanding on December 314, 20162018, Borrower shall pay to Lender holder of Note A the applicable Delayed Origination Fee on or before January 6December 11, 2017 2018 and (iiB) to the extent any portion of the Loan Principal Indebtedness outstanding under Note A remains outstanding on March 31June 4, 20172019, Borrower shall pay to Lender holder of Note A the applicable Second Delayed Origination Fee on or before April 7June 11, 20172019. (b) Provided no Event In the event that Lender determines in good faith as of Default is continuingany Interest Determination Date that adequate and reasonable means do not exist for ascertaining LIBOR, at Borrower’s request from time then the Loan shall be converted to time a Prime Rate Loan effective as of the first day of the Interest Accrual Period corresponding to such Interest Determination Date and Lender shall give notice thereof to Borrower (which may be by telephone or e-mail, followed promptly by written notice) prior to the Maturity Date, Lender shall make one or more additional advances (each, a “Delayed Advance”), which advances shall not in the aggregate exceed the Maximum Delayed Advance Amount and shall be conditioned on the delivery of Title Insurance Policies reasonably acceptable to the JPP for each of the Properties, recording of Mortgages encumbering the Required Advance Properties and the payment of Lender’s reasonable out-of-pocket costs (including attorney’s fees) incurred in connection with the origination of the Loan or the making of a Delayed Advance, as the case may be. Each request for a Delayed Advance shall specify (i) the aggregate principal amount of the Delayed Advance requested and (ii) the requested date of such advance, which shall be a Business Day at least six (6) Business Days after the date of such request. Each Delayed Advance shall be made on the requested date by wire transfer of immediately available funds to such account as the Borrower shall specify. Concurrently with the making of the Closing Date Advance, Borrower shall pay each Initial Lender a funding fee in an amount equal to 1.00% of the Closing Date Advance multiplied by the percentage of the Loan held by such Initial Lender on the Closing next succeeding Payment Date. Concurrently with the making of each Delayed Advance, Borrower shall pay to the Initial Lenders a funding fee in an aggregate amount equal to 1.00% of the amount of such Delayed Advance multiplied by the percentage of the Loan held by such Initial Lender Except as of the Closing Date. Interest on each Delayed Advance shall begin to accrue on the date that such Delayed Advance is made to Borrower. Each Delayed Advance is not in the nature of a revolving credit facility, and amounts borrowed and repaid hereunder may not be re-borrowed. Each Delayed Advance shall be in an amount no less than $10,000,000. Notwithstanding the foregoing, so long as no event of Default is continuing, Lender shall automatically make a Delayed Advance to Borrower in the amount of $50,000,000 (the “Required Advance”) on May 5, 2016, and Borrower hereby requests the making of such Required Advance on such date pursuant to the terms of this Agreement (and for the avoidance of doubt, Borrower shall pay the funding fee specified provided in this clause (b) with respect to such Required Advance). (c) The Closing Date Advance together with each Delayed Advance is referred to herein as the “Loan”. The Loan shall be secured by the Collateral pursuant to the Mortgage and the other Loan Documents. Upon making the Closing Date AdvanceSection, the Loan shall at all times be secured by each of a LIBOR Loan. In no event shall Borrower have the Properties, except the Required Advance Properties, and Lender shall record Mortgages encumbering each of the Properties, except the Required Advance Properties. Upon making the first Delayed Advance, the right to convert a LIBOR Loan shall be secured by each of the Properties, including the Required Advance Properties, and Lender shall record Mortgages encumbering the Required Advance Propertiesto a Prime Rate Loan. (d) Borrower may, upon at least 5 Business Days’ written notice to Lender, reduce in whole or in part the remaining Maximum Delayed Advance Amount that has not theretofore been advanced to Borrower.

The Loan; Fees; Term. (a) On As of the Original Closing Date, subject to the terms and conditions of this AgreementLender made loans (collectively, JPP, on the one hand, and Cascade, on the other hand, shall each make an advance (the “Closing Date AdvanceLoan”) to Borrower in an aggregate amount equal to fifty percent (50%) of the Closing Date Advance Loan Amount. The On the Restatement Effective Date, such Loan shall be has been bifurcated into the 2017 Loan Tranche and the 2018 Loan Tranche and is represented by Notes that shall bear interest as described in this Agreement at a per annum rate equal to the Interest Rate. Interest payable hereunder shall be computed on the basis of a 360-day year and the actual number of days elapsed in the related Interest Accrual Period. On the Closing Restatement Effective Date, Borrower shall (i) pay to each Initial Lender Administrative Agent (for the benefit of the Lenders) an origination extension fee in an amount equal to 1.00% of $8,000,000 to be allocated among the Loan Amount multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. In addition, (i) Lenders pursuant to the extent any portion of the Loan remains outstanding on December 31, 2016, Borrower shall pay to Co-Lender the applicable Delayed Origination Fee on or before January 6, 2017 Agreement and (ii) to the extent reimburse each Lender for any portion of the Loan remains outstanding on March 31, 2017, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before April 7, 2017. (b) Provided no Event of Default is continuing, at Borrower’s request from time to time prior to the Maturity Date, Lender shall make one or more additional advances (each, a “Delayed Advance”), which advances shall not in the aggregate exceed the Maximum Delayed Advance Amount and shall be conditioned on the delivery of Title Insurance Policies reasonably acceptable to the JPP for each of the Properties, recording of Mortgages encumbering the Required Advance Properties and the payment of Lender’s reasonable actual out-of-pocket costs (including attorney’s fees) and expenses incurred by such Lender in connection with the origination amendment and restatement of this Agreement and any other matters relating to the Loan or (including the making reasonable fees and expenses of a Delayed Advance, as the case may be. Each request for a Delayed Advance shall specify (i) the aggregate principal amount of the Delayed Advance requested and (ii) the requested date of such advance, which shall be a Business Day at least six (6) Business Days after the date of such request. Each Delayed Advance shall be made on the requested date by wire transfer of immediately available funds to such account as the Borrower shall specify. Concurrently with the making of the Closing Date Advance, Borrower shall pay each Initial Lender a funding fee in an amount equal to 1.00% of the Closing Date Advance multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. Concurrently with the making of each Delayed Advance, Borrower shall pay legal counsel invoiced prior to the Initial Lenders a funding fee in an aggregate amount equal to 1.00% of the amount of such Delayed Advance multiplied by the percentage of the Loan held by such Initial Lender Restatement Effective Date, all title fees and premiums and all recording costs incurred as of the Closing Restatement Effective Date). Interest on each Delayed Advance shall begin In addition, as a condition precedent to accrue the effectiveness of this Agreement on the date that such Delayed Advance is made to Borrower. Each Delayed Advance is not in the nature of a revolving credit facility, and amounts borrowed and repaid hereunder may not be re-borrowed. Each Delayed Advance shall be in an amount no less than $10,000,000. Notwithstanding the foregoing, so long as no event of Default is continuingRestatement Effective Date, Lender shall automatically make have received title searches for each of the Properties and Guarantor shall have executed and delivered to Lender a Delayed Advance to Borrower Guarantor Ratification Certificate in the amount of $50,000,000 (the “Required Advance”) on May 5, 2016, and Borrower hereby requests the making of such Required Advance on such date pursuant to the terms of this Agreement (and for the avoidance of doubt, Borrower shall pay the funding fee specified in this clause same form as attached hereto as Exhibit B. (b) with respect to such Required Advance). (c) The Closing Date Advance together with each Delayed Advance is referred to herein as the “Loan”. The Loan shall be is secured by the Collateral pursuant to the Mortgage Mortgage, the Deposit Account Control Agreement and the other Loan Documents. Upon making the Closing Date Advance, the Loan shall be secured by each of the Properties, except the Required Advance Properties, and Lender shall record Mortgages encumbering each of the Properties, except the Required Advance Properties. Upon making the first Delayed Advance, the Loan shall be secured by each of the Properties, including the Required Advance Properties, and Lender shall record Mortgages encumbering the Required Advance Properties. (dc) Borrower mayshall have two successive options to extend the scheduled 2018 Loan Maturity Date. The first such option (“Option One”) shall extend the scheduled 2018 Loan Maturity Date of the Loan to April 6, upon 2018; and the second such option (“Option Two”; Option One and Option Two shall each be referred to herein as an “Extension Option”) shall extend the scheduled 2018 Loan Maturity Date of the Loan to July 6, 2018 (the period of each such extension, an “Extension Term”), provided that as a condition to each Extension Term: (i) Borrower shall deliver to Lender written notice of its election to exercise such Extension Option at least 5 Business Days’ written notice 30 and not more than 60 days prior to Lenderthe 2018 Loan Maturity Date as theretofore in effect; (ii) no uncured Default shall have occurred and no Event of Default shall be continuing on the date of such Extension Option is exercised; (iii) Lender shall have received from Borrower a certificate from a responsible officer of Borrower, reduce dated the date of such Extension Option is exercised, certifying that all of the representations and warranties set forth in whole Article III of this Agreement and all other Loan Documents are true and correct as of the date of such certificate; (iv) with respect to the exercise of the Option One, Borrower shall have paid in respect of the second Extension Term an extension fee in an amount equal to 0.50% of the Principal Indebtedness outstanding as of January 8, 2018, and with respect to the Option Two, Borrower shall have paid in respect of the third Extension Term an extension fee in an amount equal to 0.50% of the Principal Indebtedness outstanding as of April 6, 2018, in each case, to the Administrative Agent and to be allocated by Administrative Agent among the Lenders pursuant to the Co-Lender Agreement; (v) Guarantor shall have executed a Guarantor Ratification Certificate in the same form as attached hereto as Exhibit B; and (vi) Borrower shall have reimbursed Lender for all reasonable out-of-pocket expenses incurred by Lender through such date, including with regard to any such extension (including the reasonable fees and expenses of legal counsel, all title fees and premiums and all recording costs). If Borrower fails to exercise any extension option in accordance with the provisions of this Agreement, such extension option, and any subsequent extension option hereunder, will automatically cease and terminate and the 2018 Loan Maturity Date shall occur either on the scheduled 2018 Loan Maturity Date or on the last day of the applicable Extension Term, as applicable, and the Indebtedness shall be repaid in part the remaining Maximum Delayed Advance Amount that has not theretofore been advanced to Borrowerfull on such date.

The Loan; Fees; Term. (a) As of the Restatement Effective Date, the outstanding principal balance of the loan made to Borrower pursuant to the Original Loan Agreement is $399,410,043.50 (the “Original Loan Balance”). On the Closing Restatement Effective Date, subject to the terms and conditions of this Agreement, JPP, on the one hand, and Cascade, on the other hand, Lender shall each make an additional advance to Borrower in the amount of $100,000,000 (the “Closing Date Advance”) to Borrower in an amount equal to fifty percent (50%) of the Closing Restatement Date Advance Amount”). The Loan shall be represented by Notes that the Note(s) and shall bear interest as described in this Agreement at a per annum rate equal to the Interest Rate. As of the Restatement Effective Date, the Principal Indebtedness evidenced by Note A is $499,410,043.50, and Note A is secured by the Mortgages recorded against the Initial Properties. Note A is hereby deemed to have been subdivided into two Note Components, in accordance with the terms thereof. One such Note Component (“Note Component A-1”) evidences the Original Loan Balance, and one such Note Component (“Note Component A-2”) evidences the Restatement Date Advance Amount. The Delayed Advance, to the extent made, shall be evidenced by Note B. At Lender’s election, and in Lender’s sole discretion, to the extent the Delayed Advance has been made, the outstanding principal balance of Note Component A-2 may be reallocated to Note B, such that the outstanding principal balance of Note B shall be increased by the then-outstanding principal balance of Note Component A-2, and Note Component A-2 shall be reduced to zero. Interest payable hereunder shall be computed on the basis of a 360-day year and the actual number of days elapsed in the related Interest Accrual Period. On the Closing Date, Borrower shall pay to each Initial Lender an origination fee in an amount equal to 1.00% of the Loan Amount multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. In addition, (i) to the extent any portion of the Loan remains outstanding on December 31, 2016, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before January 6, 2017 and (ii) to the extent any portion of the Loan remains outstanding on March 31, 2017, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before April 7, 2017. (b) Provided no Event of Default is continuing, at Borrower’s request from Borrower shall have the one-time right to time prior to the Maturity Date, Lender shall make one or more receive a single additional advances advance (each, a “Delayed Advance”)) on or before November 17, which advances shall not 2017 (or such later date as Lender may agree in the aggregate exceed its sole discretion) in an amount equal to the Maximum Delayed Advance Amount and Amount, which Delayed Advance shall be conditioned on (i) Borrower having fully complied with the requirements of Section 2.1(a), (ii) receipt of written consent from the lender under the Cascade Loan to the placement of second lien mortgages on the Secondary Properties for the purpose of securing the obligations of Borrower with respect to Note Component A-2 and Note B, and the execution of an acceptable co-lender agreement between such lender and Lender (or if such consent shall not have been obtained, delivery of Title Insurance Policies reasonably other collateral acceptable to Lender in its sole discretion and acceptable security instruments and perfection instruments with respect to such other collateral), (iii) to the JPP extent the Person that owns any Secondary Property (or other collateral) delivered as security for each Note Component A-2 and Note B is not already a Borrower, the execution by such Person of a joinder to this Agreement, pursuant to which joinder such Person shall be liable for the Indebtedness hereunder strictly to the extent it is evidenced by Note Component A-2 or Note B, (iv) a written certification by Borrower that the representations contained in Section 3.1 are true and correct as of the Propertiesdate on which such Delayed Advance is made with respect to, recording of Mortgages encumbering as applicable, the Required Advance Secondary Properties and the payment of Lender’s reasonable out-of-pocket costs Persons executing a joinder hereto pursuant to clause (including attorney’s feesiii) incurred in connection with the origination of the Loan or the making of a Delayed Advance, as the case may be. Each request for a Delayed Advance shall specify above and (iv) the aggregate principal amount of the Delayed Advance requested applicable Borrower’s shall have executed and (ii) the requested date of such advance, which shall be a Business Day at least six (6) Business Days after the date of such requestdelivered Note B to Lender. Each The Delayed Advance shall be made on the requested date by wire transfer of immediately available funds to such account as the Borrower shall specify. Concurrently with the making of the Closing Date Advance, Borrower shall pay each Initial Lender a funding fee in an amount equal to 1.00% of the Closing Date Advance multiplied by the percentage of the Loan held by such Initial Lender Interest on the Closing Date. Concurrently with the making of each Delayed Advance, Borrower shall pay to the Initial Lenders a funding fee in an aggregate amount equal to 1.00% of the amount of such Delayed Advance multiplied by the percentage of the Loan held by such Initial Lender as of the Closing Date. Interest on each Delayed Advance shall begin to accrue on the date that such Delayed Advance is made to Borrower. Each The Delayed Advance is not in the nature of a revolving credit facility, and amounts borrowed and repaid hereunder may not be re-borrowed. Each Delayed Advance shall be in an amount no less than $10,000,000. Notwithstanding the foregoing, so long as no event of Default is continuing, Lender shall automatically make a Delayed Advance to Borrower in the amount of $50,000,000 (the “Required Advance”) on May 5, 2016, and Borrower hereby requests the making of such Required Advance on such date pursuant to the terms of this Agreement (and for the avoidance of doubt, Borrower shall pay the funding fee specified in this clause (b) with respect to such Required Advance). (c) The Closing Date Advance together with each Delayed Advance is referred to herein as the “Loan”. The Loan shall be secured by the Collateral pursuant to the Mortgage and the other Loan Documents. Upon making As of the Closing Date Advancedate hereof, the Loan shall be secured by each of the Properties, except the Required Advance Properties, and Lender shall record Mortgages encumbering each of the Properties, except the Required Advance Initial Properties. Upon making the first Delayed Advance, the Loan shall be further secured by each of the PropertiesSecondary Properties (or such other collateral as may be acceptable to Lender in its sole discretion). For the avoidance of doubt, including any Lien on the Required Advance Properties, Secondary Properties securing repayment of Note Component A-2 and Lender Note B shall record Mortgages encumbering be subject and subordinate to the Required Advance PropertiesCascade Loan. (d) Borrower may, upon at least 5 Business Days’ written notice to Lender, reduce in whole or in part the remaining Maximum Delayed Advance Amount that has not theretofore been advanced to Borrower.

The Loan; Fees; Term. (a) On the Closing Date, subject to the terms and conditions of this Agreement, JPP, on the one hand, and Cascade, on the other hand, Initial Lender shall each make an advance (the “Closing Date Advance”) to Borrower in an amount equal to fifty percent (50%) of the Closing Date Advance Amount. The Loan shall be represented by Notes that shall bear interest as described in this Agreement at a per annum rate equal to the Interest Rate. Interest payable hereunder shall be computed on the basis of a 360-day year and the actual number of days elapsed in the related Interest Accrual Period. On the Closing Date, Borrower shall pay to each the Initial Lender an origination fee in an amount equal to 1.00% of the Loan Amount multiplied by the percentage of the Loan held by such Initial Lender on the Closing Date. In addition, (i) to the extent any portion of the Loan remains outstanding on December 31, 2016, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before January 6, 2017 and (ii) to the extent any portion of the Loan remains outstanding on March 31, 2017, Borrower shall pay to Lender the applicable Delayed Origination Fee on or before April 7, 2017Amount. (b) Provided no Event of Default is continuing, at Borrower’s request from time to time prior to the Maturity six-month anniversary of the Closing Date, Lender shall make one or more additional advances (each, a “Delayed Advance”), which advances shall not in the aggregate exceed the Maximum Delayed Advance Amount and shall be conditioned on (i) the delivery of Title Insurance Policies reasonably acceptable to the JPP Initial Lender for each of the PropertiesProperties for which Mortgages were delivered at the time of the Closing Date Advance, (ii) the delivery of Title Insurance Policies reasonably acceptable to the Initial Lender for each of the Delayed Advance Properties for which Mortgages are delivered in connection with the making of the Delayed Advance, (iii) recording of Mortgages encumbering the Required Delayed Advance Properties and having Allocated Loan Amounts that, in the aggregate, equal the amount of the applicable Delayed Advance, (iv) the payment of Lender’s reasonable out-of-pocket costs (including attorney’s fees) incurred in connection with the origination of the Loan or the making of a Delayed Advance, as the case may bebe and (v) delivering to Lender the Delayed Advance Officer’s Certificate. Each request for a Delayed Advance shall specify (i) the aggregate principal amount of the Delayed Advance requested and (ii) the requested date of such advance, which shall be a Business Day at least six (6) Business Days after the date of such request. Each Delayed Advance shall be made on the requested date by wire transfer of immediately available funds to such account as the Borrower shall specify. Concurrently with the making of the Closing Date Advance, Borrower shall pay each the Initial Lender a funding fee in an amount equal to 1.00% of the Closing Date Advance multiplied by the percentage of the Loan held by such Initial Lender on the Closing DateAdvance. Concurrently with the making of each Delayed Advance, Borrower shall pay to the Initial Lenders Lender a funding fee in an aggregate amount equal to 1.00% of the amount of such Delayed Advance multiplied by the percentage of the Loan held by such Initial Lender as of the Closing DateAdvance. Interest on each Delayed Advance shall begin to accrue on the date that such Delayed Advance is made to Borrower. Each Delayed Advance is not in the nature of a revolving credit facility, and amounts borrowed and repaid hereunder may not be re-borrowed. Each Delayed Advance shall be in an amount no less than $10,000,000. Notwithstanding the foregoing, so long as no event of Default is continuing, Lender shall automatically make a Delayed Advance to Borrower in the amount of $50,000,000 (the “Required Advance”) on May 5, 2016, and Borrower hereby requests the making of such Required Advance on such date pursuant to the terms of this Agreement (and for the avoidance of doubt, Borrower shall pay the funding fee specified in this clause (b) with respect to such Required Advance)30,000,000. (c) The Closing Date Advance together with each Delayed Advance is referred to herein as the “Loan”. The Loan shall be secured by the Collateral pursuant to the Mortgage and the other Loan Documents. Upon making the Closing Date Advance, the Loan shall be secured by each of the Properties, except the Required Delayed Advance Properties, and Lender shall record Mortgages encumbering each of the Properties, except the Required Delayed Advance Properties. Upon making the first each Delayed Advance, the Loan shall be further secured by each of the Properties, including the Required Delayed Advance PropertiesProperties for which Mortgages are delivered pursuant to Section 1.1(b), and Lender shall record Mortgages encumbering the Required Delayed Advance Properties. (d) Borrower may, upon at least 5 Business Days’ written notice to Lender, reduce in whole or in part the remaining Maximum Delayed Advance Amount that has not theretofore been advanced to Borrower.