Common use of Amendments; Modifications Clause in Contracts

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together with

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the lesser of the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications Construction Budget or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans and Specifications for any Property, would cause a material reduction in value in excess of the cost reduction of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans and Specifications for any Property, would cause a material reduction in value in excess of the cost reduction of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements.

Amendments; Modifications. (a) The Construction Agent may may, subject to the conditions, restrictions and limitations set forth herein and in the other Operative Documents, at any time reviseduring the Interim Lease Term for any Property, amend or modify (i) the Plans and Specifications for such Property without the consent of the LessorLessor Trust (at the direction of the Agent Certificate Holder); provided, however, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the prior written consent of the Lessor; provided, that such revisions, amendments or modifications to Lessor Trust (at the Plans and Specifications or related amendments, modifications or supplements to direction of the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (bAgent Certificate Holder) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property be required if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to such Plans and Specifications, could reasonably be expected to: (w) result in the Completion Date of the applicable Property occurring after the Outside Completion Date, (x) result in the Property Cost for such Property exceeding 110% of the sum of the Land Acquisition Cost for such Property and the Estimated Improvement Costs for such Property, (y) reduce the Fair Market Sales Value as set forth in the Appraisal of such Property in a material respect when completed, or (z) cause the Improvements to vary in any material respect from the assumptions with respect to use, operation and construction set forth in the Appraisal of such Property delivered in connection with the Acquisition Date therefore; provided, further, however, that notwithstanding the foregoing, the prior written consent of the Agent Certificate Holders will not be required if, and only to the extent that, such revision, amendment or modification constitutes a Required Modification. (b) The Construction Agent may, at any time during the Interim Lease Term for any Property, revise the Estimated Improvement Cost for such Property by delivering to the Administrative Agent a certificate, executed by a Responsible Officer of the Construction Agent, setting forth the revised Estimated Improvement Cost for such Property; provided, however, that, after giving effect to such changed Estimated Improvement Cost, the sum of (x) the Land Acquisition Cost of such Property plus (y) the Property Improvement Cost of such Property as of such date plus (z) such revised Estimated Improvement Cost (without duplication of the Property Improvement Costs in clause (y)) shall not exceed 110% of the Fair Market Sales Value of such Property set forth in the As-Constructed Appraisal thereof.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (xA) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date Date, or (yB) result in the cost of all Improvements exceeding the amount specified in the Construction BudgetBudgeted Total Property Cost, as amended from time to time, or (C) result in the cost yet to be funded or reimbursed of all Improvements and (to the extent not duplicative) all Capitalized Costs exceeding an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount"))Commitments, and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that (A) after such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget the Construction Budget (after accounting for without limitation the Capitalized Costs) remains In Balance and (B) such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in breach or default under any relevant construction contract. Notwithstanding the foregoing, it is specifically understood and agreed that if at any time the total Property Costs greater than the amount specified in the Construction Budget, as amended from time remaining to time, be expended or reimbursed exceed the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount), an Agency Agreement Event of Default shall be deemed to have occurred and the Construction Agent shall have the right to purchase set forth in Section 5.3(c), in which case the limitations on recourse set forth in Section 5.4 shall not apply. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications Construction Documents for any the Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Construction Documents for the Property, would have a material adverse effect on the utility, useful life or the residual value of the Property or would cause a material reduction in the fair market value of the Property in excess of the cost reduction (if any) of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements or Insurance Requirements. (c) Upon the occurrence of any Construction Failure or Extra Budget Cost, the Lessor may (i) modify the Construction Documents for the Property in the sole discretion of the Lessor, (ii) inform the Construction Agent that the Construction Agent no longer has the right to modify any Construction Documents without the prior written consent of the Lessor, (iii) reorient or change the location of any of the Improvements, (iv) change the scope of the Property, (v) inform the Construction Agent to stop in part or in whole Work and all other activities as Construction Agent or (vi) replace the Construction Agent with another construction agent to finalize Completion of the Property. The costs and expenses incurred to finalize the Completion of the Property as referenced in the preceding sentence shall be paid, at the election of the Lessor, (x) by the Construction Agent on demand; provided, payment by the Construction Agent of such costs and expenses shall be part of (and limited by) the Maximum Amount for the Property or (y) by Advances to the extent the Lenders and the Lessor agree to fund the same.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). Notwithstanding the foregoing, it is specifically understood and agreed that if at any time the total Property Costs remaining to be expended exceed the Unfunded Amount, the Construction Agent shall have the rights to purchase set forth in Section 5.3(c) and the limitations on recourse set forth in Section 5.4. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans or Specifications for any Property, would cause a material reduction in value in excess of the cost reduction of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements.

Amendments; Modifications. (a) The Subject to Section 3.2(c), the Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the LessorLessor (including without limitation adjusting or amending line items or amounts allocated to a particular item or reserve in the Construction Budget based upon savings actually incurred or which are reasonably expected to occur with respect to such item or reserve or excess amounts originally allocated in the Construction Budget for a particular item in the Construction Budget); provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in (A) any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount)) or (B) a breach of, or default under, the guaranteed maximum price Construction Contract with respect to such Property. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together with

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, provided that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the earlier of the Outside Completion Date and the Construction Period Termination Date or Date, and/or (y) result in the cost Project Costs of all any Improvements subject to such amendment exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to either (1) the sum of the then Available Commitments plus and the then Available Holder Investor Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet CONSTRUCTION AGENCY AGREEMENT been completed (such amount amount, the "Unfunded Amount"))) or (2) 110% of the Projected Completion Value with respect to such Improvements, and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the LessorBudget; provided, provided that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property the Project Costs greater than either (A) the amount specified in the Construction Budget, as amended from time to time, or sum of the then Available Commitments and the then Available Holder Commitment Investor Commitments (reduced by the Unfunded Amount)unfunded amount) or (B) 110% of the Projected Completion Value with respect to such Property. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modificationmodification would be to reduce the fair market value of the Property when completed, when taken together withunless such revision, amendment or modification is required by Legal Requirements or Insurance Requirements or unless required to prevent the Improvements from being constructed in violation of Section 8.2 of the Lease.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (xA) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date Date, or (yB) result in the cost of all Improvements exceeding the amount specified in the Construction BudgetBudgeted Total Property Cost, as amended from time to time, or (C) result in the cost yet to be funded or reimbursed of all Improvements exceeding an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount"))Commitments, and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in (A) any increase in total the Budgeted Total Property Costs Cost, for any single Property or in the aggregate, greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount), or (B) any breach or default under any relevant construction contract. Notwithstanding the foregoing, it is specifically understood and agreed that if at any time the total Property Costs remaining to be expended or reimbursed exceed the then Available Commitments (reduced by the Unfunded Amount), an Agency Agreement Event of Default shall be deemed to have occurred and the Construction Agent shall have the right to purchase set forth in Section 5.3(c), in which case the limitations on recourse set forth in Section 5.4 shall not apply. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications Construction Documents for any the Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Construction Documents for the Property, would have an adverse effect on the utility, useful life or the residual value of the Property or would cause a material reduction in the fair market value of the Property in excess of the cost reduction (if any) of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements. (c) Upon the occurrence of any Construction Failure or Extra Budget Cost, the Lessor may (i) modify the Construction Documents for the Property in the sole discretion of the Lessor, (ii) inform the Construction Agent that such Construction Agent no longer has the right to modify any Construction Documents without the prior written consent of the Lessor, (iii) reorient or change the location of any of the Improvements, (iv) change the scope of the Property, (v) inform the Construction Agent to stop in part or in whole Work and all other activities as Construction Agent or (vi) replace the Construction Agent with another construction agent to finalize Completion of the Property. The costs and expenses incurred to finalize the Completion of the Property as referenced in the preceding sentence shall be paid, at the election of the Lessor, (x) by the Construction Agent on demand; provided, payment by the Construction Agent of such costs and expenses shall be part of (and limited by) the Maximum Amount for the Property or (y) by Advances to the extent the Lenders and the Lessor agree to fund the same.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, provided that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost total Property Cost of all the Improvements exceeding and the Land included in a Property being less than the minimum amount specified in Section 5.4(e) of the Construction Budget, as amended from time Participation Agreement or (z) result in the cost of any Improvements subject to time, or an amount equal to such amendment exceeding the sum of the then Available Commitments plus and the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, provided that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not (A) result in any increase in the total Property Cost of the Improvements and the Land included in a Property being less than the minimum amount specified in Section 5.4(e) of the Participation Agreement or (B) result in unfunded Project Costs being greater than the amount specified in the Construction Budget, as amended from time to time, or sum of the then Available Commitments and the then Available Holder Commitment Commitments (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications or Construction Budget for any Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans and Specifications or Construction Budget (as the case

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, provided that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Outside Completion Date or and/or (y) result in the cost Project Costs of all any Improvements subject to such amendment exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to either (1) the sum of the then Available Commitments plus and the then Available Holder Commitments Investor Commitment (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount amount, the "Unfunded Amount"))) or (2) 110% of the Projected Completion Value with respect to such Improvements, and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the LessorBudget; provided, provided that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property the Project Costs greater than either (1) the amount specified in the Construction Budget, as amended from time to time, or sum of the then Available Commitments and the then Available Holder Investor Commitment (reduced by the Unfunded Amount)) or (2) 110% of the Projected Completion Value with respect to the Improvements. (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modificationmodification would be to reduce the fair market value of the Property when completed, when taken together withunless such revision, amendment or modification is required by Legal Requirements or Insurance Requirements or unless required to prevent the Improvements from being constructed in violation of Section 8.2 of the Lease.

Amendments; Modifications. (a) The Construction Agent may may, subject to the conditions, restrictions and limitations set forth herein and in the other Operative Documents, at any time during the term hereof revise, amend or modify (i) the Plans and Specifications Specifications, the Budget and/or the Construction Documents in respect of any Construction Property without the consent of the Lessor; provided, that any such amendment PROVIDED that: (a) the Lessor's prior written consent will be required (except to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, extent that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to constitutes a Required Modification) if (i) such revision, amendment or modification would result in the Plans and Specifications Substantial Completion of the Construction of such Property occurring after the Outside Completion Date for any Property if such Property, (ii) the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revisions, amendments or modifications, would be to reduce the Fair Market Sales Value of such Property upon completion of the Construction of such Property or (iii) such revision, amendment or modification would materially change the suitability of the Improvements for such Property for the purposes contemplated by the Lease; (b) the Construction Agent shall not terminate any Construction Document, or modify any provision of any Construction Document requiring retainage, construction bonds, set completion dates or fixed or guaranteed maximum prices, without the prior written consent of the Lessor; (c) the Construction Agent shall promptly furnish to the Lessor copies of all revisions, amendments and modifications to the Plans and Specifications, the Budget, the EPC Construction Contract or the GC Construction Contracts and, if requested by the Lessor, all other revisions, amendments and modifications to any of the other Construction Documents; (d) if such revision, amendment or modification results in a change to any item of the Budget, the Construction Agent shall prepare and deliver an amended Budget showing all Estimated Improvement Costs (after giving effect to such revision, amendment or modification); and (e) the Lessor may not in any event revise, amend or modify the Budget for any Construction Property to increase the total amount thereof to an amount in excess of the Maximum Lease Balance for such Property.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications in respect of the Initial Improvements or any Subsequent Improvements and any related Property without the consent of the Lessor; provided, that any such amendment to the any such Plans and Specifications does not (x) result in the Completion Date of the applicable Improvements and related portions of the Property occurring on or after the Construction Period Termination Date therefor or (y) result in the cost of all the applicable Improvements and related portions of the Property exceeding the amount specified in the Construction BudgetBudget therefor, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost as determined based on the applicable Construction Budget of construction and development of other Improvements on other Properties the Property which are currently under construction but have not yet been completed achieved Completion (such amount the "Unfunded Amount")), and (ii) the Construction Budget in respect of any portion of the Property and enter into any related amendments, modifications or supplements thereto without the consent of the Lessor; provided, that such revisions, amendments or modifications to the any such Plans and Specifications or related amendments, modifications or supplements to the any such Construction Budget do not result in any increase in total Property Costs in respect of (x) the Initial Improvements and related Property, or (y) any Subsequent Improvements and related Property, as the case may be, greater than the amount specified in the applicable Construction BudgetBudget for the Initial Improvements or such Subsequent Improvements, as the case may be, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for (x) the Initial Improvements and related Property, or (y) any Property Subsequent Improvements and related Property, as the case may be, if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to such Plans and Specifications for the Initial Improvements or such Subsequent Improvements, as the case may be, would cause a reduction in the Fair Market Sales Value of the Initial Improvements (and related Property) or such Subsequent Improvements (and related Property) below the Termination Value therefor when completed, unless such revision, amendment or modification is required by Legal Requirements or Section 9.1 of the Lease.

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost of all Improvements exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum of the then Available Commitments plus the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisions, amendments or modifications to the Plans and Specifications or related amendments, modifications or supplements to the Construction Budget do not result in any increase in total Property Costs greater than the amount specified in the Construction Budget, as amended from time to time, or the then Available Commitments and Available Holder Commitment (reduced by the Unfunded Amount). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any Property if the aggregate effect of such revision, amendment or modification, when taken together with

Amendments; Modifications. (a) The Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications without the consent of the Lessor; provided, PROVIDED that any such amendment to the Plans and Specifications does not (x) result in the Completion Date of the Improvements occurring on or after the Construction Period Termination Date or (y) result in the cost total Property Cost of all the Improvements exceeding and the Land included in a Property being less than the minimum amount or more than the maximum amount specified in SECTION 5.4(E) of the Construction Budget, as amended from time Participation Agreement or (z) result in the cost of any Improvements subject to time, or an amount equal to such amendment exceeding the sum of the then Available Commitments plus and the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded AmountUNFUNDED AMOUNT")), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, PROVIDED that such revisionsrevision, amendments modification or modifications to the Plans and Specifications or related amendments, modifications or supplements amendment to the Construction Budget do does not (A) result in any increase in the total Property Cost of the Improvements Equipment and Land included in a Property being less than the minimum amount or more than the maximum amount specified in SECTION 5.4(E) of the Participation Agreement or (B) result in unfunded Project Costs being greater than the amount specified in the Construction Budget, as amended from time to time, or sum of the then Available Commitments and the then Available Holder Commitment Commitments (reduced by the Unfunded Amount) or (C) result in the aggregate Construction Budget (as amended, modified or revised) for any Property being larger than 105% of the initial Construction Budget delivered to the Agent with respect to such Property (prior to any amendments, modifications or revisions). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications or Construction Budget for any Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans and Specifications or Construction Budget (as the case may be) for any Property, would cause a material reduction in value of any Property when completed, unless the Agent has previously obtained (at Construction Agent's sole cost) an Appraisal of such Property taking account of such proposed revision, amendment or modification and showing an appraised value for such Property equal to or greater than 90% of the expected maximum Property Cost of such Property (based on appropriately revised Construction Budgets).

Amendments; Modifications. (a) The Except as set forth in the following provisos, the Construction Agent may at any time revise, amend or modify (i) the Plans and Specifications and/or the Construction Budget without the consent of the Lessor; provided, that any such no amendment to the Plans and Specifications does not (x) and/or the Construction Budget is permitted to the extent the Lessor, in its reasonable discretion, determines that such amendment would result in (i) Completion for the Completion Date of the Improvements Property occurring on or after the Construction Period Termination Date or Date, (yii) result in the unfunded cost for Completion of all Improvements the Property (including such costs which are Transaction Expenses to be funded by the Lessor Parties pursuant to the Operative Agreements) exceeding the amount specified in the Construction Budget, as amended from time to time, or an amount equal to the sum then Available Lessor Parties Commitment or (iii) a likelihood, as determined by the Lessor in its commercially reasonable discretion, that the Property has lesser value, utility or useful life than that contemplated in accordance with the Construction Documents as such documents existed as of the then Available Commitments plus Initial Closing Date (without regard to any modifications thereto from and after the then Available Holder Commitments (reduced by the amount, if any, necessary to pay for the cost of construction and development of Improvements on other Properties which are currently under construction but have not yet been completed (such amount the "Unfunded Amount"Initial Closing Date)), and (ii) the Construction Budget and enter into any related amendments, modifications or supplements without the consent of the Lessor; provided, that such revisionsfurther, amendments or modifications no amendment to the Plans and Specifications or related amendments, modifications or supplements to and/or the Construction Budget do not result in any increase in total Property Costs greater than which would reduce the amount specified contingency line item in the Construction BudgetBudget to an amount less than $2,500,000 shall be permitted except upon obtaining the prior consent of the Lessor. For clarification, as amended from time pursuant to timeSection 8.2(c) of the Participation Agreement, or the then Available Commitments and Available Holder Commitment (reduced determination by the Unfunded AmountLessor in both the foregoing provisos shall be made at the direction of the Agent (as determined by the Majority Secured Parties). (b) The Construction Agent agrees that it will not implement any revision, amendment or modification to the Plans and Specifications for any the Property if the aggregate effect of such revision, amendment or modification, when taken together withwith any previous or contemporaneous revision, amendment or modification to the Plans and Specifications for the Property, would cause a material reduction in value in excess of the cost reduction of such revision, amendment or modification of the Property when completed, unless such revision, amendment or modification is required by Legal Requirements.