Deferred Maintenance Reserve. On the Closing Date, Agent shall withhold $228,545 from the Loan to fund a deferred maintenance reserve (the “Deferred Maintenance Reserve”). Such Deferred Maintenance Reserve shall, subject to the conditions set forth in this Agreement, be disbursed by Agent to Borrowers to pay the costs to complete the deferred maintenance items set forth on Schedule 3.2(d) (the “Deferred Maintenance Items”). Funds from the Deferred Maintenance Reserve shall be advanced by Agent to Borrowers not more than once during any month. Provided that no Default or Event of Default exists and is continuing, Agent shall disburse funds held in the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery by Borrower to Agent of a request therefor (but not more often than once per month), provided that (i) such disbursement is for Deferred Maintenance Items; (ii) Agent shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the same has not been the subject of a previous disbursement from the Deferred Maintenance Reserve or any other Reserve, (3) that all previous disbursements from the Deferred Maintenance Reserve have been used for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; (B) lien waivers (which may be conditioned upon payment), (C) invoices and/or other evidence of costs or payment satisfactory to Lender; (D) at Agent’s option, a title search for any Property at which such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims and other encumbrances not previously approved by Lender; (E) such other evidence as Agent shall request that the Deferred Maintenance Items to be funded by the requested disbursement have been installed, completed and are paid for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out of the Deferred Maintenance Reserve for costs of routine maintenance to any Property. Borrower shall cause each item identified on Schedule 3.2(d) to be substantially completed as determined by Agent’s Construction Consultant and Agent in its Permitted Discretion on or before the date for completion set forth thereon.
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Deferred Maintenance Reserve. On Borrower shall reserve from the proceeds of the Loan at Closing, and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to time), an amount equal to one hundred twenty-five percent (125%) of the cost as reasonably estimated by Lender of repair related to any deferred maintenance or noncompliance with the Americans with Disabilities Act at the Property as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing Date(said funds, Agent shall withhold $228,545 from the Loan to fund a deferred maintenance reserve (together with any interest thereon and additions thereto, the “Deferred Maintenance Reserve”). Such Deferred Maintenance Reserve shallWithin six (6) months after the Closing, subject Borrower shall complete all repairs required by Lender to remedy such conditions disclosed in the conditions set forth property condition reports. The funds contained in this Agreement, be disbursed by Agent to Borrowers to pay the costs to complete the deferred maintenance items set forth on Schedule 3.2(d) (the “Deferred Maintenance Items”). Funds from the Deferred Maintenance Reserve shall be advanced utilized by Agent Borrower solely for repair of deferred maintenance and remediation of ADA noncompliance as indicated in such property condition reports. Upon written application of Borrower, Borrower shall be entitled to Borrowers not more than once during any month. Provided that no Default or Event of Default exists and is continuing, Agent shall disburse funds held in draw upon the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery for costs that have been incurred by Borrower to Agent of a request therefor (but not more often than once per month)for such repairs, provided that (i) such disbursement is for Deferred Maintenance Items; (ii) Agent shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the same has not been the subject of a previous disbursement from the Deferred Maintenance Reserve or any other Reserve, (3) that all previous disbursements from the Deferred Maintenance Reserve have been used for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; has occurred and continues without cure, (Bii) Borrower shall provide to Lender such documentation and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (iii) Borrower shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status reasonably requested by Lender, (iv) at the request of Lender, Borrower provides Lender either with (1) a search of title to the Property effective to the date of the draw, or (2) an endorsement to the Title Policy insuring Lender’ interest in the Property which may be conditioned upon paymentupdates the effective date of the Title Policy to the date of disbursement, which search or title endorsement shows that no mechanics’ or materialmen’s liens or other liens of any nature have been placed against the Property since the date of recordation of the Deed of Trust (other than liens which Borrower is contesting in good faith and which have been bonded off or as to which Borrower has provided other security satisfactory to Lender) and that title to the Property is free and clear of all liens (other than Permitted Encumbrances), (Cv) invoices at the request of Lender, Borrower has delivered, at Borrower’s expense, an inspection report by an appropriate independent qualified professional acceptable to Lender (and/or other Lender has conducted its own inspection of the Property, at its discretion), (vi) Borrower shall provide Lender such evidence of costs or payment as may be satisfactory to Lender; (D) at Agent’s optionLender that, a title search for any Property at which after payment of such draw, the funds remaining in such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims and other encumbrances not previously approved by Lender; (E) such other evidence as Agent Reserve shall request that be sufficient to pay for the Deferred Maintenance Items to be funded by remainder of the requested disbursement have been installed, completed and are paid work for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out of which the Deferred Maintenance Reserve for was established, and (vii) if estimated repair costs of routine maintenance at the Property exceed $50,000, Lender have approved the expenditures proposed by Borrower in advance. Subject to any Property. the same conditions as are set forth the preceding sentence, and provided that Borrower is not otherwise precluded from making distributions pursuant to this Agreement, Borrower shall cause each item identified on Schedule 3.2(d) be entitled to draw any remaining balance in the Deferred Maintenance Reserve when all of the applicable repairs have been made and paid for. The insufficiency of any balance in the Deferred Maintenance Reserve shall not abrogate the Borrower’s agreement to fulfill all preservation and maintenance covenants in the Loan Documents. In the event that the In the event that the sum to be substantially completed as determined disbursed by Agent’s Construction Consultant and Agent Lender to Borrower out of the Replacement Reserve is less than the current estimated cost to pay for the deferred maintenance items in its Permitted Discretion on or before accordance with the date for completion set forth thereonapplicable property condition reports, Borrower shall deposit the shortage within ten (10) days of request by Lender.
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Samples: Loan and Security Agreement (Digital Realty Trust, Inc.)
Deferred Maintenance Reserve. On the Closing Date, Agent shall withhold $228,545 from the Loan to fund a deferred maintenance reserve (the “Deferred Maintenance Reserve”). Such Deferred Maintenance Reserve shall, subject to the conditions set forth in this Agreement, be disbursed by Agent to Borrowers to pay the costs to complete the deferred maintenance items set forth on Schedule 3.2(d) (the “Deferred Maintenance Items”). Funds from the Deferred Maintenance Reserve shall be advanced by Agent to Borrowers not more than once during any month. Provided that no Default or Event of Default exists and is continuing, Agent shall disburse funds held in the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery by Borrower to Agent of a request therefor (but not more often than once per month), provided that (i) such disbursement is for Deferred Maintenance Items; (ii) Agent shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the same has not been the subject of a previous disbursement from the Deferred Maintenance Reserve or any other Reserve, (3) that all previous disbursements from the Deferred Maintenance Reserve have been used for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; (B) lien waivers (which may be conditioned upon payment), (C) invoices and/or other evidence of costs or payment satisfactory to Lender; (D) at Agent’s option, a title search for any Property at which such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims and other encumbrances not previously approved by Lender; (E) such other evidence as Agent shall request that the Deferred Maintenance Items to be funded by the requested disbursement have been installed, completed and are paid for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out of the Deferred Maintenance Reserve for costs of routine maintenance to any Property. Borrower shall cause each item identified on Schedule 3.2(d) to be substantially completed as determined by Agent’s Construction Consultant and Agent in its Permitted Discretion on or before the date for completion set forth thereon.;
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Deferred Maintenance Reserve. On the Closing DateAt Closing, Agent Borrower shall withhold $228,545 reserve ---------------------------- from the proceeds of the Loan and shall deposit with Lender (or such agent of Lender as Lender may designate in writing from time to fund a deferred maintenance reserve time), an amount (said funds, together with any interest thereon and additions thereto, the “"Deferred -------- Maintenance Reserve”). Such Deferred Maintenance Reserve shall, subject ") equal to one hundred fifteen percent (115%) of the conditions set forth in this Agreement, be disbursed ------------------- estimated cost as reasonably determined by Agent to Borrowers to pay the costs to complete Lender of the deferred maintenance items and required repairs at the Properties as indicated in the property condition reports for the Property prepared and delivered in connection with the Closing as more particularly described on Schedule 6.7 (the "Required Repairs"). ------------ ---------------- Within six (6) months after the Closing (except as set forth on Schedule 3.2(d) (the “Deferred Maintenance Items”6.7 and ------------ subject to reasonable delays for Force Majeure), Borrower shall complete or cause Lessee to complete such Required Repairs. Funds from The funds contained in the Deferred Maintenance Reserve shall be advanced utilized by Agent Borrower solely for payment of the cost of such Required Repairs and shall not be used by Borrower for purposes for which any other Reserve is established. Within ten (10) days after written request from Borrower, Lender shall direct the Central Account Bank to Borrowers not more than once during any month. Provided that no Default or Event of Default exists and is continuing, Agent shall disburse funds held in from the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay the cost of the applicable Deferred Maintenance Items, within ten (10) Business Days after the delivery for costs that have been incurred by Borrower to Agent of a request therefor (but not more often than once per month)or Lessee for such Required Repairs, provided that (i) such disbursement no Section 7.3 Master Lease Event of Default has occurred and is for Deferred Maintenance Items; continuing, (ii) Agent Borrower or Lessee shall have provide to Lender such documentation and certifications as Lender may reasonably request to substantiate the requirement for and entitlement to such disbursement, (if it desiresiii) verified Borrower or Lessee shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion and lien-free status, all as may be reasonably requested by Lender and (by an inspection conducted at Borrowers’ expenseiv) Borrower or Lessee shall provide Lender such evidence as may be reasonably satisfactory to Lender that, after payment of such draw, the performance funds remaining in such Reserve shall be sufficient to pay for the remainder of the work on for which the Deferred Maintenance Items; and (iii) Reserve was established. Subject to the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will foregoing conditions, Borrower shall be used entitled to pay or reimburse Borrowers for Deferred Maintenance Items approved draw any remaining balance in writing by Agent and a description thereof, (2) that the same has not been the subject of a previous disbursement from the Deferred Maintenance Reserve or any other Reserve, (3) that when all previous disbursements from of the Deferred Maintenance Reserve applicable Required Repairs have been used for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; (B) lien waivers (which may be conditioned upon payment), (C) invoices and/or other evidence of costs or payment satisfactory completed to Lender; (D) at Agent’s option, a title search for any Property at which such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims 's reasonable satisfaction and other encumbrances not previously approved by Lender; (E) such other evidence as Agent shall request that the Deferred Maintenance Items to be funded by the requested disbursement have been installed, completed and are paid for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out of the Deferred Maintenance Reserve for costs of routine maintenance to any Property. Borrower shall cause each item identified on Schedule 3.2(d) to be substantially completed as determined by Agent’s Construction Consultant and Agent in its Permitted Discretion on or before the date for completion set forth thereonfor.
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Deferred Maintenance Reserve. On the Closing DateAt Closing, Agent Borrower shall withhold $228,545 from the Loan to fund deposit into a deferred maintenance reserve with Lender (the “Deferred Maintenance Reserve”). Such Deferred Maintenance Reserve shall, subject to ) the conditions amount shown on Schedule 8.1 hereto for the purposes set forth in this AgreementSection (said funds, be disbursed by Agent to Borrowers to pay the costs to complete the deferred maintenance items set forth on Schedule 3.2(d) (together with any additions thereto, the “Deferred Maintenance ItemsReserve Funds”). Funds from contained in the Deferred Maintenance Reserve shall be advanced used by Agent Borrower solely for the work described in the Schedule 7.4(C) attached hereto (“Required Repairs”), and shall not be used by Borrower for purposes for which any other Reserve is established. In the event that the funds available from the Deferred Maintenance Reserve are insufficient to Borrowers not more than once during any monthpay for the Required Repairs, Borrower shall pay the amount of such deficiency. Provided that no Default or Event Upon written application of Default exists and is continuingBorrower, Agent Borrower shall disburse funds held in be entitled to draw upon the Deferred Maintenance Reserve to Borrowers (or, at Borrower’s request, directly to pay for the applicable contractors or vendors installing or performing work on the applicable Deferred Maintenance Items) to pay the cost costs of the applicable Deferred Maintenance Items, within ten (10) Business Days such Required Repairs after the delivery such costs shall have been incurred by Borrower to Agent of a request therefor (but not more often than once per month)and invoiced, provided that (i) such disbursement is for Deferred Maintenance Items; the Reserve Disbursement Conditions below shall have been satisfied, and (ii) Agent where Schedule 7.4(C) identifies a specific dollar amount to a specific work item, no funds shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) the performance of the work on the Deferred Maintenance Items; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Deferred Maintenance Items approved in writing by Agent and a description thereof, (2) that the same has not been the subject of a previous disbursement drawn from the Deferred Maintenance Reserve or for such item in excess of the specified dollar amount unless Borrower shall demonstrate to Lender’s reasonable satisfaction that the additional funds are available from savings from another Required Repairs item that has been completed. Provided that Borrower is not otherwise precluded from making distributions pursuant to the Loan Documents, Borrower shall be entitled to draw any other Reserve, (3) that all previous disbursements from remaining balance in the Deferred Maintenance Reserve when all of the Required Repairs have been used completed and paid for the purpose for which they were requested, and (4) no Default or Event of Default or DSCR Cash Management Period exists; (B) all lien waivers (which may be conditioned upon payment), (C) invoices and/or other evidence of costs or payment satisfactory to Lender; (D) at Agent’s option, a title search for any Property at which such Deferred Maintenance Items were installed or performed indicating that such Property is free from all Liens, claims and other encumbrances not previously approved by Lender; (E) such other evidence as Agent shall request that the Deferred Maintenance Items to be funded by the requested disbursement have been installedobtained, completed and are paid for or will be paid upon such disbursement to Borrowers; and (F) the request for disbursement is in accordance with and subject each case to the draw procedures set forth in Exhibit B hereto. In no event shall Agent be obligated to reimburse Borrowers out reasonable satisfaction of the Deferred Maintenance Reserve for costs of routine maintenance to any Property. Borrower shall cause each item identified on Schedule 3.2(d) to be substantially completed as determined by Agent’s Construction Consultant and Agent in its Permitted Discretion on or before the date for completion set forth thereonLender.
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