Loan Balancing. Subject to Borrower's rights under Sections 2.06 and 2.07, if at any time Administrative Agent notifies Borrower that, in Administrative Agent's reasonable judgment, the undisbursed balance of the Loan is insufficient to pay the remaining Hard and Soft Costs, Borrower shall, at its option, either (i) within twenty (20) days of Administrative Agent's notification as aforesaid, deposit with Administrative Agent an amount equal to such deficiency, which Administrative Agent shall from time to time apply, or allow Borrower to apply, to such Hard and Soft Costs, (ii) pay for such Hard and Soft Costs, as incurred, in the amount of such deficiency so that the amount of the Loan which remains to be disbursed shall be sufficient to pay all remaining Hard and Soft Costs, and Borrower shall furnish Administrative Agent with such evidence thereof as Administrative Agent shall reasonably require or (iii) within twenty (20) days of Administrative Agent's notification as aforesaid, deliver to Administrative Agent an irrevocable unconditional letter of credit in the amount of such deficiency issued by a money center bank headquartered in the United States which has total assets of at least $100,000,000,000, whose commercial paper is rated at least "A-1/P-1" and whose long-term senior unsecured debt is rated at least "A-" and is otherwise reasonably acceptable to Administrative Agent (any such bank, an "Approved LC Bank"), which letter of credit shall name Administrative Agent as the beneficiary thereof, shall be available at sight, shall otherwise be in form and substance reasonably acceptable to Administrative Agent and can be presented for payment in the Borough of Manhattan, New York (the "Loan Balancing LC"), which Administrative Agent shall from time to time draw on and apply to such Hard and Soft Costs. Borrower hereby agrees that Administrative Agent shall have a lien on and security interest in, for the benefit of Lenders, any sums deposited pursuant to clause (i) above and that Borrower shall have no right to withdraw any such sums except for the payment of the aforesaid Hard and Soft Costs as approved by Administrative Agent (such approval not to be unreasonably withheld, conditioned or delayed). Lenders shall have no obligation to make any further advances of proceeds of the Loan in respect of such Hard and Soft Cost budget lines which were deemed by Administrative Agent to be deficient until (a) the sums required to be deposited pursuant to clause (i) above ha...
Loan Balancing. At any time and from time to time during the term of the Loan, Lender shall have the right (but not the obligation) to notify Borrower that, in Lxxxxx’s sole but reasonable judgment, (a) the cost of all Total Project‑Related Costs that remain unpaid at the time in question exceeds the undisbursed proceeds of the Loan plus any sums deposited with Lender pursuant to this Section 2.14 and not previously disbursed or (b) the cost of completing any Line Item in the Project Budget exceeds the remaining undisbursed portion of the Building Loan allocated to such Line Item in the Project Budget plus any sums deposited with Lender pursuant to this Section 2.14 to pay for such deficiency and not previously disbursed (the amount of any such deficiency under clauses (a) or (b) being herein referred to as the “Shortfall”). If Lender at any time shall so notify Borrower, Borrower shall, at its option, either individually or in combination (i) within ten (10) days of Lender’s notification as aforesaid, deposit with Lender an amount equal to such Shortfall, which Lender may from time to time apply, or allow Borrower to apply, to such costs; (ii) pay for such costs, as incurred, in the amount of such Shortfall so that the amount of the Building Loan which remains to be disbursed shall be sufficient to pay all of the remaining Total Project‑Related Costs, and Borrower shall furnish Lender with such evidence thereof as Lender shall require; (iii) with respect to any Shortfall arising pursuant to clause (b) above, to the extent permitted under Section 2.11(a), allocate the Building Loan Contingency (Hard Costs) or Building Loan Contingency (Soft Costs), to the extent applicable, to the Shortfall and (iv) with respect to any Shortfall arising pursuant to clause (b) above, to the extent permitted under Section 2.11(b), reallocate cost savings from the Project Budget in respect of the Building Loan (or other reallocations which are approved by Lxxxxx, in its reasonable discretion) in accordance with the terms of this Agreement. Borrower hereby agrees that Lxxxxx shall have a lien on and security interest in any sums deposited pursuant to clause (i) above and that Borrower shall have no right to withdraw any such sums except for the payment of the aforesaid costs as approved by Lxxxxx. Lender shall have no obligation to make any further advances of proceeds of the Loan until the sums required to be deposited pursuant to clause (i) above have been exhausted, Borrower has actually p...
Loan Balancing. (1) Borrower represents that the Budget sets forth all anticipated costs to be incurred by Borrower in connection with the ownership, development, construction, financing, marketing, maintenance and leasing of the Improvements, from time to time through the Maturity Date as extended pursuant to Section 2.5 hereof. Borrower further agrees as follows:
Loan Balancing. Borrower agrees that the unpaid principal balance of the Working Capital Note will not at any time exceed the lesser of (i) the Borrowing Base; or (ii) $1,000,000.00. If the unpaid principal balance of the Working Capital Note at any time exceeds such amounts as described above, Borrower agrees to make a principal payment in the amount necessary to reduce the unpaid principal balance of the Working Capital Note to comply with the terms of this Section 2.9, within five (5) days after Lender’s request therefor.
Loan Balancing. The Loan shall be In Balance as provided in Section 2.1.11; (p)
Loan Balancing. Taking into account Borrower’s deposits of Deficiency Collateral with Lender pursuant to Section 2.1.12(b), at all times that any portion of the Debt remains outstanding until the Project is Completed in accordance with the terms and conditions hereof, no Deficiency shall exist (the absence of any Deficiency shall be referred to herein as the Loan being “In Balance”), which determination shall be made by Lender, in Lender’s sole but good faith discretion, after taking into account any substantiated Cost Savings and any permitted reallocations of the Contingency and shall be made on both a Line Item by Line Item basis and in the aggregate, and shall be final absent manifest error. (b)
Loan Balancing. Lender shall have no obligation to make a requested advance if in Lender's reasonable opinion the Loan is not "IN BALANCE"; i.e., the undisbursed balance of the Loan, plus any undisbursed Funds previously deposited by Borrower with Lender, if any, are not sufficient to pay all costs necessary to complete the Project (including without limitation the payment of interest on the Loan) in accordance with the approved Plans and Specifications and the approved Project Budget, free and clear of all liens, encumbrances and conditional sales contracts, whether the deficiency is attributable to changes in the work or in the Plans and Specifications or to any other cause. If at any time Lender determines the Loan is not in balance, within five (5) days after demand, Borrower will deposit with Lender the amount necessary to "balance" the Loan, and all Funds so deposited with Lender shall be held and disbursed by Lender in accordance with this Agreement prior to the disbursement of any additional Loan proceeds. If Lender makes such demand, Lender shall have no obligation to make further disbursements of Funds until such additional funds are deposited with Lender by Borrower. Each Draw Request or other request for disbursement submitted to Lender will constitute Borrower's representation and warranty to Lender that the Loan is "in balance".
Loan Balancing. If at any time Agent notifies Borrower that, in Agent's sole but reasonable judgment, the undisbursed proceeds of the Building Loan and Supplemental Loan are insufficient to pay the remaining Hard Costs and Soft Costs and the undisbursed proceeds of the Project Loan are insufficient to pay the remaining Project Loan Costs (the amount of such deficiency being herein referred to as the "SHORTFALL") or, if at any time after a Casualty or Condemnation shall have occurred, Agent notifies Borrower that, in Agent's sole but reasonable judgment, the undisbursed proceeds of the Building Loan and Supplemental Loan together with any Net Proceeds actually received by Agent and not yet disbursed by Agent for Restoration and together with the undisbursed proceeds of the Project Loan are insufficient to pay the remaining Hard Costs and Soft Costs and (with respect to Project Loan proceeds only) Project Loan Costs to achieve Completion of the Improvements or completion of the Restoration (as the case may be), then, in any such case, Borrower shall, at its option, either (i) within ten (10) Business Days of Agent's notification as aforesaid, deposit with Agent an amount equal to such deficiency, which Agent shall from time to time apply, or allow Borrower to apply, to such costs; (ii) pay for such Hard Costs and Soft Costs and, if relevant Project Loan Costs or costs of Restoration, as incurred, in the amount of such deficiency so that the amount of the Building Loan and Supplemental Loan which remains to be disbursed shall be sufficient to pay all remaining Hard Costs and Soft Costs and the amount of the Project Loan which remains to be disbursed shall be sufficient to pay
Loan Balancing. The Lenders shall have no obligation to make a Revolving Loan advances and the Project Administrative Agent has no obligation to disburse any Funds if in the Project Administrative Agent's reasonable opinion the Revolving Loans are not "in balance"; i.e., the undisbursed balance of the Revolving Loans, plus any undisbursed Funds previously deposited by the Borrower with the Project Administrative Agent, if any, are not sufficient to pay all costs necessary to complete the Project (including without limitation the payment of interest on the Revolving Loans) in accordance with the approved Plans and Specifications and the Project Budget, free and clear of all liens, encumbrances and conditional sales contracts, whether the deficiency is attributable to changes in the work or in the Plans and Specifications or to any other cause. If at any time the Project Administrative Agent determines the Revolving Loans are not in balance, within five (5) days after demand, the Borrower will deposit with the Project Administrative Agent the amount necessary to "balance" the Revolving Loans, and all Funds so deposited with the Project Administrative Agent shall be held and disbursed by the Project Administrative Agent in accordance with this Schedule 4.3 prior to making any additional disbursement of Funds. If the Project Administrative Agent makes such demand, the Lenders shall have no obligation to make further Revolving Loan advances and the Project Administrative Agent shall have no obligation to disburse any Funds until such additional funds are deposited with the Project Administrative Agent by the Borrower. Each Draw Request or other request for disbursement submitted to the Project Administrative Agent will constitute the Borrower's representation and warranty to the Project Administrative Agent and the Lenders that the Revolving Loans are "in balance".
Loan Balancing. Borrower shall pay to Lender within five (5) days after notice from Lender, any amounts Advanced in excess of the maximum amount of Advances set forth in Section 2.1(b)) above, as determined by Lender in its sole and absolute discretion, which payment shall be applied to the outstanding principal balance of the Secured Promissory Note.
