Common use of Loan Balancing Clause in Contracts

Loan Balancing. If, at any time during the term of the Loan, in Lender's reasonable business judgment, it appears for any reason that Project Costs will exceed the aggregate amount of Borrower's Equity and the proceeds of the Senior Loan and the Loan which have been funded or which are available for disbursement under the terms of the Senior Loan Documents or the Loan Documents to fund the particular Project Costs in question, then Borrower shall deliver to Lender such evidence as Lender may require, in Lender's sole and absolute discretion, that Borrower has immediately available funds that will be sufficient to pay for such excess Project Costs or has the unconditional right to receive such funds from other sources and will pay such excess Project Costs immediately as they come due. Borrower shall deliver such evidence within five (5) business days following Lender's written demand therefor. If Borrower fails to timely deliver such evidence or if, in Lender's sole and absolute judgment, such evidence is inadequate, Borrower shall deposit with Lender such additional funds as, in Lender's reasonable business judgment, will be sufficient to pay for such excess Project Costs. Borrower shall deposit such additional funds with Lender within five (5) business days following Borrower's receipt of Lender's written demand therefore. Any money deposited by Borrower with Lender pursuant to this paragraph shall be advanced prior to the disbursement of any further funds from the Senior Loan or the Loan. All such additional funds contributed by Borrower pursuant hereto shall be deemed added to and become a part of Borrower's Equity hereunder.

Loan Balancing. IfAs agreed in Section 7.8 of the Work Letter, -------------- ----------- Lender is under no obligation to bear any portion of the Greenhouse Costs and has only the obligation to disburse proceeds of the Loan in accordance with the terms and conditions of the Loan Documents. Lender shall not be obligated to disburse any Construction Holdback Advance if Lender reasonably determines at any that time during that the term Loan is not "in balance" i.e, the remaining Greenhouse Costs ---- exceed the remaining undisbursed proceeds of the Loan. The Loan shall be "in balance" only at such times as Borrower has invested sufficient funds into the payment of Greenhouse Costs so that, in Lender's reasonable business judgment, it appears the undisbursed portion of the Holdback for Construction (including any reason previously unallocated contingency funds, if any) shall be sufficient to complete construction of and maintain the Greenhouse and pay all Greenhouse Costs until repayment in full of the Loan. The determination as to whether the Loan is "in balance" may be made by Lender at any time, including with each Notice of Advance. Upon at least five Business Days' written notice from Lender that Project Costs will exceed the aggregate Loan is not "in balance", Borrower shall either (x) deposit with Lender, in cash or cash equivalents, the amount of that Lender, in its reasonable opinion, deems necessary to put the Loan "in balance" or (y) furnish Lender with paid invoices, bills, and receipts indicating that Borrower has paid, from Borrower's Equity own funds, for the Greenhouse Costs in a sufficient amount to put the Loan "in balance". Any amounts that are deposited with Lender to put the Loan "in balance" shall be the next funds disbursed by Lender, subject to the terms and conditions of this Note. Lender shall pay no interest on such deposited funds. Any failure or refusal by Borrower to comply with the provisions of this subparagraph shall be deemed a material default under this Note and an Event of Default under the Loan Documents. If upon substantial completion of the Greenhouse and the payment of all sums due in connection therewith there remain any undisbursed proceeds of the Senior Loan and the Loan which have been funded or which are available for disbursement under the terms of the Senior Loan Documents or the Loan Documents to fund the particular Project Costs in question, then Borrower shall deliver to Lender such evidence as Lender may require, in Lender's sole and absolute discretion, that Borrower has immediately available funds that will be sufficient to pay for such excess Project Costs or has the unconditional right to receive such funds from other sources and will pay such excess Project Costs immediately as they come due. Borrower shall deliver such evidence within five (5) business days following Lender's written demand therefor. If Borrower fails to timely deliver such evidence or if, in Lender's sole and absolute judgment, such evidence is inadequateLoan, Borrower shall deposit be entitled to such undisbursed proceeds solely to the extent of any deposits that Borrower actually made with Lender such additional funds as, in Lender's reasonable business judgment, will be sufficient order to pay for such excess Project Costs. Borrower shall deposit such additional funds with Lender within five (5) business days following Borrower's receipt of Lender's written demand therefore. Any money deposited by Borrower with Lender pursuant to this paragraph shall be advanced prior to put the disbursement of any further funds from the Senior Loan or the Loan. All such additional funds contributed by Borrower pursuant hereto shall be deemed added to and become a part of Borrower's Equity hereunder"in balance".

Loan Balancing. If, If at any time during the term prior to full repayment of the Loan, Lender in Lender's its reasonable business judgmentdiscretion, it appears for any reason determines that Project Costs will exceed the aggregate Loan is not in balance, Lender may make written demand on Borrower to deposit in the Borrower’s Funds Account funds equal to the amount of the shortage as reasonably determined by Lender. Borrower shall then deposit the required funds in the Borrower's Equity and ’s Funds Account within fifteen (15) days after the proceeds date of Lender’s written demand. The Loan shall be considered to be in balance when the total of the Senior Loan and undisbursed portion of the Loan which have been funded or which are available for disbursement under payment of Project costs equals or exceeds the terms sum of the Senior Loan Documents amounts required to: (a) Complete construction of the Improvements; (b) Be paid as retainages to persons who have supplied labor or materials to the Project; (c) Pay all other sums which may accrue under the Loan Documents prior to fund completion of the particular Project Costs Improvements; and (d) Enable Borrower to perform and satisfy all of its covenants contained in question, then the Loan Documents prior to completion of the Improvements. No further Advances need be made by Lender until Borrower shall deliver have deposited in the Borrower’s Funds Account sufficient funds to Lender bring the Loan in balance. Whenever any such evidence as Lender may requirefunds are on deposit in the Borrower’s Funds Account, in Lender's sole and absolute discretion, that Borrower has immediately available funds that all disbursements for construction of the Project will be sufficient to pay for made first from those funds until such excess Project Costs or has deposited funds are exhausted. Notwithstanding the unconditional right to receive such funds from other sources foregoing, cost savings in any line item set forth in the Budget may be transferred and will pay such excess Project Costs immediately as they come due. Borrower shall deliver such evidence within five (5) business days following Lender's written demand therefor. If Borrower fails to timely deliver such evidence or if, in Lender's sole and absolute judgment, such evidence is inadequate, Borrower shall deposit with Lender such additional funds as, in Lender's reasonable business judgment, will be sufficient to pay for such excess Project Costs. Borrower shall deposit such additional funds with Lender within five (5) business days following Borrower's receipt of Lender's written demand therefore. Any money deposited used by Borrower with Lender pursuant to this paragraph shall be advanced prior to for cost overruns in any other line item set forth in the disbursement of any further funds from Budget on the Senior Loan or the Loan. All such additional funds contributed by Borrower pursuant hereto shall be deemed added to and become a part of Borrower's Equity hereunderterms provided in Section 3.7 hereinabove.

Loan Balancing. IfThe Loan shall be in balance as determined by Lender in its sole discretion. For purposes of this Agreement, the Loan will be deemed "in balance" only if the undisbursed proceeds of any category of Project Costs are sufficient to pay all of such category of Project Costs not yet paid which have been or will be incurred in completing the Project until the Maturity Date. The initial determination of Loan balancing shall be based upon the Project Budget. Lender will re-evaluate the accuracy and adequacy of the Project Budget in connection with the determination of Loan balancing upon receipt of each draw request. If Lender at any time during determines that the term actual cost of the Loan, in Lender's reasonable business judgment, it appears for any reason that category of Project Costs will exceed the aggregate amount budgeted cost of Borrower's Equity and such category of Project Costs, as listed on the proceeds most recent Project Budget approved or deemed approved by Lender, whether such excess is attributable to changes in the nature of construction of the Senior Loan Project or in the Plans and the Loan which have been funded Specifications or which are available for disbursement under the terms of the Senior Loan Documents or the Loan Documents to fund the particular Project Costs in questionany other cause, then Borrower Lender shall deliver to Lender such evidence as Lender may require, in Lender's sole and absolute discretion, that Borrower has immediately available funds that will be sufficient to pay for such excess Project Costs or has the unconditional right to receive such funds from other sources and will pay such excess Project Costs immediately as they come dueso notify Borrower. Borrower shall deliver such evidence within five Within three (53) business days following Lender's written demand therefor. If Borrower fails to timely deliver effective receipt of such evidence or if, in Lender's sole and absolute judgment, such evidence is inadequatenotice, Borrower shall deposit with Lender cash, instruments or commitments in form and substance acceptable to Lender in the amount necessary to bring the loan "in balance." Lender shall disburse any such additional funds asdeposit under the same conditions and for the same purposes as set forth in this Agreement for any disbursement of Loan proceeds. Lender may, in at its option, fully disburse such deposit prior to or concurrently with Lender's reasonable business judgment, will be sufficient to pay for such excess Project Costs. Borrower shall deposit such additional funds with Lender within five (5) business days following Borrower's receipt of Lender's written demand therefore. Any money deposited by Borrower with Lender pursuant to this paragraph shall be advanced prior to the disbursement making of any further funds from disbursement under the Senior terms of this Agreement. If, at any time following the deposit of any such cash, instruments or commitments, decreases in the Project Budget reduce or eliminate the deposit required to bring the Loan into balance, then Lender shall return or refund to Borrower any such cash, instruments or commitments that Lender has not previously disbursed to the Loanextent not required to the Loan to remain in balance. All Lender shall not be obligated to pay any interest to Borrower on any such additional funds contributed deposit held by Borrower pursuant hereto shall be deemed added to and become a part of Borrower's Equity Lender hereunder.

Loan Balancing. If, at any time during (a) As a material condition of the term Loan and as a condition precedent to Lender’s duty to disburse proceeds of the Loan, in Lender's reasonable business judgment, it appears for any reason that Borrower shall pay all Project Costs will exceed in excess of the aggregate amount Loan Amount. Except for the payment of Borrower's Equity interest pursuant to Section 4.5 and the payment of expenses, charges, costs and fees pursuant to Section 8.10, Lender shall be obligated to disburse proceeds of the Senior Loan and only when the Loan which have been funded or which are available for disbursement under is “in balance”. The Loan shall be “in balance” only at such times as Borrower has invested sufficient funds into the terms payment of the Senior Loan Documents or the Loan Documents to fund the particular Project Costs in question, then Borrower shall deliver to Lender such evidence as Lender may requireso that, in Lender's ’s sole and absolute discretionjudgment, that Borrower has immediately available funds that will the undisbursed portion of the Loan shall be sufficient to complete and operate fully the Project and pay for such excess all Project Costs (including interest reserve) until repayment in full of the Loan. (b) The determination as to whether or has not the unconditional right Loan is “in balance” may be made by Lender at any time, including with each request for a disbursement of the Loan. Project Cost categories listed as “contingencies” on the Budget shall be deemed to receive such funds from other sources and will pay such excess be Project Costs immediately as they come due. for purposes of loan balancing. (c) Borrower shall deliver such evidence within five ten (510) business days following after notice from Lender that the Loan is not “in balance”, deposit with Lender's written demand therefor. If Borrower fails to timely deliver such evidence or if, in Lender's sole and absolute judgmentcash, the amount necessary to put the Loan “in balance”. No interest shall be paid by Lender on such evidence is inadequate, Borrower shall deposit with Lender such additional funds as, in Lender's reasonable business judgment, will be sufficient to pay for such excess Project Costs. Borrower shall deposit such additional funds with Lender within five (5) business days following Borrower's receipt of Lender's written demand thereforedeposited funds. Any money amounts deposited by Borrower with Lender pursuant to this paragraph provision shall be advanced disbursed in accordance with the terms of this Agreement for the payment of Hard Costs and Soft Costs prior to the any further disbursement of any further funds from the Senior Loan or the Loan. All such additional funds contributed by Borrower pursuant hereto shall be deemed added to and become a part of Borrower's Equity hereunderfunds.