Common use of Replacement Reserve Clause in Contracts

Replacement Reserve. In addition to any other construction, renovation and maintenance requirements set forth in this Agreement, commencing with the first Loan Year, Borrower shall expend at least $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basis, Borrower shall pay Lender such amount not spent. Lender shall hold such sum in reserve (the “Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement from the Replacement Reserve shall include copies of invoices for all items or materials purchased and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the Replacement Reserve may be commingled with other borrower reserves held by Lender, and shall not be deemed to be held in trust for the benefit of Borrower. The Replacement Reserve shall be maintained at a financial institution designated by Lender from time to time, in its sole and absolute discretion (so long as such institution’s deposits are insured by the Federal Deposit Insurance Corporation), and shall be under the sole dominion and control of Lender, and Borrower shall have no right to control or direct the investment of payment of funds therein.

Replacement Reserve. In At the time of and in addition to any other constructionthe monthly -------------------- installments of interest and, renovation and maintenance requirements set forth in this Agreementif applicable, commencing with principal, due under the first Loan Year, Borrower shall expend at least $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basisNotes, Borrower shall pay to Lender such an amount not spent. Lender shall hold such sum equal to Twenty-Five and No/100 Dollars ($25.00) per unit in reserve the Project (the “Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year"REPLACEMENT RESERVE"). Each request for disbursement from the Replacement Reserve shall include copies of invoices for all items or materials purchased and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the The Replacement Reserve may be commingled with other borrower reserves held by the general funds of Lender, and these sums shall not be deemed to be held in trust for the benefit of Borrower. The So long as no default exists hereunder or under any of the other Loan Documents, Lender shall credit for Borrower's account interest in such funds contained in the Replacement Reserve shall (if any) at the money market account rate announced by a national banking association selected by Lender. On the Maturity Date (as it may be maintained extended), the monies then remaining on deposit with Lender shall, at a financial institution designated by Lender from time Lender's option, be applied against the Indebtedness or if no Event of Default is continuing, returned to time, in its sole and absolute discretion (so Borrower. So long as there is no Event of Default, Borrower may request Lender to disburse funds from the Replacement Reserve (which request will include a reasonably detailed description of the capital expenditures at the Property, Borrower intends to pay for with such institution’s deposits are insured by the Federal Deposit Insurance Corporationfunds), and which request shall not be under the sole dominion and control of unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices or purchase orders, lien waivers and Borrower shall have no right to control or direct the investment of payment of funds thereinother evidence reasonably required by Lender. 5.9.

Replacement Reserve. In At the time of and in addition to any other constructionthe monthly -------------------- installments of interest and, renovation if applicable, principal, due under the Notes, Borrowers shall pay to Lender an amount equal to Thirty and maintenance requirements set forth in this Agreement, commencing with the first Loan Year, Borrower shall expend at least No/100 Dollars ($250 30.00) per unit per year (exclusive of Insurance Proceeds) on maintenance of in the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basis, Borrower shall pay Lender such amount not spent. Lender shall hold such sum in reserve Projects (the “Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year"REPLACEMENT RESERVE"). Each request for disbursement from the Replacement Reserve shall include copies of invoices for all items or materials purchased and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the The Replacement Reserve may be commingled with other borrower reserves held by the general funds of Lender, and these sums shall not be deemed to be held in trust for the benefit of any Borrower. The So long as no default exists hereunder or under any of the other Loan Documents, Lender shall credit for Borrowers' account interest in such funds contained in the Replacement Reserve shall (if any) at the money market account rate announced by a national banking association selected by Lender. On the Maturity Date (as it may be maintained extended), the monies then remaining on deposit with Lender shall, at Lender's option, be applied against the Indebtedness or if no Event of Default is continuing, returned to Borrowers. So long as there is no Event of Default, Borrowers may request Lender to disburse funds from the Replacement Reserve (which request will include a reasonably detailed description of the capital expenditures at a financial institution designated by Lender from time Project which a Borrower intends to time, in its sole and absolute discretion (so long as pay for with such institution’s deposits are insured by the Federal Deposit Insurance Corporationfunds), and which request shall not be under the sole dominion and control of unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices or purchase orders, lien waivers and Borrower shall have no right to control or direct the investment of payment of funds thereinother evidence reasonably required by Lender. 5.9.

Replacement Reserve. In At the time of and in addition to any other constructionthe monthly -------------------- installments of interest and, renovation and maintenance requirements set forth in this Agreementif applicable, commencing with principal, due under the first Loan Year, Borrower shall expend at least $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basisNotes, Borrower shall pay to Lender such an amount not spent. Lender shall hold such sum in reserve equal to Three Thousand Two Hundred Forty and No/100 Dollars ($3,240.00) (the “Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year"REPLACEMENT RESERVE"). Each request for disbursement from the Replacement Reserve shall include copies of invoices for all items or materials purchased and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the The Replacement Reserve may be commingled with other borrower reserves held by the general funds of Lender, and these sums shall not be deemed to be held in trust for the benefit of Borrower. The So long as no default exists hereunder or under any of the other Loan Documents, Lender shall credit for Borrower's account interest in such funds contained in the Replacement Reserve shall (if any) at the money market account rate announced by a national banking association selected by Lender. On the Maturity Date (as it may be maintained extended), the monies then remaining on deposit with Lender shall, at a financial institution designated by Lender from time Lender's option, be applied against the Indebtedness or if no Event of Default is continuing, returned to time, in its sole and absolute discretion (so Borrower. So long as there is no Event of Default, Borrower may request Lender to disburse funds from the Replacement Reserve (which request will include a reasonably detailed description of the capital expenditures at the Project, Borrower intends to pay for with such institution’s deposits are insured by the Federal Deposit Insurance Corporationfunds), and which request shall not be under the sole dominion and control of unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices or purchase orders, lien waivers and Borrower shall have no right to control or direct the investment of payment of funds thereinother evidence reasonably required by Lender. 5.9.

Replacement Reserve. In At the time of and in addition to any other constructionthe monthly installments of interest, renovation and maintenance requirements set forth in if applicable, principal due under the Note and this Agreement, commencing Borrowers shall pay to Lender an amount equal to the product of Thirty and No/100ths Dollars ($30.00) multiplied by the number of beds in the Projects (the "REPLACEMENT RESERVE"). Funds in the Replacement Reserve will be held by a depository institution insured by the Federal Deposit Insurance Corporation (which institution may be an Affiliate of Lender), may be commingled with the first Loan Year, Borrower shall expend at least $250 per unit per year (exclusive general funds of Insurance Proceeds) on maintenance of the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basis, Borrower and these sums shall pay Lender such amount not spentbe deemed to be held in trust for the benefit of Borrower. Lender shall hold such sum not be obligated to pay interest on the funds in reserve (the “Replacement Reserve”) for . On the Maturity Date, the monies then remaining on deposit with Lender shall, at Lender's option, be applied against the Indebtedness or if no Event of Default is continuing, returned to Borrower’s use . So long as there is no continuing Event of Default, Borrower may request Lender to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement disburse funds from the Replacement Reserve (which request will include a reasonably detailed description of the capital expenditures at a Project which Borrower intends to pay for with such funds), which request shall include not be unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices for all items or materials purchased and all contracted labor or services providedinvoices, lien waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Projectreasonably required by Lender. Borrower hereby grants Lender a first priority security interest in the Replacement Reservesuch funds, including all funds contained therein and all products and proceeds thereof interest accruing thereon, and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve on deposit with Lender or its agent shall, at Lender’s 's option, be applied against the Indebtedness. All sums held in the Replacement Reserve may be commingled with other borrower reserves held by Lender, and shall not be deemed to be held in trust for the benefit of Borrower. The Replacement Reserve shall be maintained at a financial institution designated by Lender from time to time, in its sole and absolute discretion (so long as such institution’s deposits are insured by the Federal Deposit Insurance Corporation), and shall be under the sole dominion and control of Lender, and Borrower shall have no right to control or direct the investment of payment of funds therein.

Replacement Reserve. In Except as provided below in this subsection (d), at the time of and in addition to any the monthly installments of interest, and if applicable, principal and other construction, renovation payments due under the Notes and maintenance requirements set forth in this Agreement, commencing with the first Loan Year, Borrower shall expend at least $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basis, Borrower shall pay to Lender such an amount not spent. Lender shall hold such sum equal to the product of Twenty Five and 00/100 Dollars ($25.00) multiplied by the aggregate number of beds in reserve the Real Property (the “Replacement Reserve”) for Borrower’s use ). So long as there is no continuing Event of Default, Borrower may request Lender to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement disburse funds from the Replacement Reserve (which request will include a reasonably detailed description of the capital expenditures at the Real Property which Borrower intends to pay for with such funds), which request shall include not be unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices for all items or materials purchased and all contracted labor or services providedinvoices, lien waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory reasonably required by Lender. Notwithstanding the foregoing, Lender hereby suspends Borrower’s obligation to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in fund the Replacement Reserve shallso long as, at commencing no later than forty-five (45) days after the beginning of the second Loan Year and continuing on the 45th day after each Loan Year thereafter, Borrower demonstrates to the Lender’s option, be applied against the Indebtedness. All sums held in the Replacement Reserve may be commingled with other borrower reserves held by Lender, and shall not be deemed to be held in trust sole satisfaction that capital expenditures for the benefit Real Property equal to or in excess of Borrower. The Replacement Reserve shall be maintained at a financial institution designated by Lender from time to time, in its sole and absolute discretion (so long as $300 per bed for such institution’s deposits are insured by the Federal Deposit Insurance Corporation), and shall be under the sole dominion and control of Lender, and Borrower shall preceding Loan Year have no right to control or direct the investment of payment of funds thereinbeen made.

Replacement Reserve. In At the time of and in addition to any other constructionthe monthly installments of interest, renovation and maintenance requirements set forth in if applicable, principal due under the Note and this Agreement, commencing Borrowers shall pay to Lender an amount equal to the product of (i) One Hundred Twenty-Five Dollars ($125.00) and (ii) the aggregate number of beds in the Projects (the "REPLACEMENT RESERVE"). Funds in the Replacement Reserve will be held by a depository institution insured by the Federal Deposit Insurance Corporation (which institution may be an Affiliate of Lender) in an interest-bearing account, may be commingled with the first Loan Yeargeneral funds of Lender, Borrower and these sums shall expend not be deemed to be held in trust for the benefit of Borrowers. Interest shall accrue on the Replacement Reserve at least $250 per unit per year (exclusive of Insurance Proceeds) the rate paid by such depository institution for such deposits. Any interest accruing and paid on maintenance such funds shall be deemed to be part of the ProjectReplacement Reserve and shall be applied in accordance with this Section 4.2(g). To On the extent Borrower does not provide evidenceMaturity Date, reasonably satisfactory the monies then remaining on deposit with Lender shall, at Lender's option, be applied against the Indebtedness or if no Event of Default is continuing, returned to LenderBorrowers. So long as there is no continuing Event of Default, that Borrower has spent such sum on a cumulative annual basis, Borrower shall pay Borrowers may request Lender such amount not spent. Lender shall hold such sum in reserve (the “Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement disburse funds from the Replacement Reserve (which request will include (i) a reasonably detailed description of the capital expenditures at a Project which a Borrower intends to pay for with such funds and (ii) the written consent of the applicable Project Lessee, which request shall include not be unreasonably denied by Lender. If requested by Lender, each disbursement request will be accompanied by copies of invoices for all items or materials purchased and all contracted labor or services providedinvoices, lien waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Projectreasonably required by Lender. Borrower Borrowers hereby grants grant Lender a first priority security interest in the Replacement Reservesuch funds, including all funds contained therein and all products and proceeds thereof interest accruing thereon, and all such funds are pledged as additional collateral for the Loan and Borrower Borrowers shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds; provided, however, that if such funds are the deposited by one or more Project Lessees, Borrowers hereby assign to Lender Borrowers' security interest in such funds, including all interest accruing thereon, as additional collateral for the Loan and Borrowers shall execute any other documents and take any other actions necessary to provide Lender with an assignment of Borrower's security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve on deposit with Lender or its agent shall, at Lender’s 's option, be applied against the Indebtedness. All sums held The provisions of this Section 4.1(g) shall be deemed satisfied to the extent that the Project Lessees deposit with Lender, for application in the Replacement Reserve may be commingled with other borrower reserves held by Lendermanner specified in this Section 4.1(g), and shall not be deemed the replacement reserve deposits required to be held in trust for the benefit of Borrower. The Replacement Reserve shall be maintained at a financial institution designated by Lender from time to time, in its sole and absolute discretion (so long as such institution’s deposits are insured by the Federal Deposit Insurance Corporation), and shall be made under the sole dominion and control of Lender, and Borrower shall have no right to control or direct the investment of payment of funds thereinProject Leases.

Replacement Reserve. In addition Pursuant to any other construction, renovation and maintenance requirements set forth in this the Cash Management Agreement, the Borrowers shall deposit with Lender (or such agent) monthly, on the first day of each calendar month commencing with February 1, 2001, $53,854 for the first Loan Yearpurpose of creating a reserve for Capital Expenditures in accordance with the Capital Expenditure Budget then in effect (said funds, Borrower shall expend at least $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of together with any interest thereon and additions thereto, the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basis, Borrower shall pay Lender such amount not spent. Lender shall hold such sum in reserve (the “"Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent "). The funds contained in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement from the Replacement Reserve shall include copies be utilized by the Borrowers solely for Capital Expenditures performed during the term of invoices for all items or materials purchased and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to Lender of payment of all such amounts and the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary in accordance with the Capital Expenditure Budget (as amended from time to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the Replacement Reserve may be commingled with other borrower reserves held by Lendertime) for each Property, and shall not be deemed used by any Borrower for purposes for which any other Reserve is established. Within ten (10) days after written request from any Borrower, Lender shall direct the Central Account Bank to be held in trust for disburse funds from the benefit of Borrower. The Replacement Reserve to pay for costs that have been incurred by such Borrower for such Capital Expenditures, provided that (i) no Event of Default has occurred and is continuing, (ii) such 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) such Borrower shall provide Lender with all invoices, receipts, lien waivers and other documentation of lawful and workmanlike progress or completion, lien-free status, and availability of sufficient funds, all as may be maintained at a financial institution designated reasonably requested by Lender from time to timeand Lender may require, in its sole and absolute discretion (so long as at such institution’s deposits are insured Borrower's expense, an inspection of the subject Property and/or a certificate of completion by the Federal Deposit Insurance Corporation), and shall be under the sole dominion and control of a licensed independent architect approved by Lender, and Borrower shall have no right to control or direct the investment of payment of funds therein.

Replacement Reserve. In addition to any other construction, renovation and maintenance requirements set forth in this Agreement, commencing with the first Loan YearAt Closing, Borrower shall expend at least deposit with Lender (or its agent) $250 per unit per year (exclusive of Insurance Proceeds) on maintenance of -0- and, pursuant to the Project. To the extent Borrower does not provide evidence, reasonably satisfactory to Lender, that Borrower has spent such sum on a cumulative annual basisCash Management Agreement, Borrower shall pay deposit with Lender (or such amount not spent. Lender shall hold such sum agent) monthly, on the first day of each calendar month commencing with February 1, 2001, $17,738, for the purpose of creating a reserve for Capital Expenditures in reserve accordance with the Capital Expenditure Budget then in effect (said funds, together with any interest thereon and additions thereto, the “"Replacement Reserve”) for Borrower’s use to fund future maintenance expenses after Borrower has spent "). The funds contained in the aggregate at least $123,500 on maintenance of the Project during the then current Loan Year. Each request for disbursement from the Replacement Reserve shall include copies be utilized by Borrower solely for Capital Expenditures performed during the term of invoices for all items or materials purchased the Loan in accordance with Capital Expenditure Budget (as amended from time to time and all contracted labor or services provided, waivers of lien from each contractor providing materials, labor or services, and other evidence satisfactory to which shall have been approved annually in advance by Lender of payment of all such amounts and commencing -49- with the completion of such maintenance to the Project. Borrower hereby grants Lender a first priority security interest in the Replacement Reserve, all funds contained therein and all products and proceeds thereof and all such funds are pledged as additional collateral Capital Expenditure Budget for the Loan and Borrower shall execute any other documents and take any other actions reasonably necessary to provide Lender with such a perfected security interest in such funds. Upon the Maturity Date or at any time following an Event of Default, the moneys then remaining in the Replacement Reserve shall, at Lender’s option, be applied against the Indebtedness. All sums held in the Replacement Reserve may be commingled with other borrower reserves held by Lendercalendar year 2011), and shall not be deemed 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 be held in trust for disburse funds from the benefit of Borrower. The Replacement Reserve to pay for costs that have been incurred by Borrower for such Capital Expenditures, provided that (i) no Event of Default has occurred and is continuing, (ii) 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, lien-free status, and availability of sufficient funds, all as may be maintained at a financial institution designated reasonably requested by Lender from time to timeand Lender may require, in its sole and absolute discretion (so long as such institution’s deposits are insured at Borrower's expense, an inspection of the Property and/or a certificate of completion by the Federal Deposit Insurance Corporation), and shall be under the sole dominion and control of a licensed independent architect approved by Lender, and Borrower shall have no right to control or direct the investment of payment of funds therein.