Common use of DEVELOPMENT DEFICIT GUARANTY Clause in Contracts

DEVELOPMENT DEFICIT GUARANTY. Feld hereby guarantees Feld sha▇▇ ▇dvance to or for th▇ ▇▇count of the Company amounts equal to all Development Deficits at such time as such Development Deficits occur ("Development Deficit Payments"). Feld shall make Development De▇▇▇▇t Payments required of him by the earlier of (A) the date required to avoid a default under Company obligations, including without limitation the Construction Loan, and (B) the date required to keep all sources of funding for the Project "in balance" as adequate sources of funds to timely cause Final Completion of the Project and satisfaction of other obligations of the Company. In any event, all Development Deficits shall be paid by Feld in full prior to the Final ▇▇▇sing Date. All Development Deficit Payments made to the Company shall be non-reimbursable payments, and Feld shall not be entitled to a▇▇ ▇epayment from the Company (unless advances of the Construction Loan are later available to reimburse Feld for the same), and the Cap▇▇▇▇ Account of Feld shall not be affected by a▇▇ ▇eficit Payments made by Feld. Without limiting the gene▇▇▇▇ty of the foregoing, Feld shall not be entitled to r▇▇▇▇urse himself for any Development Deficits. Notwithstanding anything to the contrary in this Agreement, the Members agree that, prior to Substantial Completion, all debt service expenses shall be paid only from the funds reserved for Budgeted Construction Loan Interest and from Development Deficit Payments, not from any other funds of the Company (including, without limitation, Net Operating Income); provided, however, that Net Operating Income shall be used to pay debt service expenses if so requested by the Construction Lender (such payments are herein referred to as "NOI Construction Loan Interest Payments"). If any such payments are requested by the Construction Lender, such payments will be included in the calculation of the Completion Fee to the extent any Budgeted Construction Loan Interest remains undisbursed. Without the prior written consent of WPHC, the funds reserved as Budgeted Construction Loan Interest will be used for the sole purpose of debt service expenses on the Construction Loan and for no other purpose (including, without limitation, the payment of Development Deficits). Any funds remaining after the payment of debt service on the Construction Loan will be treated as net Cash Flow.

DEVELOPMENT DEFICIT GUARANTY. Feld hereby guarantees Feld shashall advance to or ▇▇▇ ▇dvance to or for th▇ the account of the ▇▇count of the Company ▇▇any amounts equal to all Development Deficits at such time as such Development Deficits occur ("Development Deficit Payments"). Feld shall make Development DeDeficit Payments ▇▇▇▇t Payments required ired of him by the earlier of (A) the date required to avoid a default under Company obligations, including without limitation the Construction Loan, and (B) the date required to keep all sources of funding for the Project "in balance" as adequate sources of funds to timely cause Final Completion of the Project and satisfaction of other obligations of the Company. In any event, all Development Deficits shall be paid by Feld in full prior to the Final Closing Date. Al▇ ▇▇▇sing Date. All Development velopment Deficit Payments made to the Company shall be non-reimbursable payments, and Feld shall not be entitled to aany repayment from ▇▇▇ ▇epayment from the Company (unless advances of the Construction Loan are later available to reimburse Feld for the same), and the Cap▇Capital Account of F▇▇▇ Account of Feld shall not be affected by aany Deficit Paymen▇▇ ▇eficit Payments made ade by Feld. Without limiting the genegenerality of the for▇▇▇▇ty of the foregoingng, Feld shall not be entitled to rreimburse himself ▇▇▇▇urse himself for ▇ any Development Deficits. Notwithstanding anything to the contrary in this Agreement, the Members agree that, prior to Substantial Completion, all debt service expenses shall be paid only from the funds reserved for Budgeted Construction Loan Interest and from Development Deficit Payments, not from any other funds of the Company (including, without limitation, Net Operating Income); provided, however, that Net Operating Income shall be used to pay debt service expenses if so requested by the Construction Lender (such payments are herein referred to as "NOI Construction Loan Interest Payments"). If any such payments are requested by the Construction Lender, such payments will be included in the calculation of the Completion Fee to the extent any Budgeted Construction Loan Interest remains undisbursed. Without the prior written consent of WPHC, the funds reserved as Budgeted Construction Loan Interest will be used for the sole purpose of debt service expenses on the Construction Loan and for no other purpose (including, without limitation, the payment of Development Deficits). Any funds remaining after the payment of debt service on the Construction Loan will be treated as net Cash Flow.