Common use of Immediate Repairs Clause in Contracts

Immediate Repairs. Tenant shall complete those improvements and repairs highlighted with an asterisk on Exhibit O attached hereto no later than December 31, 2005. Tenant shall use commercially reasonable efforts to complete the balance of the improvements and repairs on Exhibit O attached hereto within timeframes during which a prudent owner/operator of membership campgrounds would make such improvements and repairs. Tenant shall perform each Immediate Repair in accordance with the terms and provisions of paragraph 23 of this Lease and upon completion of such Immediate Repair, Tenant shall provide Landlord with final lien waivers for all trades and materials and evidence satisfactory to Landlord that such Immediate Repair has been fully completed. Landlord shall have no obligation to pay any costs for such Immediate Repairs and Tenant shall pay all costs of such Immediate Repairs in full. If Tenant fails to complete any Immediate Repair within the time frame specified in this paragraph 34(b), then upon ten (10) Business Days prior written notice to Tenant, Landlord may complete such Immediate Repair and Tenant shall pay Landlord as Additional Rent forthwith (and in any event within thirty (30) days) after being billed for same by Landlord the cost thereof plus an administrative fee of five percent (5%) of such cost, which ▇▇▇▇ shall be accompanied by reasonable supporting documentation. Such amounts shall bear interest at the Overdue Rate from the date of expenditure by Landlord to the date of repayment by Tenant. Tenant shall remain responsible for any increased costs to repair such Immediate Repair in excess of the amount set forth on Exhibit O and such increased amount shall bear interest at the Overdue Rate.

Immediate Repairs. Tenant (a) Simultaneously with the execution hereof, New Borrower shall complete those improvements deposit with Lender the sum of One Hundred Nine Thousand Four Hundred Fifty and repairs highlighted with an asterisk 00/100 Dollars ($109,450.00) (the “Immediate Repair Deposit”) representing 110% of the estimated costs to repair non-deferrable items (i) A-3; (ii) B-1; (iii) C-1; and (iv) I-1 (the “Required Repairs”) described on Exhibit O attached hereto no later than December 31, 2005E to the PCA. Tenant Lender shall use commercially reasonable efforts to complete deposit the balance of the improvements and repairs on Exhibit O attached hereto within timeframes during which a prudent owner/operator of membership campgrounds would make such improvements and repairs. Tenant shall perform each Immediate Repair Deposit in a Subaccount (the “Immediate Repair Reserve Subaccount”). Provided that no Default or Event of Default (as such terms are defined in the Loan Agreement) has occurred and is continuing, Lender shall disburse the funds in the Immediate Repair Reserve Subaccount to Borrower in accordance with the terms same procedure for which Lender shall disburse funds to Borrower that are in the Capital Reserve Subaccount pursuant to Section 3.4 of the Loan Agreement or the Rollover Reserve Subaccount pursuant to Section 3.5 of the Loan Agreement, and provisions as if the Required Repairs are Approved Capital Expenses under Section 3.4 of paragraph 23 the Loan Agreement or Approved Leasing Expenses under Section 3.5 of this Lease the Loan Agreement. The Immediate Repair Reserve Subaccount shall be treated as a Subaccount and upon one of the Cash Management Accounts for all purposes under Section 3.10 and any other applicable provision of the Loan Agreement and the other Loan Documents. (b) New Borrower shall use diligent efforts to complete or cause to be completed, and provide Lender with satisfactory evidence of such completion of, the Immediate Repairs by no later than one hundred eighty days (180) days from the date hereof (the “Immediate Repair Period”); provided, however, if all Immediate Repairs cannot be completed within the Immediate Repair Period despite diligent efforts by New Borrower to achieve the same, then and in such event the time period to complete any such remaining and outstanding Immediate Repairs shall be extended so long as New Borrower continues to use diligent efforts to complete or cause the completion of any such remaining Immediate RepairRepairs. Upon completion of the Immediate Repairs, Tenant New Borrower shall provide Landlord with final lien waivers pay for all trades a Lender approved inspection company (“Inspector”) to inspect the Project to determine if the Immediate Repairs have been timely and materials and evidence satisfactory to Landlord that such Immediate Repair has been fully completed. Landlord If the Immediate Repairs have not been timely and fully completed, the Inspector shall have no obligation to pay any costs for such provide a written report regarding the status of the Immediate Repairs and Tenant shall pay all costs of such specifically outline the work necessary to complete the Immediate Repairs, the estimated cost and a time frame for doing so. New Borrower shall complete the Immediate Repairs set forth in full. If Tenant fails to complete any Immediate Repair the Inspector’s report within the time frame specified set forth in this paragraph 34(bthe Inspector’s report or New Borrower shall be in default hereunder, whereupon, Lender, in addition to all other rights and remedies for default under the Loan Documents, shall have the right, but not the obligation, to use the funds being held under the Immediate Repair Reserve Subaccount or any other Subaccount to complete the Immediate Repairs. Upon completion of all Required Repairs, which completion shall be confirmed by the Inspector, Lender shall disburse the remainder of any of the Immediate Repair Reserve Subaccount funds to New Borrower. (c) New Borrower shall use diligent efforts to complete or cause to be completed, and provide Lender with satisfactory evidence of such completion of, the non-deferrable item identified as D-1 on Exhibit E of the PCA (the “Repairs”), then upon ten no later than one (101) Business Days prior written notice to Tenant, Landlord may complete such Immediate Repair and Tenant shall pay Landlord as Additional Rent forthwith (and in any event within thirty (30) days) after being billed for same by Landlord the cost thereof plus an administrative fee of five percent (5%) of such cost, which ▇▇▇▇ shall be accompanied by reasonable supporting documentation. Such amounts shall bear interest at the Overdue Rate year from the date hereof (the “Repair Period”); provided, however, if the Repairs cannot be completed within the Repair Period despite diligent efforts by New Borrower to achieve the same, then and in such event the time period to complete any such remaining and outstanding Repairs shall be extended so long as New Borrower continues to use diligent efforts to complete or cause the completion of expenditure by Landlord to the date of repayment by Tenant. Tenant shall remain responsible for any increased costs to repair such Immediate Repair in excess of the amount set forth on Exhibit O and such increased amount shall bear interest at the Overdue Rateremaining Repairs.

Immediate Repairs. Tenant shall complete those improvements and repairs highlighted with an asterisk on Exhibit O attached hereto no later than December 31, 20052006. Tenant shall use commercially reasonable efforts to complete the balance of the improvements and repairs on Exhibit O attached hereto within timeframes during which a prudent owner/owner / operator of membership campgrounds would make such improvements and repairs. Tenant shall perform each Immediate Repair in accordance with the terms and provisions of paragraph 23 of this Lease and upon completion of such Immediate Repair, Tenant shall provide Landlord with final lien waivers for all trades and materials and evidence satisfactory to Landlord that such Immediate Repair has been fully completed. Landlord shall have no obligation to pay any costs for such Immediate Repairs and Tenant shall pay all costs of such Immediate Repairs in full. If Tenant fails to complete any Immediate Repair within the time frame specified in this paragraph 34(b), then upon ten (10) Business Days Days' prior written notice to Tenant, Landlord may complete such Immediate Repair and Tenant shall pay Landlord as Additional Rent forthwith (and in any event within thirty (30) days) after being billed for same by Landlord the cost thereof plus an administrative fee of five percent (5%) of such cost, which ▇▇▇▇ shall be accompanied by reasonable supporting documentation. Such amounts shall bear interest at the Overdue Rate from the date of expenditure by Landlord to the date of repayment by Tenant. Tenant shall remain responsible for any increased costs to repair such Immediate Repair in excess of the amount set forth on Exhibit O and such increased amount shall bear interest at the Overdue Rate.

Immediate Repairs. Tenant (1) Grantor shall complete those establish and maintain, a reserve by paying to Beneficiary at Closing the sum of $274,250.00 (“Immediate Repairs Escrow”) for completion of the immediate repairs identified on Schedule 2.14(l) (“Immediate Repairs”). All Immediate Repairs shall be completed within twelve (12) months of the date hereof. (2) Subject to the provisions of Section 2.14(a)-(f) and this Section 2.14(l), Beneficiary shall make disbursements from the Immediate Repairs Escrow as requested by Grantor for amounts incurred by Grantor for Immediate Repairs ("Immediate Repairs Costs") approved by Beneficiary, in its reasonable discretion, no more frequently than once in any thirty (30) day period, of no less than $20,000.00, and upon (i) the receipt by Beneficiary of a written request from Grantor for disbursement from the Immediate Repairs Escrow in the form reasonably satisfactory to Beneficiary, (ii) the delivery to Beneficiary of invoices, receipts or other evidence satisfactory to Beneficiary, verifying the cost of Immediate Repairs Costs and the performance of the Immediate Repairs and evidence of payment of any prior disbursements for which evidence of payment has not been received by Beneficiary; (iii) for disbursement requests related to contracts or improvements in excess of $20,000.00, the delivery to Beneficiary of affidavits, lien waivers or other evidence reasonably satisfactory to Beneficiary showing that all materialmen, laborers, subcontractors and repairs highlighted any other parties who might or could claim statutory or common law liens and are furnishing or have furnished material or labor to the Property have waived all liens conditioned only on payment; (iv) for disbursement requests related to contracts or improvements in excess of $100,000.00, delivery to Beneficiary of a certification from a Work Inspector confirming the completion of such Immediate Repairs in accordance with applicable plans and Governmental Requirements and the value of the completed Immediate Repairs; (v) for disbursement requests related to contracts or improvements in excess of $100,000.00, Beneficiary having preapproved in writing, in its reasonable discretion, any construction contract for which Grantor is seeking a disbursement for under this Section 2.14(l); and (vi) the delivery to Beneficiary of a new (or amended) certificate of occupancy for the for the applicable space to which such Immediate Repairs relate, upon completion of such space or such earlier time as a new (or amended) certificate of occupancy is required by law,, or a certification acceptable to Beneficiary by the Work Inspector that no new (or amended) certificate of occupancy is required. In making any disbursement from the Immediate Repairs Escrow, Beneficiary shall be entitled to rely on such request from Grantor without any inquiry into the accuracy, validity or contestability of any such amount. Beneficiary, at Grantor’s cost and expense shall have the right to inspect the Immediate Repairs. The insufficiency of funds in the Immediate Repairs Escrow shall not relieve Grantor from its obligation to fulfill all preservation and maintenance covenants in the Loan Documents. (3) Grantor hereby grants to Beneficiary a power-of-attorney, coupled with an asterisk on Exhibit O attached hereto no later than December 31interest, 2005. Tenant shall use commercially reasonable efforts to complete cause the balance work and obligations covered by this Section 2.14(l) to be completed, performed, remediated and corrected to the satisfaction of the improvements Beneficiary and repairs on Exhibit O attached hereto within timeframes during which a prudent owner/operator in accordance with this Deed of membership campgrounds would make such improvements and repairs. Tenant shall perform each Immediate Repair Trust upon Grantor’s failure to do so in accordance with the terms and provisions of paragraph 23 conditions of this Lease Deed of Trust, subject to any applicable notice and upon completion of such cure periods, and to apply the amounts on deposit in the Immediate RepairRepairs Escrow to the costs associated therewith, Tenant shall provide Landlord with final lien waivers for all trades as Beneficiary may determine in its sole and materials and evidence satisfactory to Landlord that such Immediate Repair has been fully completed. Landlord shall have no absolute discretion but without obligation to pay any costs for such Immediate Repairs and Tenant shall pay all costs of such Immediate Repairs in full. If Tenant fails to complete any Immediate Repair within the time frame specified in this paragraph 34(b), then upon ten (10) Business Days prior written notice to Tenant, Landlord may complete such Immediate Repair and Tenant shall pay Landlord as Additional Rent forthwith (and in any event within thirty (30) days) after being billed for same by Landlord the cost thereof plus an administrative fee of five percent (5%) of such cost, which ▇▇▇▇ shall be accompanied by reasonable supporting documentation. Such amounts shall bear interest at the Overdue Rate from the date of expenditure by Landlord to the date of repayment by Tenant. Tenant shall remain responsible for any increased costs to repair such Immediate Repair in excess of the amount set forth on Exhibit O and such increased amount shall bear interest at the Overdue Ratedo so.

Immediate Repairs. Tenant Borrower shall perform the Immediate Repairs in a good and workmanlike manner, and shall complete those improvements and repairs highlighted with an asterisk each of the Immediate Repairs on Exhibit O or before the respective deadline for each repair as set forth on Schedule I hereto (it being acknowledged that, to the extent any of the Immediate Repairs cannot be completed within the timeframes set forth on Schedule I attached hereto no later than December 31despite Borrower exercising diligent good faith efforts to meet the applicable deadlines, 2005. Tenant Lender shall use commercially reasonable not unreasonably withhold its consent to extend the applicable deadlines for such time as is necessary for Borrower to complete the applicable work provided that (and for so long as) Borrower continues to exercise good faith diligent efforts to complete the balance of applicable work and no Material Adverse Effect is reasonably likely to occur in connection with Borrower’s failure to complete the improvements applicable work within the above referenced timeframes). To the extent that any Claimed Water Leaks exist and/or have caused any damage at the Property, Borrower shall work with the NYC DCAS to satisfy any concerns they have with the Claimed Water Leaks and repairs on Exhibit O attached hereto within timeframes during which a prudent owner/operator of membership campgrounds would make such improvements and repairs. Tenant shall perform each Immediate Repair repairs to the Claimed Water Leaks in accordance with a good and workmanlike manner, and shall complete repairs to the terms and provisions of paragraph 23 of this Lease and upon completion of Claimed Water Leaks within six (6) months from the Closing Date (it being acknowledged that, to the extent the Claimed Water Leaks cannot be completed within such Immediate Repairtimeframe despite Borrower exercising diligent good faith efforts to meet such deadline, Tenant Lender shall provide Landlord with final lien waivers for all trades and materials and evidence satisfactory not unreasonably withhold its consent to Landlord that such Immediate Repair has been fully completed. Landlord shall have no obligation to pay any costs extend the deadline for such Immediate Repairs and Tenant shall pay all costs of such Immediate Repairs in full. If Tenant fails time as is necessary for Borrower to complete any Immediate Repair the work, provided that (and for so long as) Borrower continues to exercise good faith diligent efforts to complete the work and no Material Adverse Effect is reasonably likely to occur in connection with Borrower’s failure to complete the work within the time frame specified in this paragraph 34(babove referenced timeframe), then upon ten (10) Business Days prior written notice to Tenant, Landlord may complete such Immediate Repair and Tenant shall pay Landlord as Additional Rent forthwith (and in any event within thirty (30) days) after being billed for same by Landlord the cost thereof plus an administrative fee of five percent (5%) of such cost, which ▇▇▇▇ shall be accompanied by reasonable supporting documentation. Such amounts shall bear interest at the Overdue Rate from the date of expenditure by Landlord to the date of repayment by Tenant. Tenant shall remain responsible for any increased costs to repair such Immediate Repair in excess of the amount set forth on Exhibit O and such increased amount shall bear interest at the Overdue Rate.