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<br />8 <br />Error! Unknown document property name. <br />Section 4.07. Additional Documents. Borrower will, upon the demand of the Lender, from time <br />to time and at any time, deliver to the Lender updated and recertified copies of the Construction and Other <br />Documents. <br />Section 4.08. No Prior Liens. Borrower will not grant a security interest in, or create, permit to be <br />created or allow to exist any liens, charges or encumbrances on the Project other than the Permitted <br />Encumbrances as described on Exhibit B and other loans as described and permitted in any master <br />disbursement agreement for the Project. <br />Section 4.09. Books and Records. Borrower will establish and maintain accurate and complete <br />books, accounts and records pertaining to the Project in manner acceptable to the Lender, Metropolitan <br />Council, and Title. The Lender, Metropolitan Council, and Title, and their representatives, shall have the <br />right but not the obligation, at all reasonable times to inspect, examine and copy all books and records of <br />Borrower relating to the Project and to inspect all work done, labor performed and material furnished in or <br />about the Project. Notwithstanding the foregoing, Borrower shall be responsible for making inspections to <br />the Project during the course of construction and shall determine to its own satisfaction that the work done <br />or materials supplied by all contractors have been properly supplied in accordance with the applicable <br />contract. Borrower will hold the Lender and Metropolitan Council harmless and neither the Lender nor <br />Metropolitan Council shall have and has no liability or obligation of any kind to Borrower or creditors of <br />Borrower, in connection with any defective, improper or inadequate workmanship or material brought in <br />or related to the Project, or any mechanic’s liens arising as a result of such workmanship or materials. <br />Section 4.10. Changes in the Work. Borrower shall not permit changes in the Construction Plans <br />reasonably estimated to cost in excess of $100,000.00 in any one subcontract or in excess of $500,000.00 <br />under the overall Construction Contract without the Lender’s prior written approval, which approval will <br />not be unreasonably withheld. If Borrower desires to make any change in the Construction Plans that alter <br />or affect the site plan, exterior materials, colors or elevation of the structure, or signage, Borrower shall <br />submit the proposed change to the Lender for its approval. The Lender shall reasonably approve or reject <br />the proposed change and notify Borrower in writing within five (5) days after receipt of the notice of such <br />change. The Lender shall approve any addition to the Project that complies with the requirements for the <br />Construction Plans, provided Borrower shall update the Project Budget to account for the change and <br />contribute sufficient additional funds to pay the Construction Costs attributable to the change. <br />Section 4.11. Taxes and Assessments. Borrower shall pay and discharge, when due, all taxes, <br />assessments and other government charges upon the Project, as well as claims for labor and materials which, <br />if unpaid, might by law become a lien or charge upon the Project; provided, that any such taxes, <br />assessments, charges or claims need not be paid so long as Borrower is contesting such payment in good <br />faith by appropriate proceedings which avoid foreclosure of liens securing such items. Borrower and the <br />Lender agree that, notwithstanding the foregoing, special assessments on the Premises arising out of <br />improvements made thereon in connection with the development of the same will be paid by Borrower in <br />annual installments and will be permitted encumbrances so long as the same are not delinquent. <br />Section 4.12. Expenses of the Project. Borrower shall pay the following costs and expenses in <br />connection with the Project: all hazard and liability insurance premiums, title insurance premiums and <br />servicing fees, bond premiums, recording and filing fees, mortgage registration taxes and the fees and <br />disbursements of counsel for the Lender in the exercise of any right or remedy available to it under this <br />Agreement or otherwise by law or equity. <br />Section 4.13. Evidence of Insurance. Borrower shall at all times maintain in effect and furnish the <br />Lender with policies of and proof of payment of premiums on the insurance policies described in Article 1 <br />hereof.