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(q) Zoning Matters. Deliver to Lender evidence that Borrower has <br /> obtained municipal and zoning approval necessary to complete the Improvements, <br /> including, without limitation, compliance with any signage ordinances. <br /> (r) Disbursing Agreement. Deliver the Disbursing Agreement, <br /> executed by Borrower and Title, to Lender. <br /> (s) Program Fee. Deliver to Lender the program fee of$ .00. <br /> Lender may waive any of the above requirements in its sole discretion. <br /> 5. Disbursement of Loan. Upon receipt by Lender of the items required <br /> pursuant to paragraph 4 above and confirmation from Title that Title is prepared to issue <br /> the mortgagee's title insurance policy as required herein, Lender agrees to disburse the <br /> Loan proceeds to Title. <br /> 6. Rebates. Pursuant to the Energy Efficiency Improvement Program, <br /> Lender expects to receive certain rebates (the "Rebates")relating to the energy efficiency <br /> improvements made by Borrower to the Loan Property. By executing this Agreement, <br /> Borrower assigns and Lender assumes all right and title to proceeds from any Rebate <br /> arising from the Improvements. Borrower will execute any documentation reasonably <br /> necessary to effectuate such assignment and will otherwise assist Lender in a timely <br /> manner to obtain any available Rebate. All proceeds of the Rebates received by Lender <br /> will be applied to the outstanding principal balance of this Note as set forth therein. <br /> 7. Access to Loan Property. Lender and its respective representatives shall <br /> have at all reasonable times the right to enter and have free access to the Project and the <br /> Loan Property and the right to inspect all work done, labor performed and material <br /> furnished in connection therewith. <br /> 8. Books and Records. Borrower agrees to maintain accurate and complete <br /> books, accounts and records in regard to the Loan Property in a manner reasonably <br /> acceptable to Lender. Lender and its representatives shall have the right to inspect, <br /> examine and copy all such books and records of Borrower and Borrower shall, at <br /> Lender's request, furnish such information as Lender may reasonably demand. <br /> 9. Encumbrances and Transfer. Borrower agrees not to sell, transfer, lease or <br /> convey the Loan Property or any part thereof, or any interest therein, or further encumber <br /> the Loan Property or any part thereof, in any manner, without written consent of Lender <br /> which consent may be granted or withheld in the sole discretion of Lender. This <br /> requirement shall apply to each and every sale, transfer, lease, conveyance or <br /> encumbrance, whether voluntary or involuntary and whether or not Lender has consented <br /> to any such prior sale, transfer, lease, conveyance or encumbrance. <br /> 10. Time of Essence. Time is of the essence in the performance of this <br /> Agreement. <br /> -6- <br />