of its
obligations under any Owner Document, the Guaranty or any Sponsor Document; or
(g) any other circumstance, happening or omission whatsoever.
Section 3.17 Waivers and Consents. THE SPONSOR AGREES TO BE BOUND BY THIS
AGREEMENT AND, TO THE EXTENT PERMITTED BY LAW, (A) WAIVES AND RENOUNCES ANY AND
ALL REDEMPTION AND EXEMPTION RIGHTS AND THE BENEFIT OF ALL VALUATION AND
APPRAISAL PRIVILEGES (EXCEPT AS EXPRESSLY PROVIDED IN THE SPONSOR DOCUMENTS)
AGAINST THE INDEBTEDNESS AND OBLIGATIONS EVIDENCED BY THIS AGREEMENT AND THE
OTHER SPONSOR DOCUMENTS OR BY ANY EXTENSION OR RENEWAL OF THIS AGREEMENT AND THE
OTHER SPONSOR DOCUMENTS; (B) WAIVES PRESENTMENT AND DEMAND FOR PAYMENT, NOTICES
OF NONPAYMENT AND OF DISHONOR, PROTEST OF DISHONOR AND NOTICE OF PROTEST;
(C) WAIVES ALL NOTICES IN CONNECTION WITH THE DELIVERY AND ACCEPTANCE OF THIS
AGREEMENT AND THE OTHER SPONSOR DOCUMENTS AND ALL OTHER NOTICES IN CONNECTION
WITH THE PERFORMANCE, DEFAULT OR ENFORCEMENT OF THE PAYMENT OF ANY OBLIGATIONS
UNDER THIS AGREEMENT AND THE OTHER SPONSOR DOCUMENTS EXCEPT AS REQUIRED BY THIS
AGREEMENT OR THE OTHER SPONSOR DOCUMENTS; (D) AGREES THAT ITS LIABILITIES UNDER
THIS AGREEMENT AND THE OTHER SPONSOR DOCUMENTS SHALL BE UNCONDITIONAL AND
WITHOUT REGARD TO THE LIABILITY OF ANY OTHER PERSON AND (E) AGREES THAT ANY
CONSENT, WAIVER OR FORBEARANCE UNDER THIS AGREEMENT AND THE OTHER SPONSOR
DOCUMENTS WITH RESPECT TO AN EVENT SHALL OPERATE ONLY FOR SUCH EVENT AND NOT FOR
ANY SUBSEQUENT EVENT.
Section 3.18 Subrogation. The Sponsor acknowledges that, to the extent of any
payment made by Freddie Mac in accordance with the Series Certificate Agreement
pursuant to the Credit Enhancement or the Liquidity Facility and for which
Freddie Mac has not been reimbursed, Freddie Mac is to be fully subrogated, to
the extent of such payment and any
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additional interest due on any late payment, to the rights of the Sponsor to any
moneys paid or payable under the applicable Bonds, the Certificates or the
related Hedge and all security therefor under the Owner Documents and the
Sponsor Documents, including the Bond Mortgage. The Sponsor agrees to such
subrogation and further agrees to execute such instruments and to take such
actions as, in the judgment of Freddie Mac, are necessary to evidence such
subrogation and to perfect the rights of Freddie Mac to the extent necessary to
provide reimbursement hereunder.
Section 3.19 Substitution. The Sponsor may at its option (subject to the
conditions set forth below) substitute at any time, and from time to time, one
issue of multifamily housing revenue bonds (each, a "Substitute Bond") for
(a) an issue of Bonds with respect to which a Bond Event of Default exists, or
(b) a Pre-Selected Bond, solely if the Sponsor has elected to effect a
substitution of such Pre-Selected Bond in connection with the sale of the
related Pre-Selected Mortgaged Property pursuant to Section 3.26 hereof. The
Bonds available to be substituted for in accordance with the foregoing sentence
(each, a "Released Bond") shall be released from the Series Certificate
Agreement in accordance