A PERIOD OF
FIVE (5) BUSINESS DAYS AFTER BORROWER'S RECEIPT OF WRITTEN NOTICE THEREOF FROM
LENDER, WITHOUT IN ANY WAY LIMITING LENDER'S RIGHT TO EXERCISE ANY OF ITS
RIGHTS, POWERS OR REMEDIES AS PROVIDED HEREUNDER, OR UNDER ANY OF THE OTHER LOAN
DOCUMENTS, LENDER MAY, BUT SHALL HAVE NO OBLIGATION TO, PERFORM, OR CAUSE
PERFORMANCE OF, SUCH COVENANT OR OBLIGATION, AND ALL COSTS, EXPENSES,
LIABILITIES, PENALTIES AND FINES OF LENDER INCURRED OR PAID IN CONNECTION
THEREWITH SHALL BE PAYABLE BY BORROWER TO LENDER UPON DEMAND AND IF NOT PAID
SHALL BE ADDED TO THE DEBT (AND TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS,
SECURED BY THE SECURITY INSTRUMENT AND OTHER LOAN DOCUMENTS) AND SHALL BEAR
INTEREST THEREAFTER AT THE DEFAULT RATE. NOTWITHSTANDING THE FOREGOING, LENDER
SHALL HAVE NO OBLIGATION TO SEND NOTICE TO BORROWER OF ANY SUCH FAILURE.
ADDITIONALLY, DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, LENDER SHALL HAVE
THE RIGHT, BUT NOT THE OBLIGATION, TO MAKE ANY PROTECTIVE ADVANCE (HEREINAFTER
DEFINED) (PROVIDED, HOWEVER, THAT LENDER WILL ONLY MAKE SUCH PROTECTIVE ADVANCE
FROM ITS OWN FUNDS IF THERE ARE INSUFFICIENT FUNDS IN THE CASH MANAGEMENT
ACCOUNTS),
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AND THE SAME SHALL BE ADDED TO THE DEBT (AND TO THE EXTENT PERMITTED UNDER
APPLICABLE LAWS, SECURED BY THE SECURITY INSTRUMENT AND OTHER LOAN DOCUMENTS)
AND SHALL BEAR INTEREST THEREAFTER AT THE DEFAULT RATE. AS USED HEREIN,
"PROTECTIVE ADVANCE" MEANS ALL SUMS ADVANCED FOR THE PURPOSE OF PAYMENT OF REAL
ESTATE TAXES (INCLUDING SPECIAL PAYMENTS IN LIEU OF REAL ESTATE TAXES),
MAINTENANCE COSTS, INSURANCE PREMIUMS, OPERATING EXPENSES, TRADE PAYABLES OR
OTHER ITEMS WITH RESPECT TO THE PROPERTY (INCLUDING CAPITAL ITEMS) REASONABLY
NECESSARY TO PROTECT THE PROPERTY OR ANY OTHER SECURITY GIVEN FOR THE LOAN OR TO
PRESERVE ANY OF LENDER'S RIGHTS OR REMEDIES UNDER THE LOAN DOCUMENTS.
9.
SPECIAL PROVISIONS
9.1
SALE OF NOTE AND SECONDARY MARKET TRANSACTION.
9.1.1
GENERAL; BORROWER COOPERATION. LENDER SHALL HAVE THE RIGHT AT ANY
TIME AND FROM TIME TO TIME (I) TO SELL OR OTHERWISE TRANSFER THE LOAN OR ANY
PORTION THEREOF OR THE LOAN DOCUMENTS OR ANY INTEREST THEREIN TO ONE OR MORE
INVESTORS, (II) TO SELL PARTICIPATION INTERESTS IN THE LOAN TO ONE OR MORE
INVESTORS OR (III) TO SECURITIZE THE LOAN OR ANY PORTION THEREOF IN A SINGLE
ASSET SECURITIZATION OR A POOLED LOAN SECURITIZATION OF RATED SINGLE OR
MULTI-CLASS SECURITIES (THE "SECURITIES") SECURED BY OR EVIDENCING OWNERSHIP
INTERESTS IN THE NOTE AND THE SECURITY INSTRUMENT (EACH SUCH SALE, ASSIGNMENT,
PARTICIPATION AND/OR SECURITIZATION IS REFERRED TO HEREIN AS A "SECONDARY MARKET
TRANSACTION"). IN CONNECTION WITH ANY SECONDARY MARKET TRANSACTION, BORROWER
SHALL USE ALL REASONABLE EFFORTS AND COOPERATE FULLY AND IN GOOD FAITH WITH
LENDER AND OTHERWISE ASSIST LENDER IN SATISFYING THE MARKET STANDARDS TO WHICH
LENDER CUSTOMARILY ADHERES OR WHICH MAY BE REASONABLY REQUIRED IN THE
MARKETPLACE OR BY THE RATING AGENCIES IN CONNECTION WITH ANY SUCH SECONDARY
MARKET TRANSACTIONS, INCLUDING: (A) TO (I) TO PROVIDE SUCH FINANCIAL AND OTHER
INFORMATION WITH RESPECT TO THE PROPERTY, BORROWER AND ITS AFFILIATES, MANAGER
AND