NOT ENTITLE BORROWER TO ANY CREDIT
AGAINST THE DEBT.
(C)
BORROWER ACKNOWLEDGES AND AGREES THAT IN
THE EVENT THE ELECTION IS EXERCISED IN FAVOR OF BORROWER REMAINING IN
POSSESSION, BORROWER'S RESULTING RIGHTS UNDER THE APPLICABLE GROUND LEASE, AS
ADJUSTED BY THE EFFECT OF SECTION 365 OF THE BANKRUPTCY ACT, SHALL THEN BE PART
OF THE PROPERTY AND SHALL BE SUBJECT TO THE LIENS CREATED BY THIS AGREEMENT, THE
MORTGAGE AND THE OTHER LOAN DOCUMENTS.
THE LIENS IN FAVOR OF LENDER UNDER THIS
AGREEMENT, THE MORTGAGE AND THE OTHER LOAN DOCUMENTS SHALL ATTACH TO ALL OF
BORROWER'S RIGHTS AND REMEDIES AT ANY TIME ARISING UNDER OR PURSUANT TO SECTION
365 OF THE BANKRUPTCY CODE, INCLUDING, WITHOUT LIMITATION, ALL OF BORROWER'S
RIGHTS TO REMAIN IN POSSESSION OF THE PROPERTY.
5.36
BORROWER'S (TENANT'S) BANKRUPTCY.
(A)
IF THERE SHALL BE FILED BY OR AGAINST
BORROWER A PETITION UNDER THE BANKRUPTCY ACT, AND BORROWER, AS THE TENANT UNDER
EACH GROUND LEASE, SHALL DETERMINE TO REJECT ANY GROUND LEASE PURSUANT TO
SECTION 365(A) OF THE BANKRUPTCY ACT, THEN BORROWER SHALL GIVE LENDER NOT LESS
THAN TEN (10) DAYS' PRIOR NOTICE OF THE DATE ON WHICH BORROWER SHALL APPLY TO
THE BANKRUPTCY COURT FOR AUTHORITY TO REJECT SUCH GROUND LEASE.
LENDER SHALL
HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO SERVE UPON BORROWER WITHIN SUCH
10-DAY PERIOD A NOTICE STATING THAT (I) LENDER
55
DEMANDS THAT BORROWER ASSUME AND ASSIGN SUCH GROUND LEASE TO LENDER PURSUANT TO
SECTION 365 OF THE BANKRUPTCY ACT AND (II) LENDER AGREES TO CURE OR PROVIDE
ADEQUATE ASSURANCE OF PROMPT CURE OF ALL DEFAULTS AND PROVIDE ADEQUATE ASSURANCE
OF FUTURE PERFORMANCE UNDER SUCH GROUND LEASE.
IF LENDER SERVES UPON BORROWER
THE NOTICE DESCRIBED IN THE PRECEDING SENTENCE, BORROWER SHALL NOT SEEK TO
REJECT SUCH GROUND LEASE, SHALL (IF REQUIRED BY APPLICABLE LAW) SEEK THE
APPROVAL OF THE PRESIDING COURT TO SUCH ASSIGNMENT AND ASSUMPTION AND SHALL
COMPLY WITH THE DEMAND PROVIDED FOR IN CLAUSE (I) OF THE PRECEDING SENTENCE
WITHIN THIRTY (30) DAYS AFTER THE NOTICE SHALL HAVE BEEN GIVEN, SUBJECT TO (IF
REQUIRED BY APPLICABLE LAW) APPROVAL OF SUCH COURT AND TO THE PERFORMANCE BY
LENDER OF THE AGREEMENT PROVIDED FOR IN CLAUSE (II) OF THE PRECEDING SENTENCE.
(B)
EFFECTIVE UPON THE ENTRY OF AN ORDER FOR
RELIEF IN RESPECT OF BORROWER UNDER THE BANKRUPTCY ACT, BORROWER HEREBY ASSIGNS
AND TRANSFERS TO LENDER A NON-EXCLUSIVE RIGHT TO APPLY TO THE BANKRUPTCY COURT
UNDER SECTION 365(D)(4) OF THE BANKRUPTCY ACT FOR AN ORDER EXTENDING THE PERIOD
DURING WHICH THE APPLICABLE GROUND LEASE MAY BE REJECTED OR ASSUMED.
6.
NOTICES AND REPORTING
6.1
NOTICES.
ALL NOTICES, CONSENTS, APPROVALS AND
REQUESTS REQUIRED OR PERMITTED HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT (A
"NOTICE") SHALL BE GIVEN IN WRITING AND SHALL BE EFFECTIVE FOR ALL PURPOSES IF
EITHER HAND DELIVERED WITH RECEIPT ACKNOWLEDGED, OR BY A NATIONALLY RECOGNIZED
OVERNIGHT DELIVERY SERVICE (SUCH AS FEDERAL EXPRESS), OR BY CERTIFIED OR
REGISTERED UNITED STATES MAIL, RETURN RECEIPT REQUESTED, POSTAGE PREPAID, OR BY
FACSIMILE AND CONFIRMED BY