will refuse to make the Loan in the absence of strict compliance with any
or all thereof and no other Person shall under any circumstances be deemed to be
a beneficiary of such conditions, any or all of which may be freely waived in
whole or in part by Lender if, in Lender's sole discretion, Lender deems it
advisable or desirable to do so.
(C)
THE GENERAL PARTNERS, MEMBERS, PRINCIPALS AND (IF BORROWER IS A
TRUST) BENEFICIAL OWNERS OF BORROWER ARE EXPERIENCED IN THE OWNERSHIP AND
OPERATION OF PROPERTIES SIMILAR TO ANY PROPERTY, AND BORROWER AND LENDER ARE
RELYING SOLELY UPON SUCH EXPERTISE AND BUSINESS PLAN IN CONNECTION WITH THE
OWNERSHIP AND OPERATION OF ANY PROPERTY.
BORROWER IS NOT RELYING ON LENDER'S
EXPERTISE, BUSINESS ACUMEN OR ADVICE IN CONNECTION WITH ANY PROPERTY.
(D)
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, LENDER
IS NOT UNDERTAKING THE PERFORMANCE OF (I) ANY OBLIGATIONS UNDER THE LEASES; OR
(II) ANY OBLIGATIONS WITH RESPECT TO SUCH AGREEMENTS, CONTRACTS, CERTIFICATES,
INSTRUMENTS, FRANCHISES, PERMITS, TRADEMARKS, LICENSES AND OTHER DOCUMENTS.
(E)
BY ACCEPTING OR APPROVING ANYTHING REQUIRED TO BE OBSERVED,
PERFORMED OR FULFILLED OR TO BE GIVEN TO LENDER PURSUANT TO THIS AGREEMENT, THE
MORTGAGES, THE NOTE OR THE OTHER LOAN DOCUMENTS, INCLUDING, WITHOUT LIMITATION,
ANY OFFICER'S CERTIFICATE, BALANCE SHEET, STATEMENT OF PROFIT AND LOSS OR OTHER
FINANCIAL STATEMENT, SURVEY, APPRAISAL, OR INSURANCE POLICY, LENDER SHALL NOT BE
DEEMED TO HAVE WARRANTED, CONSENTED TO, OR AFFIRMED THE SUFFICIENCY, THE
LEGALITY OR EFFECTIVENESS OF SAME, AND SUCH ACCEPTANCE OR APPROVAL THEREOF SHALL
NOT CONSTITUTE ANY WARRANTY OR AFFIRMATION WITH RESPECT THERETO BY LENDER.
(F)
BORROWER RECOGNIZES AND ACKNOWLEDGES THAT IN ACCEPTING THIS
AGREEMENT, THE NOTE, THE MORTGAGES AND THE OTHER LOAN DOCUMENTS, LENDER IS
EXPRESSLY AND PRIMARILY RELYING ON THE TRUTH AND ACCURACY OF THE REPRESENTATIONS
AND WARRANTIES SET FORTH IN ARTICLE 4 OF THIS AGREEMENT WITHOUT ANY OBLIGATION
TO INVESTIGATE ANY PROPERTY AND NOTWITHSTANDING ANY INVESTIGATION OF ANY
PROPERTY BY LENDER; THAT SUCH RELIANCE EXISTED ON THE PART OF LENDER PRIOR TO
THE DATE HEREOF, THAT THE WARRANTIES AND REPRESENTATIONS ARE A MATERIAL
INDUCEMENT TO LENDER IN MAKING THE LOAN; AND THAT LENDER WOULD NOT BE WILLING TO
MAKE THE LOAN AND ACCEPT THIS AGREEMENT, THE NOTE, THE MORTGAGES AND THE OTHER
LOAN DOCUMENTS IN THE ABSENCE OF THE WARRANTIES AND REPRESENTATIONS AS SET FORTH
IN ARTICLE 4 OF THIS AGREEMENT.
Section 20.8.
PUBLICITY
All news releases, publicity or advertising by Borrower or its Affiliates
through any media intended to reach the general public which refers to the Loan,
Lender, Banc of America Securities LLC, or any of their Affiliates shall be
subject to the prior written approval of Lender, not to be unreasonably
withheld.
Lender shall be permitted to make any news, releases, publicity or
advertising by Lender or its Affiliates through any media intended to reach the
general public which refers to the Loan, any Property, Borrower, Borrower
Principal and their respective Affiliates without the approval of Borrower or
any such Persons.
Borrower also agrees that