6, 2006 IN OFFICIAL
RECORDS BOOK 15227 PAGE 534 OF THE PUBLIC RECORDS OF PINELLAS COUNTY, FLORIDA
BETWEEN SELLER AND FEDERAL HOME LOAN MORTGAGE CORPORATION AND (B) THAT CERTAIN
MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT DATED JUNE 30,
2006 AND RECORDED ON JULY 6, 2006 IN OFFICIAL RECORDS BOOK 15227 PAGE 605 OF THE
PUBLIC RECORDS OF PINELLAS COUNTY, FLORIDA BETWEEN SELLER AND CAPMARK FINANCE
INC. (COLLECTIVELY, THE "ASSUMED MORTGAGE") AND CERTAIN OTHER SECURITY AND
RELATED DOCUMENTS IN CONNECTION WITH THE LOAN (COLLECTIVELY, THE "ASSUMED
ENCUMBRANCES").
THE LOAN IS EVIDENCED BY (X) THAT CERTAIN PROMISSORY NOTE DATED
JUNE 30, 2006 IN THE STATED PRINCIPAL AMOUNT OF $4,039,568.00 AND (Y) THAT
CERTAIN PROMISSORY NOTE DATED JUNE 30, 2006 IN THE STATED PRINCIPAL AMOUNT OF
$3,050,000.00 (COLLECTIVELY, THE "NOTE," AND TOGETHER WITH THE ASSUMED MORTGAGE,
THE ASSUMED ENCUMBRANCES AND ANY OTHER DOCUMENTS EXECUTED BY SELLER IN
CONNECTION WITH THE LOAN WHICH ARE PROVIDED TO PURCHASER ON OR BEFORE THE
EFFECTIVE DATE, THE "ASSUMED LOAN DOCUMENTS"), EXECUTED BY SELLER AND PAYABLE TO
THE ORDER OF THE LENDERS.
PURCHASER ACKNOWLEDGES THAT PRIOR TO THE EFFECTIVE
DATE, SELLER HAS DELIVERED TO PURCHASER (IN THE SAME MANNER IN WHICH SELLER IS
PERMITTED TO MAKE THE MATERIALS AVAILABLE TO PURCHASER UNDER SECTION 3.5.1)
EXECUTED COPIES OF THE ASSUMED LOAN DOCUMENTS.
WITHIN THREE (3) BUSINESS DAYS
AFTER THE EFFECTIVE DATE, SELLER SHALL MAKE A WRITTEN REQUEST TO THE LENDER THAT
LENDER PROVIDE SELLER AND PURCHASER WITH PAYOFF STATEMENTS OR THE LIKE FROM
LENDER AS TO THE TOTAL AMOUNTS DUE AND OWING TO LENDER, NOTING THE OUTSTANDING
PRINCIPAL AMOUNT, AND ALL OTHER SUMS DUE UNDER THE LOAN, THE DATE TO WHICH
INTEREST HAS BEEN PAID, AND THE BALANCE ON DEPOSIT WITH THE LENDER FOR ALL
ESCROWS AND RESERVES WITH RESPECT TO THE LOAN.
UPON RECEIPT BY SELLER FROM THE
LENDER OF SUCH PAYOFF STATEMENTS OR THE LIKE, SELLER SHALL DELIVER A COPY
THEREOF TO PURCHASER.
4.5.2
PURCHASER AGREES THAT, AT THE CLOSING, (A) PURCHASER SHALL ASSUME
SELLER'S OBLIGATIONS UNDER THE NOTE AND ALL OF THE OTHER ASSUMED LOAN DOCUMENTS
AND ACCEPT TITLE TO THE PROPERTY SUBJECT TO THE ASSUMED MORTGAGE AND THE ASSUMED
ENCUMBRANCES, AND (B) THE LENDER SHALL RELEASE SELLER, AS WELL AS ANY GUARANTORS
(INCLUDING AIMCO PROPERTIES, L.P.) AND OTHER OBLIGATED PARTIES UNDER THE ASSUMED
LOAN DOCUMENTS, FROM ALL OBLIGATIONS UNDER THE ASSUMED LOAN DOCUMENTS (AND ANY
RELATED GUARANTEES OR LETTERS OF CREDIT), INCLUDING, WITHOUT LIMITATION, ANY
OBLIGATION TO MAKE PAYMENTS OF PRINCIPAL AND INTEREST UNDER THE NOTE
(COLLECTIVELY, THE FOREGOING (A) AND (B) REFERRED TO HEREIN AS THE "LOAN
ASSUMPTION AND RELEASE").
PURCHASER ACKNOWLEDGES AND AGREES THAT (X) CERTAIN OF THE
PROVISIONS OF THE ASSUMED LOAN DOCUMENTS MAY HAVE BEEN NEGOTIATED FOR THE
EXCLUSIVE BENEFIT OF SELLER, AIMCO OR THEIR RESPECTIVE AFFILIATES (SUCH
PROVISIONS, WHICH ARE REFERENCED ON SCHEDULE 7 HERETO ARE HEREIN CALLED THE
"SPECIFIC AIMCO PROVISIONS"), AND (Y) AT THE OPTION OF THE LENDER IN LENDER'S
SOLE AND ARBITRARY DISCRETION, LENDER MAY ELECT TO DELETE ONE OR MORE OF THE
SPECIFIC