UNENFORCEABILITY WITHOUT
INVALIDATING THE REMAINING PROVISIONS HEREOF, AND ANY SUCH PROHIBITION OR
UNENFORCEABILITY IN ANY JURISDICTION SHALL NOT INVALIDATE OR RENDER
UNENFORCEABLE SUCH PROVISION IN ANY OTHER JURISDICTION.
16.
INTEGRATION.
THIS FIRST AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT
THE AGREEMENT OF THE BORROWER, THE GUARANTOR, THE ADMINISTRATIVE AGENT AND THE
BANKS WITH RESPECT TO THE SUBJECT MATTER HEREOF, AND THERE ARE NO PROMISES,
UNDERTAKINGS, REPRESENTATIONS OR WARRANTIES BY THE ADMINISTRATIVE AGENT OR ANY
LENDER RELATIVE TO THE SUBJECT MATTER HEREOF NOT EXPRESSLY SET FORTH OR REFERRED
TO HEREIN OR IN THE OTHER LOAN DOCUMENTS.
17.
GOVERNING LAW.
THIS FIRST AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE
PARTIES UNDER THIS FIRST AMENDMENT SHALL BE
6
GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE
STATE OF NEW YORK.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
7
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be
duly executed and delivered by their proper and duly authorized officers as of
the day and year first above written.
iSTAR FINANCIAL INC., a Maryland corporation
By:
/s/ James D. Burns
Name:
James D. Burns
Title:
Executive Vice President and
Treasurer
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent and a Bank
By:
/s/ Charles E. Hoagland
Name:
Charles E. Hoagland
Title:
Vice President