BY IT, IN RESPONDING TO
LENDER'S REQUIREMENTS FOR COOPERATION HEREUNDER), IF LENDER IS CONSIDERING THE
TERMINATION OF THE CROSS COLLATERALIZATION AND CROSS DEFAULT OF THE LOAN AND
LOAN DOCUMENTS WITH ANY OF THE CROSSED LOANS, INCLUDING, BUT NOT LIMITED TO (X)
AMENDING THIS LOAN AGREEMENT AND THE OTHER LOAN DOCUMENTS AS MAY BE REQUIRED BY
LENDER TO EFFECTUATE SUCH TERMINATION OF THE CROSS COLLATERALIZATION AND CROSS
DEFAULT PROVISIONS THEREOF, AND (Y) UPDATING AND/OR ENDORSING THE TITLE
INSURANCE POLICIES (AT LENDER'S COST AS TO ADDITIONAL PREMIUM CHARGES, IF ANY)
TO REFLECT THE CONTINUATION OF THE FIRST PRIORITY LIEN OF THIS LOAN AGREEMENT.
(H)
IN THE EVENT THE LOAN IS REPAID OR DEFEASED
IN FULL IN ACCORDANCE WITH THE PROVISIONS OF THIS LOAN AGREEMENT AND THE OTHER
LOAN DOCUMENTS, THEN PROVIDED NO EVENT OF DEFAULT THEN EXISTS HEREUNDER, AND NO
"EVENT OF DEFAULT" (AS DEFINED IN ANY OF THE OTHER CROSSED LOAN AGREEMENTS)
EXISTS UNDER ANY OF THE OTHER CROSSED LOAN DOCUMENTS, THE CROSS
COLLATERALIZATION AND CROSS DEFAULT OF THE LOAN AND LOAN DOCUMENTS WITH THE
OTHER CROSSED LOANS SHALL TERMINATE AND ALL THE OTHER CROSSED LOANS SHALL BE
DEEMED EXCLUDED LOANS WITH RESPECT TO THE LOAN AND THE PROVISIONS OF SECTION
2.11(G)(I)-(VII) ABOVE SHALL BECOME AUTOMATICALLY APPLICABLE WITH RESPECT
THERETO.
NOTWITHSTANDING THE FOREGOING, THE LOAN SHALL REMAIN CROSS-DEFAULTED
AND CROSS-COLLATERALIZED WITH ANY AND ALL COTERMINOUS CROSSED LOANS (OTHER THAN
ANY COTERMINOUS CROSSED LOANS WHICH LENDER DESIGNATES AS EXCLUDED LOANS PURSUANT
TO THE PROVISIONS OF SECTION 2.11(G) ABOVE).
(I)
NOTWITHSTANDING THE PROVISIONS OF
SECTION 6.1(J), IN THE EVENT THAT CROSS COLLATERALIZATION IS TERMINATED WITH
RESPECT TO THE LOAN AND ANY CROSSED LOAN (WHICH THUS BECOMES AN EXCLUDED LOAN
HEREUNDER), THE MASTER HOMESITE LEASE(S) RELATING TO THE MORTGAGED PROPERTY MAY
BE (AND SHALL BE UPON LENDER'S REQUEST) AMENDED SO THAT IT OR THEY ARE NO LONGER
44
CROSS-DEFAULTED WITH THE MASTER HOMESITE LEASE(S) RELATING TO THE EXCLUDED
PROPERTY ENTERED INTO BY THE RELATED EXCLUDED BORROWER(S) WITH THE TENANT(S)
UNDER THE MASTER HOMESITE LEASE(S) (OR ITS OR THEIR AFFILIATE(S)).
ANY SUCH
AMENDMENT SHALL BE PREPARED AT LENDER'S REASONABLE EXPENSE AND IN FORM AND
SUBSTANCE REASONABLY SATISFACTORY TO LENDER.
SECTION 2.12.
CENTRAL CASH MANAGEMENT.
(A)
LOCAL COLLECTION ACCOUNTS; COLLECTION
ACCOUNT; DEPOSITS TO AND WITHDRAWALS FROM THE COLLECTION ACCOUNT.
(I)
ON OR BEFORE THE CLOSING DATE, LENDER
SHALL (1) ESTABLISH ON BEHALF OF THE BORROWER AND MAINTAIN WITH THE COLLECTION
ACCOUNT BANK A COLLECTION ACCOUNT (THE "COLLECTION ACCOUNT"), WHICH SHALL BE AN
ELIGIBLE ACCOUNT WITH A SEPARATE AND UNIQUE IDENTIFICATION NUMBER IN THE NAME OF
LENDER, AS SECURED PARTY, OR, AT LENDER'S OPTION, IN THE NAME OF BORROWER FOR
THE BENEFIT OF LENDER, AS SECURED PARTY, AND (2) CAUSE THE COLLECTION ACCOUNT
BANK TO DELIVER TO LENDER THE COLLECTION ACCOUNT AGREEMENT IN FORM AND SUBSTANCE
REASONABLY ACCEPTABLE TO LENDER ACKNOWLEDGING LENDER'S SECURITY INTEREST IN AND
SOLE DOMINION AND CONTROL OVER THE COLLECTION ACCOUNT.
ON OR BEFORE THE CLOSING
DATE, BORROWER MAY (X) ESTABLISH AND MAINTAIN WITH ONE OR MORE FINANCIAL
INSTITUTIONS ACCEPTABLE TO LENDER IN