lien priority of the Mortgage or
Assignment of Rents and Leases.
5. Unless otherwise specifically provided herein, all notices to be given
hereunder shall be in writing and sent to the parties as hereinafter provided,
certified mail, return receipt requested, postage prepaid. Unless otherwise
specifically provided herein, said notices shall be effective on the day such
notice is deposited in the United States mails. No change of address shall be
valid unless forwarded in accordance with the provisions of this Paragraph.
Notices as to New Borrower shall be sent to:
Levitt Corporation
2200 W. Cypress Creek Road
Fort Lauderdale, FL 33309
Attention: Seth Wise, President
Notices as to Lender shall be sent to:
AmTrust Bank
200 AmTrust Center
1801 East Ninth Street
Cleveland, OH 44114
Attn: Frank J. Bolognia, Senior Executive Vice President
6. Lender hereby releases the Original Borrower from its obligations under
the Note and all Loan Documents and Original Borrower is no longer a Borrower or
maker under the Note or other Loan Documents.
7. AS A MATERIAL INDUCEMENT FOR LENDER TO EXECUTE THIS AGREEMENT, ORIGINAL
BORROWER AND NEW BORROWER DO HEREBY RELEASE, WAIVE, DISCHARGE, COVENANT NOT TO
SUE, ACQUIT, SATISFY AND FOREVER DISCHARGE LENDER, ITS OFFICERS, DIRECTORS,
EMPLOYEES, AND AGENTS AND ITS AFFILIATES AND ASSIGNS FROM ANY AND ALL LIABILITY,
CLAIMS, COUNTERCLAIMS, DEFENSES, ACTIONS, CAUSES OF ACTION, SUITS,
CONTROVERSIES, AGREEMENTS, PROMISES AND DEMANDS WHATSOEVER IN LAW OR IN EQUITY
WHICH THE ORIGINAL BORROWER OR NEW BORROWER EVER HAD, NOW HAVE, OR WHICH ANY
PERSONAL REPRESENTATIVE, SUCCESSOR, HEIR OR ASSIGN OF ORIGINAL BORROWER OR NEW
BORROWER HEREAFTER
Execution Copy
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CAN, SHALL OR MAY HAVE AGAINST LENDER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND
AGENTS, AND ITS AFFILIATES AND ASSIGNS, FOR, UPON OR BY REASON OF ANY MATTER,
CAUSE OR THING WHATSOEVER THROUGH THE DATE HEREOF (OTHER THAN THE OBLIGATIONS OF
THE LENDER UNDER THE LOAN DOCUMENTS TO BE PERFORMED AFTER THE DATE HEREOF).
ORIGINAL BORROWER AND NEW BORROWER FURTHER EXPRESSLY AGREE THAT THE FOREGOING
RELEASE AND WAIVER AGREEMENT IS INTENDED TO BE AS BROAD AND INCLUSIVE AS
PERMITTED BY THE LAWS OF THE STATE OF FLORIDA. SUBJECT TO THE PROVISIONS OF
PARAGRAPH 6 ABOVE AS TO THE ORIGINAL BORROWER, IN ADDITION TO, AND WITHOUT
LIMITING THE GENERALITY OF THE FOREGOING, AND IN CONSIDERATION OF LENDER'S
EXECUTION OF THIS AGREEMENT, ORIGINAL BORROWER AND NEW BORROWER COVENANT WITH
AND WARRANT UNTO LENDER, AND ITS AFFILIATES AND ASSIGNS, THAT THERE EXIST NO
CLAIMS, COUNTERCLAIMS, DEFENSES, OBJECTIONS, OFFSETS OR CLAIMS OF OFFSETS
AGAINST LENDER OR THE OBLIGATION OF ORIGINAL BORROWER OR NEW BORROWER TO PAY THE
LOAN TO LENDER WHEN AND AS THE SAME BECOMES DUE AND PAYABLE, RECOGNIZING THE
ORIGINAL BORROWER IS BEING RELEASED OF ANY OBLIGATIONS UNDER THE LOAN DOCUMENTS.
8. THE UNDERSIGNED AND LENDER WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY
ACTION OR PROCEEDING BASED UPON, OR RELATED TO, ANY ASPECT OF THE TRANSACTION IN
CONNECTION WITH WHICH THIS DOCUMENT IS BEING GIVEN OR ANY DOCUMENT EXECUTED OR
DELIVERED IN CONNECTION WITH SUCH TRANSACTION. THIS