SUCH CONFIDENTIAL INFORMATION TO
THE EXTENT PERMITTED BY APPLICABLE LAW AND THE LENDER SHALL, TO THE EXTENT
PERMITTED BY APPLICABLE LAW, PROMPTLY INFORM THE BORROWERS WITH RESPECT THERETO
SO THAT THE BORROWERS MAY SEEK APPROPRIATE PROTECTIVE RELIEF TO THE EXTENT
PERMITTED BY APPLICABLE LAW, PROVIDED FURTHER THAT IN THE EVENT THAT SUCH
PROTECTIVE REMEDY OR OTHER REMEDY IS NOT OBTAINED, THE LENDER, AS THE CASE MAY
BE, SHALL FURNISH ONLY THAT PORTION OF THE CONFIDENTIAL INFORMATION THAT IS
LEGALLY REQUIRED AND SHALL DISCLOSE THE CONFIDENTIAL INFORMATION IN A MANNER
REASONABLY DESIGNED TO PRESERVE ITS CONFIDENTIAL NATURE;
(D)
IN CONNECTION WITH THE EXERCISE OF ANY
REMEDIES HEREUNDER OR ANY SUIT, ACTION OR PROCEEDING RELATING TO THIS AGREEMENT
OR THE ENFORCEMENT OF RIGHTS HEREUNDER,
(E)
SUBJECT TO AN AGREEMENT CONTAINING
PROVISIONS SUBSTANTIALLY THE SAME AS THOSE OF THIS SECTION, TO (I) ANY ASSIGNEE
OF OR PARTICIPANT IN, OR ANY PROSPECTIVE ASSIGNEE OF OR PARTICIPANT IN, ANY OF
ITS RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT OR (II) ANY ACTUAL OR
PROSPECTIVE COUNTERPARTY (OR ITS ADVISORS) TO ANY SWAP OR DERIVATIVE TRANSACTION
RELATING TO THE BORROWERS AND THEIR OBLIGATIONS,
(F)
WITH THE PRIOR WRITTEN CONSENT OF THE
BORROWERS OR
(G)
TO THE EXTENT SUCH CONFIDENTIAL INFORMATION
(I) BECOMES PUBLICLY AVAILABLE OTHER THAN AS A RESULT OF A BREACH OF THIS
SECTION OR (II) BECOMES AVAILABLE TO THE LENDER ON A NONCONFIDENTIAL BASIS FROM
A SOURCE OTHER THAN THE BORROWERS OR THEIR AFFILIATES, WHICH SOURCE, TO THE
REASONABLE KNOWLEDGE OF THE LENDER, AS MAY BE APPROPRIATE, IS NOT PROHIBITED
FROM DISCLOSING SUCH CONFIDENTIAL INFORMATION TO THE LENDER BY A CONTRACTUAL,
LEGAL OR FIDUCIARY OBLIGATION, TO THE BORROWERS OR THE LENDER.
The Lender shall not make any public announcement, advertisement, statement or
communication regarding the Borrowers, their Affiliates or this Agreement or the
transactions contemplated hereby without the prior written consent of the
Borrowers.
The obligations of the Lender under this Section shall survive the
termination or expiration of this Agreement.
SECTION 11.20
PRESCRIBED LAWS.
THE LENDER HEREBY
NOTIFIES THE BORROWERS THAT PURSUANT TO THE REQUIREMENTS OF THE PRESCRIBED LAWS,
IT IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION THAT IDENTIFIES THE
BORROWERS, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF THE BORROWERS AND
OTHER INFORMATION THAT WILL ALLOW THE LENDER TO IDENTIFY THE BORROWERS IN
ACCORDANCE WITH THE PRESCRIBED LAWS.
THE BORROWERS SHALL PROMPTLY PROVIDE SUCH
INFORMATION UPON REQUEST BY THE LENDER.
IN CONNECTION THEREWITH, THE LENDER
HEREBY AGREES THAT THE CONFIDENTIALITY PROVISIONS SET FORTH IN SECTION 11.19 OF
THIS AGREEMENT SHALL APPLY TO ANY NON-PUBLIC INFORMATION PROVIDED TO IT BY THE
BORROWERS AND THEIR SUBSIDIARIES PURSUANT TO THIS SECTION.
[SIGNATURE PAGE FOLLOWS]
67
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed and delivered as of the day and year first above written.
BORROWER
ARC HOUSING LLC
By:
/s/ John Sprengle
Name: John Sprengle
Title: President
Address for Notices:
Affordable Residential Communities Inc.
Attention: Alan Kessock, Treasurer
600 Grant Street, Suite 900
Denver, CO 80203
Telecopier No.: (303)