CONTAIN ANY REPRESENTATIONS, WARRANTIES OR COVENANTS NOT CONTAINED IN THE LOAN
DOCUMENTS AND ANY SUCH REPRESENTATIONS AND WARRANTIES CONTAINED IN THE SEVERED
LOAN DOCUMENTS WILL BE GIVEN BY BORROWER ONLY AS OF THE CLOSING DATE.
SECTION 9.8
CROSS DEFAULT ELECTION.
AT ANY
TIME PRIOR TO SECURITIZATION, BORROWER HEREBY AGREES THAT AT THE ELECTION OF
LENDER IN ITS SOLE DISCRETION, THIS LOAN SHALL BE CROSS-DEFAULTED AND
CROSS-COLLATERALIZED WITH THOSE CERTAIN OTHER LOANS LISTED ON SCHEDULE IX BEING
MADE BY LENDER TO SEVERAL AFFILIATES OF BORROWER AND/OR INDEMNITOR (EACH SUCH
ELECTION A "CROSSING EVENT").
BORROWER AGREES THAT UPON THE ELECTION OF LENDER
TO UNDERTAKE A CROSSING EVENT, BORROWER SHALL (X)
PROMPTLY UPON REQUEST,
EXECUTE, OR CAUSE TO BE EXECUTED, ANY DOCUMENTATION REASONABLY REQUESTED BY
LENDER TO EFFECTUATE THE CROSS-DEFAULT AND CROSS-COLLATERALIZATION OF THE LOAN
WITH SUCH OTHER
LOANS, AND (Y)
PROMPTLY TAKE, OR CAUSE TO BE TAKEN, ANY
REASONABLE STEPS (INCLUDING, WITHOUT LIMITATION, THE DELIVERY OF ANY ADDITIONAL
DOCUMENTS OR INFORMATION AS MAY BE REASONABLY REQUESTED BY LENDER IN CONNECTION
HEREWITH) REQUESTED BY LENDER TO EFFECTUATE THE CROSSING EVENT.
LENDER MAY, AT
IS SOLE DISCRETION, WITHDRAW LOANS FROM THE POOL OF LOANS THAT ARE SUBJECT TO
THIS PROVISION.
NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE
AGGREGATE PRINCIPAL AMOUNT OF THE LOANS THAT ARE SUBJECT TO THIS PROVISION,
INCLUDING THE LOAN, SHALL IN NO EVENT EXCEED $98,000,000.
ARTICLE X
MISCELLANEOUS
SECTION 10.1
SURVIVAL.
THIS LOAN AGREEMENT AND
ALL COVENANTS, AGREEMENTS, REPRESENTATIONS AND WARRANTIES MADE HEREIN AND IN THE
CERTIFICATES DELIVERED PURSUANT HERETO SHALL SURVIVE THE MAKING BY LENDER OF THE
LOAN AND THE EXECUTION AND DELIVERY TO LENDER OF THE NOTE, AND SHALL CONTINUE IN
FULL FORCE AND EFFECT SO LONG AS ALL OR ANY OF THE DEBT IS OUTSTANDING AND
UNPAID UNLESS A LONGER PERIOD IS EXPRESSLY SET FORTH HEREIN OR IN THE OTHER LOAN
DOCUMENTS.
WHENEVER IN THIS LOAN AGREEMENT ANY OF THE PARTIES HERETO IS
REFERRED TO, SUCH REFERENCE SHALL BE DEEMED TO INCLUDE THE LEGAL
REPRESENTATIVES, SUCCESSORS AND ASSIGNS OF SUCH PARTY.
ALL COVENANTS, PROMISES
AND AGREEMENTS IN THIS LOAN AGREEMENT,
BY OR ON BEHALF OF BORROWER, SHALL INURE
TO THE BENEFIT OF THE LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS OF LENDER.
SECTION 10.2
LENDER'S DISCRETION.
WHENEVER
PURSUANT TO THIS LOAN AGREEMENT, LENDER EXERCISES ANY RIGHT GIVEN TO IT TO
APPROVE OR DISAPPROVE, OR ANY ARRANGEMENT OR TERM IS TO BE SATISFACTORY TO
LENDER, THE DECISION OF LENDER TO APPROVE OR DISAPPROVE OR TO DECIDE WHETHER
ARRANGEMENTS OR TERMS ARE SATISFACTORY OR NOT SATISFACTORY SHALL (EXCEPT AS IS
OTHERWISE SPECIFICALLY HEREIN PROVIDED) BE IN THE SOLE DISCRETION OF LENDER AND
SHALL BE FINAL AND CONCLUSIVE.
SECTION 10.3
GOVERNING LAW.
THIS LOAN AGREEMENT
SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF
71
ILLINOIS, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES.
BORROWER HEREBY
IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY COURT OF COMPETENT JURISDICTION
LOCATED IN THE CITY OF CHICAGO AND STATE OF ILLINOIS IN CONNECTION WITH ANY
PROCEEDING ARISING OUT OF OR