Borrower of any such occurrence; provided, however, that no failure
to give or any delay in giving such notice shall affect the occurrence of the
Facility Termination Date.
SECTION 9.12.
LIMITED WAIVER.
(A)
PURSUANT TO SECTION 6.1(E) OF THE LOAN AGREEMENT, AN EVENT OF
DEFAULT SHALL OCCUR UPON THE DEFAULT BY THE BORROWER IN THE PERFORMANCE OF ANY
MATERIAL COVENANT OR UNDERTAKING
TO BE PERFORMED OR OBSERVED BY THE BORROWER
UNDER ANY PROVISION OF THE LOAN AGREEMENT.
THE BORROWER HEREBY INFORM THE AGENT
OF THE FAILURE TO COMPLY WITH THE REQUIREMENT OF SECTION 5.1(L)(I) THAT THE
BORROWER SHALL FURNISH TO THE TRUSTEE AND THE AGENT
49
COPIES OF THE FORM OF EACH PROPOSED AMENDMENT TO THE TRUST AGREEMENT, THE MASTER
SERVICING AGREEMENT, THE BACK-UP SERVICING AGREEMENT OR THE SUBSERVICING
AGREEMENT AT LEAST SIXTY (60) DAYS PRIOR TO THE PROPOSED DATE OF ADOPTION OF ANY
SUCH PROPOSED AMENDMENT (THE "SIXTY DAY NOTICE EVENT").
THE BORROWER HEREBY
REQUESTS THAT THE AGENT WAIVE ANY EVENT OF DEFAULT OCCURRING AS A RESULT OF SUCH
SIXTY DAY NOTICE EVENT.
SUBJECT TO THE FOLLOWING, THE AGENT HEREBY WAIVES SUCH
EVENT OF DEFAULT.
(B)
OTHER THAN AS PROVIDED IN SUBSECTION (A) ABOVE, THE AGENT HAS NOT
WAIVED, IS NOT BY THIS SECTION 9.12 WAIVING, AND HAS NO INTENTION OF WAIVING,
ANY EVENT OF DEFAULT WHICH MAY BE CONTINUING ON THE DATE HEREOF
AND, OTHER THAN
AS PROVIDED IN THIS SECTION 9.12, THE AGENT HAS NOT AGREED TO FORBEAR WITH
RESPECT TO ANY OF ITS RIGHTS OR REMEDIES CONCERNING ANY EVENT OF DEFAULT WHICH
MAY HAVE OCCURRED OR ARE CONTINUING AS OF THE DATE HEREOF OR WHICH MAY OCCUR
AFTER THE DATE HEREOF.
THE AGENT RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO
EXERCISE ANY OR ALL OF ITS RIGHTS AND REMEDIES UNDER THIS LOAN AGREEMENT AND THE
OTHER TRANSACTION DOCUMENTS AS A RESULT OF ANY OTHER EVENT OF DEFAULT (OTHER
THAN AS DESCRIBED HEREIN) WHICH MAY BE CONTINUING ON THE DATE HEREOF OR ANY
EVENT OF DEFAULT WHICH MAY OCCUR AFTER THE DATE HEREOF, AND AGENT HAS NOT WAIVED
ANY OF SUCH RIGHTS OR REMEDIES, AND NOTHING IN THIS LOAN AGREEMENT, AND NO DELAY
ON ITS PART IN EXERCISING ANY SUCH RIGHTS OR REMEDIES, SHOULD, OR SHALL, BE
CONSTRUED AS A WAIVER OF ANY SUCH RIGHTS OR REMEDIES
[remainder of page intentionally left blank]
[Signature pages omitted]
50