THE BENEFITS HEREOF WITH
RESPECT TO ITS TRANSFERRED INTEREST AND THAT EACH TRANSFEREE MAY EXERCISE ANY
AND ALL RIGHTS OF BANKER'S LIEN, SETOFF AND COUNTERCLAIM AS IF SUCH TRANSFEREE
WERE A DIRECT LENDER TO BORROWER.
IF LENDER MAKES ANY ASSIGNMENT TO A
TRANSFEREE, THEN UPON NOTICE TO BORROWER SUCH TRANSFEREE, TO THE EXTENT OF SUCH
ASSIGNMENT (UNLESS OTHERWISE PROVIDED THEREIN), SHALL BECOME A LENDER HEREUNDER
AND SHALL HAVE ALL THE RIGHTS AND OBLIGATIONS OF LENDER HEREUNDER, AND LENDER
SHALL BE RELEASED FROM ITS DUTIES AND OBLIGATIONS UNDER THIS AGREEMENT TO THE
EXTENT OF SUCH ASSIGNMENT.
So long as (and only so long as) no event of default then exists at the time of
a disposition of a Transferred Interest, confidential information regarding
Borrower given to such Transferees shall be kept confidential except to the
extent such Transferee is required to disclose such information by reason of any
applicable law or regulation.
8.9
ARRANGEMENT BY BROKERS.
BORROWER ACKNOWLEDGES AND AGREES THAT THIS
LOAN AND THE TRANSACTION CONTEMPLATED HEREBY HAS BEEN MADE OR ARRANGED BY THE
BROKERS AS DESCRIBED IN SECTION 1916.1 OF THE CALIFORNIA CIVIL CODE, AND AS
SUCH, THIS TRANSACTION IS EXEMPT FROM SECTION 1 OF ARTICLE XV OF THE CALIFORNIA
CONSTITUTION.
8.10
RECOURSE.
UPON AN EVENT OF DEFAULT, LENDER WILL LOOK SOLELY TO THE
PROPERTY FOR THE REPAYMENT OF THE LOAN AND WILL NOT ENFORCE OR SEEK A JUDGMENT
AGAINST BORROWER; PROVIDED, HOWEVER, BORROWER SHALL BE PERSONALLY LIABLE TO
LENDER FOR: (I) FRAUD OR INTENTIONAL MISREPRESENTATION IN CONNECTION WITH THE
EXECUTION AND THE DELIVERY OF THIS AGREEMENT, OR THE OTHER LOAN DOCUMENTS;
(II) BORROWER'S MISAPPLICATION OR MISAPPROPRIATION OF RENTS RECEIVED BY BORROWER
AFTER THE OCCURRENCE OF A DEFAULT OR EVENT OF DEFAULT; (III) BORROWER'S
MISAPPLICATION OR MISAPPROPRIATION OF SECURITY DEPOSITS OR RENTS COLLECTED MORE
THAN THIRTY (30) DAYS IN ADVANCE; (IV) BORROWER'S MISAPPLICATION OR THE
MISAPPROPRIATION OF INSURANCE PROCEEDS OR CONDEMNATION AWARDS; (V) BORROWER'S
FAILURE TO PAY PRIOR TO DELINQUENCY ANY IMPOSITIONS (AS DEFINED IN THE DEED OF
TRUST) (EXCEPT TO THE EXTENT THAT SUMS SUFFICIENT TO PAY SUCH AMOUNTS HAVE BEEN
DEPOSITED IN ESCROW WITH LENDER), CHARGES FOR LABOR OR MATERIALS OR OTHER
CHARGES THAT CAN CREATE LIENS ON THE PROPERTY; (VI) BORROWER'S FAILURE TO RETURN
OR TO REIMBURSE LENDER FOR ALL COLLATERAL
23
TAKEN FROM THE PROPERTY BY OR ON BEHALF OF BORROWER AND NOT REPLACED WITH
COLLATERAL OF THE SAME UTILITY AND OF THE SAME OR GREATER VALUE IN VIOLATION OF
THE TERMS OF THE LOAN DOCUMENTS; (VII) ANY ACT OF INTENTIONAL WASTE OR ARSON BY
BORROWER OR ANY AFFILIATE THEREOF WITH RESPECT TO THE PROPERTY; OR
(VIII) BORROWER'S FAILURE TO COMPLY WITH THE PROVISIONS OF SECTION 1.12 OF THE
DEED OF TRUST.
8.11
TIME OF THE ESSENCE.
TIME IS OF THE ESSENCE HEREOF WITH RESPECT TO
THE DATES, TERMS AND CONDITIONS OF THIS AGREEMENT.
8.12
ENTIRE AGREEMENT; NO ORAL MODIFICATIONS.
THIS AGREEMENT, THE OTHER
LOAN DOCUMENTS AND THE OTHER DOCUMENTS MENTIONED HEREIN AND EXECUTED AS OF THE
DATE HEREOF SET FORTH THE ENTIRE AGREEMENT