SECTION 13(B).
(C)
BORROWER HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR
CAUSE OF ACTION BASED UPON OR ARISING OUT OF ANY OF THE LOAN DOCUMENTS OR ANY OF
THE TRANSACTIONS CONTEMPLATED THEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS,
BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW OR STATUTORY CLAIMS.
BORROWER
REPRESENTS THAT IT HAS REVIEWED THIS WAIVER AND
KNOWINGLY AND VOLUNTARILY
WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL.
IN THE
EVENT OF LITIGATION, A COPY OF THIS AGREEMENT MAY BE FILED AS A WRITTEN CONSENT
TO A TRIAL BY THE COURT.
14.
ASSIGNMENTS AND PARTICIPATIONS; SUCCESSORS.
14.1
ASSIGNMENTS AND PARTICIPATIONS.
(A)
LENDER MAY ASSIGN AND DELEGATE TO ONE OR MORE ASSIGNEES (EACH AN
"ASSIGNEE") ALL, OR ANY RATABLE PART OF ALL, OF THE OBLIGATIONS AND THE OTHER
RIGHTS AND OBLIGATIONS OF LENDER HEREUNDER AND UNDER THE OTHER LOAN DOCUMENTS,
PROVIDED, HOWEVER, THAT BORROWER MAY CONTINUE TO DEAL SOLELY AND DIRECTLY WITH
LENDER IN CONNECTION WITH THE INTEREST SO ASSIGNED TO AN ASSIGNEE UNTIL
(I) WRITTEN NOTICE OF SUCH ASSIGNMENT, TOGETHER WITH PAYMENT INSTRUCTIONS,
ADDRESSES, AND RELATED INFORMATION WITH RESPECT TO THE ASSIGNEE, HAVE BEEN GIVEN
TO BORROWER,
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and (ii)
Lender and its Assignee have delivered to Borrower an executed
Assignment and Acceptance.
(B)
FROM AND AFTER THE DATE THAT LENDER NOTIFIES BORROWER THAT IT HAS
RECEIVED AN EXECUTED ASSIGNMENT (I) THE ASSIGNEE THEREUNDER SHALL BE A PARTY
HERETO AND, TO THE EXTENT THAT RIGHTS AND OBLIGATIONS HEREUNDER HAVE BEEN
ASSIGNED TO IT PURSUANT TO SUCH ASSIGNMENT AND ACCEPTANCE, SHALL HAVE THE RIGHTS
AND OBLIGATIONS OF THE LENDER UNDER THE LOAN DOCUMENTS, AND (II) THE ASSIGNOR
LENDER SHALL RELINQUISH ITS RIGHTS (EXCEPT WITH RESPECT TO SECTION 11.3 HEREOF)
AND BE RELEASED FROM ITS OBLIGATIONS UNDER THIS AGREEMENT AND LENDER SHALL CEASE
TO BE A PARTY HERETO AND THERETO), AND SUCH ASSIGNMENT SHALL AFFECT A NOVATION
BETWEEN BORROWER AND THE ASSIGNEE.
(C)
LENDER MAY AT ANY TIME SELL TO ONE OR MORE COMMERCIAL BANKS,
FINANCIAL INSTITUTIONS, OR OTHER PERSONS NOT AFFILIATES OF SUCH LENDER (A
"PARTICIPANT") PARTICIPATING INTERESTS IN ITS OBLIGATIONS HEREUNDER AND UNDER
THE OTHER LOAN DOCUMENTS; PROVIDED, HOWEVER, THAT (I) THE LENDER SHALL REMAIN A
"LENDER" FOR ALL PURPOSES OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND THE
PARTICIPANT RECEIVING THE PARTICIPATING INTEREST IN THE OBLIGATIONS AND THE
OTHER RIGHTS AND INTERESTS OF THE LENDER HEREUNDER SHALL NOT CONSTITUTE A
"LENDER" HEREUNDER OR UNDER THE OTHER LOAN DOCUMENTS AND THE LENDER'S
OBLIGATIONS UNDER THIS AGREEMENT SHALL REMAIN UNCHANGED, (II) THE LENDER SHALL
REMAIN SOLELY RESPONSIBLE FOR THE PERFORMANCE OF SUCH OBLIGATIONS, AND
(III) BORROWER SHALL CONTINUE TO DEAL SOLELY AND DIRECTLY WITH THE ORIGINAL
LENDER IN CONNECTION WITH THE LENDER'S RIGHTS AND OBLIGATIONS UNDER THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS.
(D)
IN CONNECTION WITH ANY SUCH ASSIGNMENT OR PARTICIPATION OR
PROPOSED ASSIGNMENT OR PARTICIPATION, LENDER MAY DISCLOSE ALL DOCUMENTS AND
INFORMATION WHICH IT NOW OR HEREAFTER MAY HAVE RELATING TO BORROWER OR BORROWERS
BUSINESS.
(E)
ANY OTHER PROVISION