SATISFACTION, CANCELLATION,
SUBORDINATION, RESCISSION OR RELEASE, AND (D) NO PLEDGOR OR MORTGAGOR HAS BEEN
RELEASED FROM ITS OBLIGATIONS UNDER THE RELATED PLEDGE OR MORTGAGE IN WHOLE OR
IN MATERIAL PART. NONE OF THE TERMS OF ANY NOTE OR PLEDGE HAS BEEN IMPAIRED,
WAIVED, ALTERED OR MODIFIED IN ANY RESPECT, EXCEPT BY WRITTEN INSTRUMENTS, ALL
OF WHICH ARE INCLUDED IN THE RELATED LOAN FILE.
VII-3
(22)
CONDITION OF PROPERTY; CONDEMNATION. EXCEPT AS SET FORTH IN AN
ENGINEERING REPORT PREPARED IN CONNECTION WITH THE ORIGINATION OF THE RELATED
MORTGAGE LOAN AND DATED NOT MORE THAN 12 MONTHS PRIOR TO THE PURCHASE DATE, EACH
PROPERTY IS, TO SELLER'S KNOWLEDGE, FREE AND CLEAR OF ANY DAMAGE THAT WOULD
MATERIALLY AND ADVERSELY AFFECT ITS VALUE AS SECURITY FOR THE RELATED MORTGAGE
LOAN (NORMAL WEAR AND TEAR EXCEPTED). SELLER HAS RECEIVED NO NOTICE, AND HAS NO
KNOWLEDGE, OF ANY PENDING OR THREATENED PROCEEDING FOR THE CONDEMNATION OF ALL
OR ANY MATERIAL PORTION OF ANY PROPERTY.
(23)
TITLE INSURANCE. EACH PROPERTY IS COVERED BY AN AMERICAN LAND TITLE
ASSOCIATION (OR AN EQUIVALENT FORM THEREOF
APPROVED FOR USE IN THE APPLICABLE
JURISDICTION) LENDER'S TITLE INSURANCE POLICY (THE "TITLE POLICY") IN THE
ORIGINAL PRINCIPAL AMOUNT OF THE RELATED MORTGAGE LOAN AFTER ALL ADVANCES OF
PRINCIPAL. EACH TITLE POLICY INSURES THAT THE RELATED MORTGAGE IS A VALID FIRST
PRIORITY LIEN ON SUCH PROPERTY, SUBJECT ONLY TO THE EXCEPTIONS STATED THEREIN
(OR A PRELIMINARY TITLE POLICY WITH ESCROW INSTRUCTIONS
OR A MARKED UP TITLE
INSURANCE COMMITMENT ON WHICH THE REQUIRED PREMIUM HAS BEEN PAID EXISTS WHICH IS
BINDING ON THE TITLE INSURER AND WHICH EVIDENCES THAT SUCH TITLE POLICY WILL BE
ISSUED). EACH TITLE POLICY (OR, IF IT HAS YET TO BE ISSUED, THE COVERAGE TO BE
PROVIDED THEREBY) IS IN FULL FORCE AND EFFECT, ALL PREMIUMS THEREON HAVE BEEN
PAID, INSURES THE ORIGINATOR OF THE MORTGAGE LOAN, ITS SUCCESSORS AND ASSIGNS
AND, TO SELLER'S KNOWLEDGE, (I) NO MATERIAL CLAIMS HAVE BEEN MADE THEREUNDER AND
NO CLAIMS HAVE BEEN PAID THEREUNDER AND (II) WAS ISSUED BY A TITLE INSURANCE
COMPANY QUALIFIED AT ORIGINATION TO DO BUSINESS IN THE JURISDICTION IN WHICH THE
PROPERTY IS LOCATED TO THE EXTENT SUCH QUALIFICATION WAS REQUIRED IN ORDER FOR
THE TITLE POLICY TO BE ENFORCEABLE..
(24)
NO HOLDBACKS. THE PROCEEDS OF EACH MEZZANINE LOAN HAVE BEEN FULLY
DISBURSED AND THERE IS NO OBLIGATION FOR FUTURE ADVANCES WITH RESPECT THERETO.
(25)
PLEDGE AND MORTGAGE PROVISIONS. THE NOTE AND PLEDGE FOR EACH
MORTGAGE LOAN AND RELATED MEZZANINE LOAN, TOGETHER WITH APPLICABLE STATE LAW,
CONTAINS CUSTOMARY AND ENFORCEABLE PROVISIONS FOR COMPARABLE MORTGAGED
PROPERTIES AND EQUITY INTERESTS SIMILARLY SITUATED (SUBJECT TO CUSTOMARY
BANKRUPTCY AND EQUITY EXCEPTIONS) SUCH AS TO RENDER THE RIGHTS AND REMEDIES OF
THE HOLDER THEREOF ADEQUATE FOR THE PRACTICAL REALIZATION AGAINST THE RELATED
PROPERTY AND PLEDGED EQUITY OF THE PRINCIPAL BENEFITS OF THE SECURITY INTENDED
TO BE PROVIDED THEREBY.
(26)
ENVIRONMENTAL CONDITIONS. WITH RESPECT TO EACH PROPERTY (A)
AN
ENVIRONMENTAL SITE ASSESSMENT (OR AN UPDATE OF A PREVIOUS ASSESSMENT) WAS
PERFORMED BY AN INDEPENDENT THIRD