OR VIOLATION RELATED TO THE MORTGAGE LOAN, ACCELERATED THE
MORTGAGE LOAN OR COMMENCED JUDICIAL OR NON-JUDICIAL FORECLOSURE PROCEEDINGS WITH
RESPECT TO THE MORTGAGE LOAN. NEITHER THE MEZZANINE LOAN SELLER NOR ANY SERVICER
ACTING ON ITS BEHALF HAS ISSUED ANY NOTICE OF DEFAULT, BREACH OR VIOLATION
RELATED TO THE MEZZANINE LOAN, ACCELERATED THE MEZZANINE LOAN OR COMMENCED
JUDICIAL OR NON-JUDICIAL FORECLOSURE PROCEEDINGS WITH RESPECT TO THE MEZZANINE
LOAN.
(36)
LOCAL LAW COMPLIANCE. TO SELLER'S KNOWLEDGE, THE IMPROVEMENTS
LOCATED ON OR FORMING PART OF EACH PROPERTY COMPLIES IN ALL MATERIAL RESPECTS
WITH APPLICABLE ZONING LAWS AND ORDINANCES, OR CONSTITUTES A LEGAL
NON-CONFORMING USE OR STRUCTURE OR, IF ANY SUCH IMPROVEMENT
VII-8
DOES NOT SO COMPLY AND DOES NOT CONSTITUTE A LEGAL NON-CONFORMING USE OR
STRUCTURE, SUCH NON-COMPLIANCE AND FAILURE DOES NOT MATERIALLY AND ADVERSELY
AFFECT (I) THE VALUE OF THE RELATED PROPERTY AS DETERMINED BY THE APPRAISAL
PERFORMED AT ORIGINATION OR (II) THE PRINCIPAL USE OF THE PROPERTY AS OF THE
DATE OF THE ORIGINATION OF SUCH MORTGAGE LOAN. TO SELLER'S KNOWLEDGE, AS OF THE
DATE OF ORIGINATION OF THE MORTGAGE LOAN, WITH RESPECT TO EACH LEGAL
NON-CONFORMING USE OR STRUCTURE, IF A CASUALTY OCCURRED AT THAT TIME, THE
PROPERTY COULD HAVE BEEN RESTORED OR REPAIRED TO SUCH AN EXTENT THAT THE USE OR
STRUCTURE OF THE RESTORED OR REPAIRED PROPERTY WOULD BE SUBSTANTIALLY THE SAME
USE OR STRUCTURE, OR LAW AND ORDINANCE INSURANCE HAS BEEN OBTAINED, OR A
HOLDBACK WAS ESTABLISHED AND THE MORTGAGOR IS REQUIRED TO CAUSE THE PROPERTY TO
BECOME A CONFORMING USE OR STRUCTURE.
(37)
JUNIOR LIENS. NONE OF THE MORTGAGE LOANS OR RELATED MEZZANINE LOANS
PERMITS THE RELATED PROPERTY OR PLEDGED EQUITY TO BE ENCUMBERED BY ANY LIEN
JUNIOR TO OR OF EQUAL PRIORITY WITH THE LIEN OF THE RELATED MORTGAGE OR PLEDGE
WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER THEREOF OR THE SATISFACTION OF
DEBT SERVICE COVERAGE OR SIMILAR CRITERIA SPECIFIED THEREIN. THE PLEDGED EQUITY
IS NOT, AND TO SELLER'S KNOWLEDGE, NONE OF THE MORTGAGED PROPERTIES IS
ENCUMBERED BY ANY LIEN JUNIOR TO THE LIEN OF THE RELATED MORTGAGE. EACH
MEZZANINE LOAN CONTAINS A "DUE ON SALE" CLAUSE THAT PROVIDES FOR THE
ACCELERATION OF THE PAYMENT OF THE UNPAID PRINCIPAL BALANCE OF THE MEZZANINE
LOAN OR MORTGAGE LOAN IF, WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER
THEREOF, THE RELATED PROPERTY, OR ANY MATERIAL PORTION THEREOF, OR PLEDGED
EQUITY OR A CONTROLLING INTEREST IN THE DIRECT OR INDIRECT OWNERSHIP INTERESTS
IN THE MORTGAGOR IS DIRECTLY OR INDIRECTLY TRANSFERRED,
SOLD, OR PLEDGED.
(38)
ACTIONS CONCERNING MEZZANINE LOANS. TO SELLER'S KNOWLEDGE, THERE
ARE NO ACTIONS, SUITS, GOVERNMENTAL INVESTIGATIONS OR PROCEEDINGS PENDING OR
THREATENED BEFORE ANY COURT, GOVERNMENTAL AUTHORITY, ADMINISTRATIVE AGENCY OR
ARBITRATOR CONCERNING ANY MEZZANINE LOAN OR MORTGAGE LOAN OR THE RELATED PLEDGOR
OR MORTGAGOR OR PLEDGED EQUITY OR PROPERTY THAT, IF DETERMINED ADVERSELY,
WOULD
ADVERSELY AFFECT TITLE TO THE MEZZANINE LOAN OR MORTGAGE LOAN OR THE
VALIDITY OR ENFORCEABILITY OF THE RELATED PLEDGE OR MORTGAGE OR THAT MIGHT
MATERIALLY AND ADVERSELY AFFECT THE VALUE OF