Common use of Agent’s Duties Clause in Contracts

Agent’s Duties. In its capacity as lead lender and servicer of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payee) and (by the Custodian’s holding the Collateral as bailee for the Agent, as agent and representative of the Lenders) the Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorgan) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received by the Agent on account of the Loan or with respect to it, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c); (f) hold all security interests ratably for itself as a Lender and as agent and representative of the other Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the Companies, and promptly forward to the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this Agreement.

Agent’s Duties. In its capacity as lead lender Agent until all Purchased Loans have been repurchased by the Seller, all other Obligations have been satisfied and servicer of the Loan Buyers have no further Commitments or other obligations under this Agreement and until the Loan is fully paid and satisfiedother Repurchase Documents, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payee) Repurchase Documents and (by the Custodian’s holding the Collateral Purchased Loans as bailee for the Agent, as agent and representative of the Lenders) the Collateral Purchased Loans for the benefit of itself and each other LenderBuyer, and each Lender Buyer (including JPMorganU.S. Bank) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral Repurchase Documents on any day in proportion to its Pro Rata undivided ownership interest in the Loan Purchased Loans on that day; (b) send timely bills to the Companies Seller for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan Purchased Loans or with respect to itthem; (c) use reasonable diligence to obtain from the Companies Seller and promptly remit to each Lender Buyer such LenderBuyer’s Pro Rata share of interest, principal Repurchase Prices for Purchased Loans and other sums received by the Agent on account of the Loan Purchased Loans or with respect to itthem, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies Seller all expenses incurred that are reimbursable by the CompaniesSeller, and promptly remit to each Lender Buyer its Pro Rata share (if any) thereof; (e) enforce perform the terms obligations of the Agent that are specifically ascribed to the Agent by this Agreement, including, with the approval or at the direction of all of the LendersRequired Buyers, the remedies afforded the Lenders Buyers pursuant to Section 12.3(c)Sections 18.2, 18.3, 18.4 and 18.7; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as a Lender and as agent Agent and representative of the other Lender(s);Buyers; and (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the CompaniesSeller, and promptly forward to the other LendersBuyers, such information as any of the other Lenders Buyers may reasonably request Agent to obtain from the CompaniesSeller, consistent with the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, the Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of the Required Buyers, and such instructions shall be binding upon all Buyers, their permitted successors, assigns and participants; provided, however, that the Agent shall not be required to take any action which exposes the Agent to personal liability or which is contrary to the Repurchase Documents or applicable law.

Agent’s Duties. In its capacity as lead lender and servicer of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payee) and (by the Custodian’s 's holding the Collateral as bailee for the Agent, as agent and representative of the Lenders) the Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorganChase) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Facilities Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s 's Pro Rata share of interest, principal and other sums received by the Agent on account of the Loan or with respect to it, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c);; and (f) hold all security interests ratably for itself as a Lender and as agent and representative bailee for and on behalf of the other Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the Companies, and promptly forward to the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this Agreement.

Agent’s Duties. In its capacity Agent shall, and is authorized and directed, in Agent’s name or Owner’s name, to: a. advertise the Premises for rent in such manner as lead lender and servicer Agent determines is appropriate, including placing signs on the Premises; b. place a lockbox(s) on the Premises (at sole discretion of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payeeagent) and show the Premises to prospective and actual tenants (“Tenants”); c. sign, renew, terminate, and/or cancel leases and tenancies on general terms and conditions approved by the Custodian’s holding the Collateral Owner and on such form of lease as bailee Agent determines is appropriate; d. any lease executed for the Agent, as agent and representative of the Lenders) the Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorgan) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received Owner by the Agent on account of the Loan or with respect to it, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(cshall not exceed Year(s); (f) hold all security interests ratably e. to make or cause to be made repairs and alterations; and pay bills therefore solely from the sums held for itself as a Lender and as agent and representative Owner; f. Agent agrees to secure the prior approval of the other Lender(s)Owner on all expenditures in excess of $ for any one item, except emergency repairs in excess of the maximum if, in the opinion of the Agent such repairs are necessary to protect the Premises from damage or prevent damage to life or to the property of others or to avoid suspension of necessary services or to avoid penalties or fines or to maintain services to the tenant(s) as called for in their lease, or if in Agent’s opinion to maintain the tenancy or to avoid constructive eviction. Nothing herein contained, however, shall be construed to obligate the Agent to make such advances; (g) xxxx g. on a MONTHLY basis, render statements of receipts, expenses and charges and remit to market at least quarterly Owner all Pledged Loans thatreceipts less disbursements. Agent is authorized to retain reserves in escrow, as for the payment of repairs, evictions, etc. Agent is authorized to deduct from Owner’s account any fees or commissions due. In the event the expenses of charge shall be in excess of the first day rents collected by Agent, the Owner hereby agrees to pay such excess within fourteen (14) days upon demand of Agent. If said payment is not made within fourteen (14) days of notification, no further expenditures will be made on behalf of Owner. Such payments shall be mailed to: HRREMCO, P.O. Xxx 0000, Xxxxxxxxxx, Xxxxxxxx 00000 h. enforce lease provisions and collect rents and other amounts due from Tenants and recover possession of the quarterPremises; i. sign and serve in the name of Owner notices and institute and prosecute actions against Xxxxxxx; j. in Agent’s discretion, have been Pledged settle, compromise and release claims and actions or reinstate tenancies; k. recommend to the Agent Owner, for more than ninety (90) days Owner’s approval, a schedule of rents to Tenants; l. handle and provide a report resolve complaints of the results to the LendersTenants; and (h) request from m. enter into such contracts regarding the CompaniesPremises as Agent deems appropriate, including obtaining utility service and hiring employees and contractual labor for Owner, it being agreed that any employees shall be employees of the Owner. Nothing in this Agreement shall require Agent to take any actions which would constitute the practice of law. Agent may engage, on behalf of Owner, the services of such attorneys, accountants, and promptly forward to other professionals as Agent deems appropriate. Agent may engage and/or compensate subagents and agents representing Tenants in connection with leasing the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this AgreementPremises.

Agent’s Duties. In its capacity as lead lender Agent until all Purchased Loans have all been repurchased by the Seller, all other Obligations have been satisfied and servicer of the Loan Buyers have no further Commitments or other obligations under this Agreement and until the Loan is fully paid and satisfiedother Repurchase Documents, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payee) Repurchase Documents and (by the Custodian’s holding the Collateral Purchased Loans as bailee for the Agent, as agent and representative of the Lenders) the Collateral Purchased Loans for the benefit of itself and each other LenderBuyer, and each Lender Buyer (including JPMorganU.S. Bank) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral Repurchase Documents on any day in proportion to its Pro Rata undivided ownership interest in the Loan Purchased Loans on that day; (b) send timely bills to the Companies Seller for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan Purchased Loans or with respect to itthem; (c) use reasonable diligence to obtain from the Companies Seller and promptly remit to each Lender Buyer such LenderXxxxx’s Pro Rata share of interest, principal Repurchase Prices for Purchased Loans and other sums received by the Agent on account of the Loan Purchased Loans or with respect to itthem, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies Seller all expenses incurred that are reimbursable by the CompaniesSeller, and promptly remit to each Lender Buyer its Pro Rata share (if any) thereof; (e) enforce perform the terms obligations of the Agent that are specifically ascribed to the Agent by this Agreement, including, with the approval or at the direction of all of the LendersRequired Buyers, the remedies afforded the Lenders Buyers pursuant to Section 12.3(c)Sections 18.2, 18.3, 18.4 and 18.7; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as a Lender and as agent the Agent and representative of the other Lender(s);Buyers; and (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the CompaniesSeller, and promptly forward to the other LendersBuyers, such information as any of the other Lenders Buyers may reasonably request the Agent to obtain from the CompaniesSeller, consistent with the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, the Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of the Required Buyers, and such instructions shall be binding upon all Buyers, their permitted successors, assigns and participants; provided, however, that the Agent shall not be required to take any action that exposes the Agent to personal liability or which is contrary to the Repurchase Documents or applicable law.

Agent’s Duties. In its capacity as lead lender and servicer of the Loan and until the Loan is fully paid and satisfied, (a) The Noteholder hereby authorizes the Agent shallto: (ai) act on behalf of the Noteholder, and as the Noteholder's exclusive agent, upon the occurrence of an Event of Default, as defined herein; (ii) have the Security Instruments executed in its own name as trustee thereunder and to hold and release the Facilities Papers (other than same upon the Senior Credit Agent's signature alone, as provided herein. The Agent is authorized and directed to take all appropriate steps to release the Collateral, or any part thereof, from time to time, upon payment of the Notes, each or part thereof, and to otherwise release portions of which shall be held by and belong solely to its payee) and (by the Custodian’s holding the Collateral as bailee pursuant to the terms of this Agreement including, but not limited to, the substitution therefor by other Security Instruments upon the Partnership's request. EXHIBIT "D" to (b) The authority given the Agent hereunder to take the acts provided herein, constitutes a limited power of attorney given by Noteholder to the Agent to carry out the actions for the AgentNoteholder authorized herein, which limited power of attorney is coupled with an interest and is irrevocable, so long as agent this Agreement remains in effect. (c) Nothing herein shall act to appoint the Agent as depository for the Notes and representative the Agent shall have no authority to establish or maintain the records of the LendersRegistered Holders of the Notes, hold Noteholder's original Note(s), nor to accept any payments made to Noteholder with respect to the Note(s) except as Noteholder authorizes the Collateral Agent to hold any funds received for the benefit of itself and each other Lender, and each Lender (including JPMorgan) shall be deemed the Noteholders pursuant to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain instructions received from the Companies and promptly remit Noteholders pursuant to each Lender such Lender’s Pro Rata share of interest, principal and other sums received by the Agent on account of the Loan or with respect to it, in accordance with this Agreement;Section 3 hereof. (d) use reasonable diligence The Agent shall act upon the written instructions of the Noteholders then holding of record a majority of the outstanding unpaid principal balance of the Notes ("a Majority Vote"). The Noteholders shall have the right to recover from direct the Companies all expenses incurred that are reimbursable time, method and place of conducting any proceeding for any remedy available to them only through the Agent and shall have the right to direct the Agent to exercise any trust or power conferred on it pursuant to this Agency Agreement only by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof;written instructions approved by a Majority Vote. (e) enforce the terms The Agent shall promptly provide Noteholder a copy of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c); (f) hold all security interests ratably for itself as a Lender and as agent and representative of the other Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to notice the Agent for more than ninety (90) days and provide a report of receives respecting the results to the Lenders; and (h) request from the Companies, and promptly forward to the other Lenders, such information Notes in its capacity as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this Agreementhereunder.

Agent’s Duties. In its capacity Agent shall, and is authorized and directed, in Agent’s name or Owner’s name, to: a. advertise the Premises for rent in such manner as lead lender and servicer Agent determines is appropriate, including placing signs on the Premises; b. place a lockbox(s) on the Premises (at sole discretion of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payeeagent) and show the Premises to prospective and actual tenants (“Tenants”); c. sign, renew, terminate, and/or cancel leases and tenancies on general terms and conditions approved by the Custodian’s holding the Collateral Owner and on such form of lease as bailee Agent determines is appropriate; d. any lease executed for the Agent, as agent and representative of the Lenders) the Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorgan) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received Owner by the Agent on account of the Loan or with respect to it, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(cshall not exceed Year(s); (f) hold all security interests ratably e. to make or cause to be made repairs and alterations; and pay bills therefore solely from the sums held for itself as a Lender and as agent and representative Owner; f. Agent agrees to secure the prior approval of the other Lender(s)Owner on all expenditures in excess of $ for any one item, except emergency repairs in excess of the maximum if, in the opinion of the Agent such repairs are necessary to protect the Premises from damage or prevent damage to life or to the property of others or to avoid suspension of necessary services or to avoid penalties or fines or to maintain services to the tenant(s) as called for in their lease, or if in Agent’s opinion to maintain the tenancy or to avoid constructive eviction. Nothing herein contained, however, shall be construed to obligate the Agent to make such advances; (g) xxxx g. on a MONTHLY basis, render statements of receipts, expenses and charges and remit to market at least quarterly Owner all Pledged Loans thatreceipts less disbursements. Agent is authorized to retain reserves in escrow, as for the payment of repairs, evictions, etc. Agent is authorized to deduct from Owner’s account any fees or commissions due. In the event the expenses of charge shall be in excess of the first day rents collected by Agent, the Owner hereby agrees to pay such excess within fourteen (14) days upon demand of Agent. If said payment is not made within fourteen (14) days of notification, no further expenditures will be made on behalf of Owner. Such payments shall be mailed to: HRREMCO, X.X. Xxx 0000, Xxxxxxxxxx, Xxxxxxxx 00000 h. enforce lease provisions and collect rents and other amounts due from Tenants and recover possession of the quarterPremises; i. sign and serve in the name of Owner notices and institute and prosecute actions against Tenants; j. in Agent’s discretion, have been Pledged settle, compromise and release claims and actions or reinstate tenancies; k. recommend to the Agent Owner, for more than ninety (90) days Owner’s approval, a schedule of rents to Tenants; l. handle and provide a report resolve complaints of the results to the LendersTenants; and (h) request from m. enter into such contracts regarding the CompaniesPremises as Agent deems appropriate, including obtaining utility service and hiring employees and contractual labor for Owner, it being agreed that any employees shall be employees of the Owner. Nothing in this Agreement shall require Agent to take any actions which would constitute the practice of law. Agent may engage, on behalf of Owner, the services of such attorneys, accountants, and promptly forward to other professionals as Agent deems appropriate. Agent may engage and/or compensate subagents and agents representing Tenants in connection with leasing the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this AgreementPremises.

Agent’s Duties. In its capacity as lead lender and servicer of the Loan and until the Loan is fully paid and satisfied, the The Agent shall:: -------------- (a) hold the Facilities Papers (other than the Senior Credit Notespromptly upon receipt thereof, inform each of which shall be held by and belong solely to its payee) and (by the Custodian’s holding the Collateral as bailee for the Agent, as agent and representative Lender of the Lenderscontents of (and, if requested, provide a copy to such Lender of) the Collateral for the benefit of itself and each any notice, document, request or other information received by it in its capacity as Agent hereunder from either Borrower, any Guarantor, or any Lender, and each Lender (including JPMorgan) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills promptly notify each Lender of the occurrence of any Event or Event of Default, provided, however, that the Agent shall not be -------- ------- deemed to have knowledge or notice of the Companies for accrued interestoccurrence of any Event or Event of Default, except with respect to defaults in the Facility Fee and other sums due and receive all payments payment of principal, interest and other sums on fees required to be paid to the Agent for the account of the Loan Lenders, unless the Agent shall have received written notice from a Lender or with respect a Borrower referring to itthis Agreement, describing such Event or Event of Default and stating that such notice is a "notice of default"; (c) each time either Borrower requests the prior written consent of the Instructing Group of the Lenders, use reasonable diligence its best efforts to obtain from and communicate to such Borrower the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received by the Agent on account response of the Loan or with respect Instructing Group of the Lenders in a reasonable and timely manner having due regard to it, in accordance with this Agreementthe nature and circumstances of the request; (d) use reasonable diligence subject to recover from the Companies all expenses incurred that are reimbursable foregoing provisions of this Article, take such actions with respect to any Event or Event of Default as may be requested by the CompaniesInstructing Group, provided, however, that -------- ------- unless and promptly remit to each Lender its Pro Rata share until the Agent has received any such request, the Agent may (if anybut shall not be obligated to) thereof; (e) enforce the terms of this Agreementtake such action, includingor refrain from taking such action, with respect to such Event or Event of Default as it shall deem advisable or in the approval or at the direction best interest of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c); (f) hold all security interests ratably for itself as a Lender and as agent and representative of the other Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (he) request from if so instructed by the CompaniesInstructing Group, and promptly forward subject to the other being indemnified to its satisfaction by all Lenders, such information as do and perform the other Lenders may reasonably request Agent to obtain things contemplated in Articles 6 and 11 in respect of the Revolving Credit Facilities, or refrain from exercising any right, power or discretion vested in it under the Companies, consistent with the terms of this AgreementLoan Documents or any document incidental thereto.

Agent’s Duties. In its capacity as lead lender and servicer of the Loan Seasoned Warehouse Revolving Loans and until the Loan is Seasoned Warehouse Revolving Loans are fully paid and satisfied, the Seasoned Warehouse Agent shall: (a) hold the Facilities Papers Seasoned Warehouse Loan Documents (other than the Senior Credit Seasoned Warehouse Notes, each of which shall be held by and belong solely to its payee) and (by the Custodian’s holding the Collateral as bailee for the Agent, as agent and representative of the Lenders) the Seasoned Warehouse Collateral for the benefit of itself and each other Seasoned Warehouse Lender, and each Lender (including JPMorganTexas Commerce) shall be deemed to have an interest in the Facilities Papers Loan Documents (other than the Senior Credit Seasoned Warehouse Notes, as stated above) and in the Lender Lien in and to the Collateral on any day in proportion to its Pro Rata interest in the Loan Seasoned Warehouse Revolving Loans on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan Seasoned Warehouse Revolving Loans or with respect to itthem or the Commitments and remit them to the Seasoned Warehouse Lenders in accordance with the provisions of SECTION 7.2; (c) send the Seasoned Warehouse Lenders copies of supplements and amendments to SCHEDULE AI promptly after they are made; (d) notify the Lenders of any election made by the Borrowers pursuant to SECTION 7.3 to terminate or reduce the Seasoned Warehouse Lenders' Commitments. (e) use reasonable diligence to obtain from the Companies and promptly remit to each Lender that proportion of the Facility Fee received by the Seasoned Warehouse Agent that bears the same ratio to the total Facility Fee so received as that Lender's Committed Sum for the relevant period bears to the Aggregate Committed Sum for the same period and (ii) such Lender’s 's Pro Rata share of interest, principal and other sums received by the Seasoned Warehouse Agent on account of the Loan Seasoned Warehouse Revolving Loans or with respect to itthem, in accordance with this Agreement; (df) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (eg) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Majority Seasoned Warehouse Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c);SECTION 13.4; and (fh) hold all security interests ratably for itself as a Lender and as agent and representative Representative of and on behalf of the other Seasoned Warehouse Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the Companies, and promptly forward to the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this Agreement.

Agent’s Duties. In its capacity Agent shall, and is authorized and directed, in Agent’s name or Owner’s name, to: a. advertise the Premises for rent in such manner as lead lender and servicer Agent determines is appropriate, including placing signs on the Premises; b. place a lockbox(s) on the Premises (at sole discretion of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payeeagent) and show the Premises to prospective and actual tenants (“Tenants”); c. sign, renew, terminate, and/or cancel leases and tenancies on general terms and conditions approved by the Custodian’s holding the Collateral Owner and on such form of lease as bailee Agent determines is appropriate; d. any lease executed for the Agent, as agent and representative of the Lenders) the Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorgan) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral on any day in proportion to its Pro Rata interest in the Loan on that day; (b) send timely bills to the Companies for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan or with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received Owner by the Agent on account of the Loan or with respect to it, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies all expenses incurred that are reimbursable by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(cshall not exceed Year(s); (f) hold all security interests ratably e. to make or cause to be made repairs and alterations; and pay bills therefore solely from the sums held for itself as a Lender and as agent and representative Owner; f. Agent agrees to secure the prior approval of the other Lender(s)Owner on all expenditures in excess of $ for any one item, except emergency repairs in excess of the maximum if, in the opinion of the Agent such repairs are necessary to protect the Premises from damage or prevent damage to life or to the property of others or to avoid suspension of necessary services or to avoid penalties or fines or to maintain services to the tenant(s) as called for in their lease, or if in Agent’s opinion to maintain the tenancy or to avoid constructive eviction. Nothing herein contained, however, shall be construed to obligate the Agent to make such advances; (g) xxxx g. on a MONTHLY basis, render statements of receipts, expenses and charges and remit to market at least quarterly Owner all Pledged Loans thatreceipts less disbursements. Agent is authorized to retain reserves in escrow, as for the payment of repairs, evictions, etc. Agent is authorized to deduct from Owner’s account any fees or commissions due. In the event the expenses of charge shall be in excess of the first day rents collected by Agent, the Owner hereby agrees to pay such excess within fourteen (14) days upon demand of Agent. If said payment is not made within fourteen (14) days of notification, no further expenditures will be made on behalf of Owner. Such payments shall be mailed to: h. enforce lease provisions and collect rents and other amounts due from Tenants and recover possession of the quarterPremises; i. sign and serve in the name of Owner notices and institute and prosecute actions against Tenants; j. in Agent’s discretion, have been Pledged settle, compromise and release claims and actions or reinstate tenancies; k. recommend to the Agent Owner, for more than ninety (90) days Owner’s approval, a schedule of rents to Tenants; l. handle and provide a report resolve complaints of the results to the LendersTenants; and (h) request from m. enter into such contracts regarding the CompaniesPremises as Agent deems appropriate, including obtaining utility service and hiring employees and contractual labor for Owner, it being agreed that any employees shall be employees of the Owner. Nothing in this Agreement shall require Agent to take any actions which would constitute the practice of law. Agent may engage, on behalf of Owner, the services of such attorneys, accountants, and promptly forward to other professionals as Agent deems appropriate. Agent may engage and/or compensate subagents and agents representing Tenants in connection with leasing the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this AgreementPremises.

Agent’s Duties. In its capacity as lead lender Agent until all Purchased Loans have all been repurchased by the Seller, all other Obligations have been satisfied and servicer of the Loan Buyers have no further Commitments or other obligations under this Agreement and until the Loan is fully paid and satisfiedother Repurchase Documents, the Agent shall: (a) hold the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong solely to its payee) Repurchase Documents and (by the Custodian’s holding the Collateral Purchased Loans as bailee for the Agent, as agent and representative of the Lenders) the Collateral Purchased Loans for the benefit of itself and each other LenderBuyer, and each Lender Buyer (including JPMorganU.S. Bank) shall be deemed to have an interest in the Facilities Papers (other than the Senior Credit Notes, as stated above) and the Collateral Repurchase Documents on any day in proportion to its Pro Rata undivided ownership interest in the Loan Purchased Loans on that day; (b) send timely bills to the Companies Seller for accrued interest, the Facility Fee and other sums due and receive all payments of principal, interest and other sums on account of the Loan Purchased Loans or with respect to itthem; (c) use reasonable diligence to obtain from the Companies Seller and promptly remit to each Lender Buyer such LenderBuyer’s Pro Rata share of interest, principal Repurchase Prices for Purchased Loans and other sums received by the Agent on account of the Loan Purchased Loans or with respect to itthem, in accordance with this Agreement; (d) use reasonable diligence to recover from the Companies Seller all expenses incurred that are reimbursable by the CompaniesSeller, and promptly remit to each Lender Buyer its Pro Rata share (if any) thereof; (e) enforce perform the terms obligations of the Agent that are specifically ascribed to the Agent by this Agreement, including, with the approval or at the direction of all of the LendersRequired Buyers, the remedies afforded the Lenders Buyers pursuant to Section 12.3(c)Sections 18.2, 18.3, 18.4 and 18.9; (f) hold the Purchased Loans and all security interests established hereby ratably for itself as a Lender and as agent Agent and representative of the other Lender(s);Buyers; and (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the CompaniesSeller, and promptly forward to the other LendersBuyers, such information as any of the other Lenders Buyers may reasonably request Agent to obtain from the CompaniesSeller, consistent with the terms of this Agreement. Notwithstanding anything in this Agreement to the contrary, the Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of the Required Buyers, and such instructions shall be binding upon all Buyers, their permitted successors, assigns and participants; provided, however, that the Agent shall not be required to take any action which exposes the Agent to personal liability or which is contrary to the Repurchase Documents or applicable law.

Agent’s Duties. In its capacity as lead lender and servicer of the Loan and until the Loan is fully paid and satisfied, the Agent shall: (a) hold The powers conferred on the Facilities Papers (other than the Senior Credit Notes, each of which shall be held by and belong Collateral Agent hereunder are solely to its payee) and (by protect the Custodian’s holding Secured Parties’ interest in the Collateral as bailee and shall not impose any duty upon it to exercise any such powers. Except for the Agentsafe custody of any Collateral in its possession and the accounting for moneys actually received by it hereunder, the Collateral Agent shall have no duty as to any Collateral, as agent and representative to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not any Secured Party has or is deemed to have knowledge of such matters, or as to the Lenders) the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. The Collateral for the benefit of itself and each other Lender, and each Lender (including JPMorgan) Agent shall be deemed to have an interest exercised reasonable care in the Facilities Papers (other than the Senior Credit Notes, as stated above) custody and the preservation of any Collateral on any day in proportion its possession if such Collateral is accorded treatment substantially equal to that which it accords its Pro Rata interest in the Loan on that day;own property. (b) send timely bills Anything contained herein to the Companies for accrued interestcontrary notwithstanding, the Facility Fee and other sums due and receive all payments of principalCollateral Agent may from time to time, interest and other sums on account of when the Loan Collateral Agent deems it to be necessary, appoint one or more subagents (each a “Subagent”) for the Collateral Agent hereunder with respect to it; (c) use reasonable diligence to obtain from the Companies and promptly remit to each Lender such Lender’s Pro Rata share of interest, principal and other sums received by the Agent on account all or any part of the Loan or Collateral. In the event that the Collateral Agent so appoints any Subagent with respect to itany Collateral, (i) the assignment and pledge of such Collateral and the security interest granted in such Collateral by the Pledgor hereunder shall be deemed for purposes of this Agreement to have been made to such Subagent, in accordance addition to the Collateral Agent, for the ratable benefit of the Secured Parties, as security for the Secured Obligations, (ii) such Subagent shall automatically be vested, in addition to the Collateral Agent, with this Agreement; all rights, powers, privileges, interests and remedies of the Collateral Agent hereunder with respect to such Collateral, and (diii) use reasonable diligence the term “Collateral Agent,” when used herein in relation to recover from any rights, powers, privileges, interests and remedies of the Companies all expenses incurred Collateral Agent with respect to such Collateral, shall include such Subagent; provided, however, that are reimbursable no such Subagent shall be authorized to take any action with respect to any such Collateral unless and except to the extent expressly authorized in writing by the Companies, and promptly remit to each Lender its Pro Rata share (if any) thereof; (e) enforce the terms of this Agreement, including, with the approval or at the direction of all of the Lenders, the remedies afforded the Lenders pursuant to Section 12.3(c); (f) hold all security interests ratably for itself as a Lender and as agent and representative of the other Lender(s); (g) xxxx to market at least quarterly all Pledged Loans that, as of the first day of the quarter, have been Pledged to the Agent for more than ninety (90) days and provide a report of the results to the Lenders; and (h) request from the Companies, and promptly forward to the other Lenders, such information as the other Lenders may reasonably request Agent to obtain from the Companies, consistent with the terms of this AgreementCollateral Agent.