Common use of Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets Clause in Contracts

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Equity Owner and others with interests in Borrower’s partners or members , and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Mortgage Borrower, Senior Mezzanine Borrower, Borrower, Borrower’s partners or and members and others with interests in Borrower (including each Other Mezzanine Borrower), and of the Properties, the Collateral and the “Collateral” under (and as defined in) each Other Mezzanine Loan Agreement or to a sale in inverse order of alienation in the event of a foreclosure of (or other enforcement action with respect to) all or any of the MortgagesMortgages or a sale (upon any enforcement) under the Pledge Agreement (or under any pledge under any pledge agreement given under any of the Other Mezzanine Loan Agreements), and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or the Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of (or any enforcement action with respect to) any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Collateral with respect to each Mortgage Borrower or require Lender to exhaust its remedies against any Property Collateral with respect to each Mortgage Borrower or any combination of the Properties such Collateral before proceeding against any other Property Collateral with respect to one or combination of Propertiesmore Mortgage Borrowers; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (aA) Borrower acknowledge Each of the Borrowers acknowledges that Lender has made the Loan to Borrower upon, among other things, each of the Borrowers upon the security of its collective interest in the Properties Sites and the Other Company Collateral and in reliance upon the aggregate value of the Properties Sites and the Other Company Collateral taken together being of greater value as collateral security than the sum of each Property such Site and each of the Borrowers’ interests in the Company Collateral taken separately. Borrower Each of the Borrowers agrees that the Mortgages Deeds of Trusts and other security agreements given hereunder are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the Deeds of Trusts and the other Mortgages security agreements given hereunder which secure the Note; (ii) an Event subject to any limitations contained therein, each Deed of Default under Trust and the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage other security agreements given hereunder shall constitute security for the Note Notes as if a single blanket lien were placed on all of the Properties Sites and the Other Company Collateral as security for the Note; and (iviii) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (bB) To the fullest extent permitted by law, Borrower each of the Borrowers, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrowereach of the Borrowers, each of the Borrower’s partners or members and others with interests in each of the Borrowers, and of the PropertiesSites and the Other Company Collateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesDeeds of Trusts or the Other Company Collateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Sites and the Other Company Collateral for the collection of the Debt Loan without any prior or different resort for collection or of the right of Lender to the payment of the Debt Loan out of the net proceeds of the Properties Sites and the Other Company Collateral in preference to every other claimant whatsoever. In addition, Borrowereach of the Borrowers, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesDeeds of Trusts or Other Company Collateral, any equitable right otherwise available to Borrower each of the Borrowers which would require the separate sale of the Properties Sites and the Other Company Collateral or require Lender to exhaust its remedies against any Property such Sites and the Other Company Collateral or any combination of the Properties Sites and the Other Company Collateral before proceeding against any other Property Sites and the Other Company Collateral or combination of PropertiesSites and the Other Company Collateral; and further in the event of such foreclosure Borrower does each of the Borrowers do hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesSites and the Other Company Collateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; and (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, Guarantor and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties or any other assets of Borrower or Guarantor for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or any other assets of Borrower or Guarantor in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or any other assets of Borrower or Guarantor or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties or any other assets of Borrower or Guarantor before proceeding against any other Individual Property or combination of PropertiesProperties or any other assets of Borrower or Guarantor; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperties or any other assets of Borrower or Guarantor.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that (except with respect to and subject to the terms and conditions set forth herein concerning the Minority Borrower Interests) Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property Individual Borrower’s Collateral taken separately. Borrower agrees that the Mortgages are and will be Pledge Agreement cross-collateralized collateralizes (except with respect to and subject to the terms and conditions set forth herein concerning the Minority Borrower Interests) and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute constitutes an Event of Default with respect to each Individual Borrower’s pledge of Collateral under each of the other Mortgages Pledge Agreement which secure secures the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgagethe Pledge Agreement; (iii) each Mortgage the Pledge Agreement (except with respect to and subject to the terms and conditions set forth herein concerning the Collateral of a Minority Interest Borrower) shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Collateral as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. No Collateral of a Minority Interest Borrower shall constitute security for the Debt or Obligations attributable to any other Individual Borrower and no Minority Interest Borrower shall be liable for the Debt or other Obligations of any other Individual Borrower. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners partners, members or members shareholders and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesCollateral, and agrees shall not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of upon any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any part of the Properties Collateral or require Lender to exhaust its remedies against any Property part of the Collateral or any combination of the Properties Collateral before proceeding against any other Property part of the Collateral or combination of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property the individual portions of the Collateral taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower for itself and its respective successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners members or members others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesCollateral, and agrees shall not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of upon any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Collateral or require Lender to exhaust its remedies against any Property portion of the Collateral or any combination of portions of the Properties Collateral before proceeding against any other Property portion of the Collateral or combination of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of all or any portion of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of the individual interests of each Property Individual Borrower taken separately. Borrower agrees that the Mortgages Pledge Agreements are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Pledge Agreements shall constitute an Event of Default under each of the other Mortgages Pledge Agreements which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgagePledge Agreement; (iii) each Mortgage Pledge Agreement shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Collateral as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesCollateral, and agrees shall not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or upon all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any part of the Properties Collateral or require Lender to exhaust its remedies against any Property part of the Collateral or any combination of the Properties Collateral before proceeding against any other Property part of the Collateral or combination of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a1) Each Borrower acknowledge acknowledges that Lender the Administrative Agent has made the Loan Loans to Borrower upon, among other things, the Borrowers upon the security of its the Borrowers’ collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property the Properties taken separately. Each Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (ia) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the NoteNotes; (iib) an Event of Default under the Note Notes or this Agreement shall constitute an Event of Default under each Mortgage; and (iiic) each Mortgage shall constitute security for the Note Notes as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyanceNotes. (b2) To the fullest extent permitted by law, Borrower each Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of any Borrower, and others with interests in any Borrower’s partners or members , and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Administrative Agent (on behalf of the Lenders) under the Loan Documents to a sale of the Properties for the collection of the Debt Indebtedness without any prior or different resort for collection or of the right of Lender the Administrative Agent to the payment of the Debt Indebtedness (on behalf of the Lenders) out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to any Borrower which would require the separate sale of the Properties or require Lender the Administrative Agent to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Borrower does hereby expressly consents to and authorizes, at the option of Lenderthe Administrative Agent, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge Pledgor acknowledges that Lender has made the Loan to Borrower upon, among other things, Pledgor upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties taken together Collateral being of greater value as collateral security than the sum of each Property any portion of the Collateral taken separately. Borrower Pledgor agrees that the Mortgages Pledge Agreements are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Pledge Agreements shall constitute an Event of Default under each of the other Mortgages Pledge Agreements which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgagePledge Agreement; (iii) each Mortgage Pledge Agreement shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Pledgor, for itself and its successors and assigns, waives all rights to a marshalling of the assets of BorrowerPledgor, BorrowerPledgor’s partners or members and others with interests in Pledgor, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesPledge Agreement, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerPledgor, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesPledge Agreement, any equitable right otherwise available to Borrower Pledgor which would require the separate sale of the Properties Collateral or require Lender to exhaust its remedies against any Property or any combination portion of the Properties Collateral before proceeding against any other Property or combination portion of Propertiesthe Collateral; and further in the event of such foreclosure Borrower Pledgor does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross- collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien Lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties an Individual Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Borrower acknowledge hereby acknowledges that Lender has Xxxxxxx have made the Loan Advances to such Borrower upon, among other things, the security of its collective interest in the Financed SF Properties and in reliance upon the aggregate of the Financed SF Properties taken together being of greater value as collateral security than the sum of each Financed SF Property taken separately. Each Borrower agrees that the Mortgages Mortgages, if any, are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Mortgages, if any, shall constitute an Event of Default under each of the other Mortgages which secure the NoteMortgages, if any; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage, if any; (iii) each Mortgage Mortgage, if any, shall constitute security for the Note as if a single blanket lien were placed on all of the Financed SF Properties as security for the Notesecurity; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Borrower for itself and its successors and assigns, waives all rights upon the occurrence and continuance of an Event of Default to a marshalling of the assets of such Borrower, such Borrower’s partners or members and of the Financed SF Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, if any, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender Administrative Agent under the Loan Facility Documents to a sale of the Financed SF Properties for the collection of the Debt Secured Obligations without any prior or different resort for collection or of the right of Lender Administrative Agent to the payment of the Debt Secured Obligations out of the net proceeds of the Financed SF Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, if any, any equitable right otherwise available to such Borrower which would require the separate sale of the Financed SF Properties or require Lender Administrative Agent to exhaust its remedies against any Financed SF Property or any combination of the Financed SF Properties before proceeding against any other Financed SF Property or combination of Financed SF Properties; and further in the event of such foreclosure each Borrower does hereby expressly consents consent to and authorizes, at the option of Lender, Administrative Agent the foreclosure and sale either separately or together of any combination of the Financed SF Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property the individual portions of the Collateral taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners members or members others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesCollateral, and agrees shall not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of upon any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Collateral or require Lender to exhaust its remedies against any Property portion of the Collateral or any combination of portions of the Properties Collateral before proceeding against any other Property portion of the Collateral or combination of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of all or any portion of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Individual Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each Individual Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Individual Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to an Individual Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Individual Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Individual Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each Individual Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Individual Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to an Individual Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Individual Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Individual Properties and in reliance upon the aggregate of the Individual Properties taken together being of greater value as collateral security than the sum of each Property the Individual Properties taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; and (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Individual Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Individual Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Individual Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Individual Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, to the extent permitted by applicable law, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Individual Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Individual Properties before proceeding against any other Individual Property or combination of Individual Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Individual Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower Borrowers hereby acknowledge that Lender has made the Loan Advances to Borrower Borrowers upon, among other things, the security of its collective interest in the Financed Rental Properties and in reliance upon the aggregate of the Financed Rental Properties taken together being of greater value as collateral security than the sum of each Financed Rental Property taken separately. Borrower Borrowers agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Financed Rental Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of such Borrower, Borrower’s partners or members and of the Financed Rental Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Facility Documents to a sale of the Financed Rental Properties for the collection of the Debt Secured Obligations without any prior or different resort for collection or of the right of Lender to the payment of the Debt Secured Obligations out of the net proceeds of the Financed Rental Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower Borrowers which would require the separate sale of the Financed Rental Properties or require Lender to exhaust its remedies against any Financed Rental Property or any combination of the Financed Rental Properties before proceeding against any other Financed Rental Property or combination of Financed Rental Properties; and further in the event of such foreclosure each Borrower does hereby expressly consents consent to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Financed Rental Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members Borrower and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Borrower acknowledge Entity acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its each Borrower Entity’s collective interest in the Properties Collateral and the Real Property and in reliance upon the aggregate of the Properties Collateral and Real Property taken together being of greater value as collateral security than the sum of each Mortgage Loan and Individual Property taken separately. Borrower agrees that each of the Pledge Agreements and Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Pledge Agreements or Mortgages shall constitute an Event of Default under each of the other Pledge Agreements or Mortgages which secure any of the NoteNote or the Guaranty of Borrower Obligations; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Pledge Agreement and Mortgage; (iii) each Pledge Agreement and Mortgage shall constitute security for the Note and the Guaranty of Borrower Obligations as if a single blanket lien were placed on all of the Properties Collateral and Real Property as security for the NoteNote and the Guaranty of Borrower Obligations; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Borrower Entity for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members members, and others with interests in any Borrower Entity, and of the PropertiesCollateral and the Real Property, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgages or the Pledge Agreements, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of any of the Properties Collateral or the Real Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of any of the Properties Collateral or the Real Property in preference to every other claimant whatsoever. In addition, Borrowereach Borrower Entity, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgages or the Pledge Agreements, any equitable right otherwise available to any Borrower Entity which would require the separate sale of any of the Properties Collateral or the Real Property or require Lender to exhaust its remedies against any Individual Property or Collateral or any combination of any of the Properties Collateral or the Real Property before proceeding against any other Individual Property or combination of Propertiesany of the Collateral or the Real Property; and further in the event of such foreclosure foreclosure, each Borrower Entity does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of any of the PropertiesCollateral or the Real Property.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge Property Guarantor acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its Property Guarantor’s collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees Property Guarantor agree that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that subject to the release or substitution of any Individual Property as provided herein (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the NoteProperty Guaranty; (ii) an Event of Default under the Note Property Guaranty or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note Guaranty as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Borrower, for itself and its successors and assigns, and on behalf of Property Guarantor waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assignsassigns and Property Guarantor, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower or Property Guarantor which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (aA) Borrower acknowledge Each of the Borrowers acknowledges that Lender has made the Loan to Borrower upon, among other things, each of the Borrowers upon the security of its collective interest in the Properties and the Other Company Collateral and in 91 reliance upon the aggregate value of the Properties and the Other Company Collateral taken together being of greater value as collateral security than the sum of each such Property and each of the Borrowers' interests in the Company Collateral taken separately. Borrower Each of the Borrowers agrees that the Mortgages Deeds of Trusts and other security agreements given hereunder are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the Deeds of Trusts and the other Mortgages security agreements given hereunder which secure the Note; (ii) an Event each Deed of Default under Trust and the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage other security agreements given hereunder shall constitute security for the Note as if a single blanket lien were placed on all of the Properties and the Other Company Collateral as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (bB) To the fullest extent permitted by law, Borrower each of the Borrowers, for itself and its successors and assigns, waives all rights to a marshalling of the assets of each of the Borrowers, each of the Borrower's members and others with interests in each of the Borrowers, Borrower’s partners or members and of the PropertiesProperties and the Other Company Collateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesDeeds of Trusts or the Other Company Collateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties and the Other Company Collateral for the collection of the Debt Loan without any prior or different resort for collection or of the right of Lender to the payment of the Debt Loan out of the net proceeds of the Properties and the Other Company Collateral in preference to every other claimant whatsoever. In addition, Borrowereach of the Borrowers, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesDeeds of Trusts or Other Company Collateral, any equitable right otherwise available to Borrower each of the Borrowers which would require the separate sale of the Properties and the Other Company Collateral or require Lender to exhaust its remedies against any Property such Properties and the Other Company Collateral or any combination of the Properties and the Other Company Collateral before proceeding against any other Property Properties and the Other Company Collateral or combination of PropertiesProperties and the Other Company Collateral; and further in the event of such foreclosure Borrower each of the Borrowers does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperties and the Other Company Collateral. [signatures follow on next page]

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members Mezzanine Borrower and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property of the individual interests in the Pledged Entities taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Pledge Agreement shall constitute an Event of Default under the Note and each of the other Mortgages which secure the NoteLoan Documents; and (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyancePledge Agreement. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesPledge Agreement, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Collateral or the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties00000000.0.XXXXXXXX

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Instruments shall constitute an Event of Default under each of the other Mortgages Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageInstrument; (iii) each Mortgage Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesInstruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt Loan without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesInstruments, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Property or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Mortgage Borrower, Borrower, Senior Mezzanine Borrower, Borrower’s partners or and members and others with interests in Borrower (including each Other Mezzanine Borrower), and of the Properties, the Collateral and the “Collateral” under (and as defined in) each Other Mezzanine Loan Agreement or to a sale in inverse order of alienation in the event of a foreclosure of (or other enforcement action with respect to) all or any of the MortgagesMortgages or a sale (upon any enforcement) under the Pledge Agreement (or under any pledge under any pledge agreement given under any of the Other Mezzanine Loan Agreements), and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or the Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of (or any enforcement action with respect to) any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Collateral with respect to each Mortgage Borrower or require Lender to exhaust its remedies against any Property Collateral with respect to each Mortgage Borrower or any combination of the Properties such Collateral before proceeding against any other Property Collateral with respect to one or combination of Propertiesmore Mortgage Borrowers; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender Xxxxxx has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, BorrowerXxxxxxxx’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerXxxxxxxx, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its Borrower’s collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each of Borrower and Operating Lessee agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each of Borrower and Operating Lessee, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Operating Lessee, Borrower’s and/or Operating Lessee’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrowereach of Borrower and Operating Lessee, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower and/or Operating Lessee which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower and Operating Lessee does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties Mortgaged Property A and Mortgaged Property B taken together being of greater value as collateral security than the sum of each the Mortgaged Property taken separately. Borrower agrees that the The Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (ia) an Event of Default under any one of the Mortgages shall constitute an Event of Default under each of the other Mortgages Mortgage which secure secures the Note; (iib) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; and (iiic) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Mortgaged Property as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, and others with interests in Borrower’s partners or members , and of the PropertiesMortgaged Property, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Mortgaged Property for the collection of the Debt Indebtedness without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties Mortgaged Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any one or all both of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Mortgaged Property or require Lender to exhaust its remedies against any one of Mortgaged Property A or any combination of the Properties Mortgaged Property B before proceeding against any other Property or combination of Propertiesthe other; and further further, in the event of such foreclosure foreclosure, Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of Mortgaged Property A and Mortgaged Property B. Borrower agrees that the Propertiesactions, sales, proceedings and foreclosure described herein or in any of the other Loan Documents may be commenced in any order determined by Lender.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender Lxxxxx has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Bxxxxxxx, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, BorrowerBxxxxxxx’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each of Borrower and Operating Lessee agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each of Borrower and Operating Lessee for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Operating Lessee, Borrower’s and/or Operating Lessee’s partners or members and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrowereach of Borrower and Operating lessee, for itself and its respective successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower and/or Operating Lessee which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower and Operating Lessee does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) The Borrower acknowledge acknowledges that Lender has made the Loan to the Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property the Properties taken separately. The Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; and (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; , except that the Gilroy V Mortgages shall only constitute security for the Gilroy V Note and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyancethe Gilroy V Guarantee. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives (to the extent permitted by law) in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to the Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure the Borrower does hereby expressly consents to and authorizes, at the option of the Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its Borrower’s collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each of Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each of Borrower acknowledge and Operating Lessee acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each of Borrower and Operating Lessee agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instrument shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the NoteNotes; (ii) an Event of Default under the any Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note Notes as if a single blanket lien were placed on all of the Properties as security for the NoteNotes; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower and Operating Lessee, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Operating Lessee, Borrower’s and Operating Lessee’s partners or members and others with interests in Borrower and Operating Lessee, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerBorrower and Operating Lessee, for itself and its successors and assigns, waives in the event of foreclosure of all or any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower or Operating Lessee which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower or Operating Lessee does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instrument shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the NoteNotes; (ii) an Event of Default under the any Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note Notes as if a single blanket lien were placed on all of the Properties as security for the NoteNotes; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of all or any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Individual Properties and in reliance upon the aggregate of the Individual Properties taken together being of greater value as collateral security than the sum of each Property the Individual Properties taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; and (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Individual Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the Individual Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Individual Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Individual Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, to the extent permitted by applicable law, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Individual Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Individual Properties before proceeding against any other Individual Property or combination of Individual Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Individual Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instrument which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, to the extent permitted by applicable law. Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Credit Agreement Macquarie Infrastructure Company Inc. Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its Borrower’s collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Individual Borrower or Individual Operating Lessee, for itself and its successors and assigns, waives all rights to a marshalling of its assets and the assets of Borrowerits partners and others with interests in such Individual Borrower or Individual Operating Lessee, Borrower’s partners or members and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrowereach Individual Borrower and Individual Operating Lessee, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower it which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Individual Borrower and Individual Operating Lessee does hereby expressly consents consent to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender Xxxxxx has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an upon the occurrence of any Event of Default under any Default, an event of the Mortgages default shall constitute an Event of Default be deemed to have occurred under each of the other Mortgages which secure regardless of whether the Noteevent constituting such Event of Default related to any particular Individual Property; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, BorrowerXxxxxxxx’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure foreclosure, Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge hereby acknowledges that Lender has the Lenders have made the Loan Advances to the Borrower upon, among other things, the security of its collective interest in the Financed Properties and in reliance upon the aggregate of the Financed Properties taken together being of greater value as collateral security than the sum of each Financed Property taken separately. The Borrower agrees that the Mortgages Mortgages, if any, are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Mortgages, if any, shall constitute an Event of Default under each of the other Mortgages which secure the NoteMortgages, if any; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage, if any; (iii) each Mortgage Mortgage, if any, shall constitute security for the Note as if a single blanket lien were placed on all of the Financed Properties as security for the Notesecurity; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, the Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of the Borrower, the Borrower’s partners or members and of the Financed Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, if any, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Administrative Agent under the Loan Facility Documents to a sale of the Financed Properties for the collection of the Debt Secured Obligations without any prior or different resort for collection or of the right of Lender the Administrative Agent to the payment of the Debt Secured Obligations out of the net proceeds of the Financed Properties in preference to every other claimant whatsoever. In addition, the Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, if any, any equitable right otherwise available to the Borrower which would require the separate sale of the Financed Properties or require Lender the Administrative Agent to exhaust its remedies against any Financed Property or any combination of the Financed Properties before proceeding against any other Financed Property or combination of Financed Properties; and further in the event of such foreclosure the Borrower does hereby expressly consents consent to and authorizes, at the option of Lender, the Administrative Agent the foreclosure and sale either separately or together of any combination of the Financed Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Individual Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt Loan without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Individual Properties before proceeding against any other Individual Property or combination of Individual Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Individual Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an upon the occurrence of any Event of Default under any Default, an event of the Mortgages default shall constitute an Event of Default be deemed to have occurred under each of the other Mortgages which secure regardless of whether the Noteevent constituting such Event of Default related to any particular Individual Property; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure foreclosure, Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instrun1ents shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Borrower acknowledge hereby acknowledges that Lender has Lenders have made the Loan Advances to such Borrower upon, among other things, the security of its collective interest in the Financed SF Properties and in reliance upon the aggregate of the Financed SF Properties taken together being of greater value as collateral security than the sum of each Financed SF Property taken separately. Each Borrower agrees that the Mortgages Mortgages, if any, are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Mortgages, if any, shall constitute an Event of Default under each of the other Mortgages which secure the NoteMortgages, if any; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage, if any; (iii) each Mortgage Mortgage, if any, shall constitute security for the Note as if a single blanket lien were placed on all of the Financed SF Properties as security for the Notesecurity; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Borrower for itself and its successors and assigns, waives all rights upon the occurrence and continuance of an Event of Default to a marshalling of the assets of such Borrower, such Borrower’s partners or members and of the Financed SF Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, if any, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender Administrative Agent under the Loan Facility Documents to a sale of the Financed SF Properties for the collection of the Debt Secured Obligations without any prior or different resort for collection or of the right of Lender Administrative Agent to the payment of the Debt Secured Obligations out of the net proceeds of the Financed SF Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, if any, any equitable right otherwise available to such Borrower which would require the separate sale of the Financed SF Properties or require Lender Administrative Agent to exhaust its remedies against any Financed SF Property or any combination of the Financed SF Properties before proceeding against any other Financed SF Property or combination of Financed SF Properties; and further in the event of such foreclosure each Borrower does hereby expressly consents consent to and authorizes, at the option of Lender, Administrative Agent the foreclosure and sale either separately or together of any combination of the Financed SF Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgage, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgage, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Collateral and the Properties and in reliance upon the aggregate of the Collateral and the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; (iv) each Pledge Agreement shall constitute security for the Note as if a single blanket lien were placed on all of the Collateral as security for the Note; and (ivv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, Operating Lessee and of the Collateral and the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgages or the Collateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Collateral and the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Collateral and the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgages or the Collateral, any equitable right otherwise available to Borrower which would require the separate sale of the Properties the Collateral and or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties. Furthermore, Borrower, for itself and its successors and assigns, waives in the event of foreclosure upon all of the Collateral, any equitable right otherwise available to Borrower which would require the separate sale of any part of the Collateral or require Lender to exhaust its remedies against any part of the Collateral or any combination of the Collateral before proceeding against any other part of the Collateral or combination of the Collateral; and further in the event of such foreclosure Borrower hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Collateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge Each of the Obligors and the Holding Company acknowledges that Lender has the Holders have made the Loan to Borrower upon, among other things, applicable portion of the Promissory Certificates upon the security of the Sites, the Contracts and the Other Company Collateral of the Company and its collective interest in the Properties Obligors and Holding Company and in reliance upon the aggregate value of the Properties Sites, the Contracts and the Other Company Collateral of the Company and the Obligors and the Capital Stock of Company pledged by its Holding Company taken together being of greater value as collateral security than the sum of each Property such Site, such Contracts and the Company’s and its Obligors’ in the Other Company Collateral, and Holding Company’s interest in the Capital Stock of Company, taken separately. Borrower Each of the related Obligors of the Company agrees that the Mortgages and other security agreements given hereunder with respect to the Company’s Obligations are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Company hereunder shall constitute an Event of Default under each of the Mortgages and the other Mortgages security agreements related to the Company and its other Obligors given hereunder which secure the Noteapplicable portion of the Promissory Certificates related to the Company; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) subject to any limitations contained therein, each Mortgage and the other security agreements given hereunder shall constitute security for the Note applicable portion of the Promissory Certificates related to the Company as if a single blanket lien were placed on all of the Properties Sites, the Contracts, and the Other Company Collateral of the Company as security for the Noteapplicable portion of the Promissory Certificates related to the Company; and (iviii) such cross-collateralization of the Company and its related Obligors shall in no event be deemed to constitute a fraudulent conveyance. (bA) To the fullest extent permitted by law, Borrower each of the Obligors and the Holding Company, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrowereach of the Obligors, Borrowereach of the Obligor’s partners or and Holding Company’s members and others with interests in each of the Obligors, and of the PropertiesSites, the Contracts, and the Other Company Collateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgages or the Other Company Collateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Collateral Agent, on behalf of the Secured Parties under the Loan Documents Finance Documents, to a sale of the Properties Sites, the Contracts and the Other Company Collateral of the Company or any related Obligor for the collection of the Debt applicable portion of the Promissory Certificates without any prior or different resort for collection or of the right of Lender the Collateral Agent, on behalf of the Secured Parties, to the payment of the Debt applicable portion of the Promissory Certificates out of the net proceeds of the Properties Sites, the Contracts and the Other Company Collateral of the related Obligor and Holding Company and in preference to every other claimant whatsoever. In addition, Borrowereach of the Obligors and Holding Company, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgages or Other Company Collateral, any equitable right otherwise available to Borrower each of the Obligors or Holding Company which would require the separate sale of the Properties Sites, the Contracts and the Other Company Collateral or require Lender the Collateral Agent to exhaust its remedies against any Property such Sites, Contracts and the Other Company Collateral or any combination of the Properties Sites, the Contracts and the Other Company Collateral before proceeding against any other Property Sites, Contracts and the Other Company Collateral or combination of PropertiesSites, Contracts and the Other Company Collateral, each with respect to the Company and its related Obligors; and further in the event of such foreclosure Borrower does each of the Obligors of the Company and its Holding Company do hereby expressly consents consent to and authorizesauthorize, at the option of Lenderthe Majority Holders (acting through the Collateral Agent or its designee), the foreclosure and sale either separately or together of any combination of the PropertiesSites, the Contracts and the Other Company Collateral of the Company and its Obligors.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower and Baltimore Owner acknowledge that (except with respect to and subject to the terms and conditions set forth herein concerning the Minority Interest Properties) Lender has made the Loan to Borrower upon, among other things, and Baltimore Owner upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees and Baltimore Owner agree that the Mortgages are and will be cross-collateralized (except with respect to and subject to the terms and conditions set forth herein concerning the Minority Interest Properties) and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage (except with respect to and subject to the terms and conditions set forth herein concerning the Minority Interest Properties) shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. No Minority Interest Property shall constitute security for the Debt or Obligations attributable to any other Property and no Individual Borrower of a Minority Interest Property shall be liable for the Debt or other Obligations of any other Individual Borrower. (b) To the fullest extent permitted by law, Borrower and Baltimore Owner, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, Baltimore Owner, Baltimore Owner’s partners and others with interests in Baltimore Owner, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerBorrower and Baltimore Owner, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower or Baltimore Owner which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower and Baltimore Owner does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling marshaling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling marshaling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instrument which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, to the extent permitted by applicable law. Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Individual Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Each Individual Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Individual Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to an Individual Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Individual Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties. 90523206v16

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each of Borrower and Maryland Owner acknowledge that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees and Maryland Owner agree that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each of Borrower and Maryland Owner, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Maryland Owner, Borrower’s partners or members and others with interests in Borrower, Maryland Owner’s partners and other in interest in Maryland Owner, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrowereach of Borrower and Maryland Owner, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower or Maryland Owner which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower and Maryland Owner does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge Each of the Obligors and the Holding Company acknowledges that Lender has the Lenders have made the applicable portion of the Loan to the Borrower upon, among other things, upon the security of the Sites, the Contracts and the Other Company Collateral of the Borrower and its collective interest in the Properties Obligors and Holding Company and in reliance upon the aggregate value of the Properties Sites, the Contracts and the Other Company Collateral of the Borrower and the Obligors and the Capital Stock of Borrower pledged by its Holding Company taken together being of greater value as collateral security than the sum of each Property such Site, such Contracts and the Borrower’s and its Obligors’ in the Other Company Collateral, and Holding Company’s interest in the Capital Stock of Borrower, taken separately. Each of the related Obligors of the Borrower agrees that the Mortgages and other security agreements given hereunder with respect to the Borrower’s Obligations are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Borrower hereunder shall constitute an Event of Default under each of the Mortgages and the other Mortgages security agreements related to the Borrower and its other Obligors given hereunder which secure the Noteapplicable portion of the Note related to the Borrower; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) subject to any limitations contained therein, each Mortgage and the other security agreements given hereunder shall constitute security for the applicable portion of the Note related to the Borrower as if a single blanket lien were placed on all of the Properties Sites, the Contracts, and the Other Company Collateral of the Borrower as security for the Noteapplicable portion of the Note related to the Borrower; and (iviii) such cross-collateralization of the Borrower and its related Obligors shall in no event be deemed to constitute a fraudulent conveyance. (bA) To the fullest extent permitted by law, Borrower each of the Obligors and the Holding Company, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrowereach of the Obligors, Borrowereach of the Obligor’s partners or and Holding Company’s members and others with interests in each of the Obligors, and of the PropertiesSites, the Contracts, and the Other Company Collateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgages or the Other Company Collateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Collateral Agent or Administrative Agent, each on behalf of the Lenders under the Loan Documents Documents, to a sale of the Properties Sites, the Contracts and the Other Company Collateral of the Borrower or any related Obligor for the collection of the Debt applicable portion of the Loan of the Borrower without any prior or different resort for collection or of the right of Lender the Collateral Agent or Administrative Agent, each on behalf of the Lenders, to the payment of the Debt applicable portion of the Loan of the Borrower out of the net proceeds of the Properties Sites, the Contracts and the Other Company Collateral of the related Obligor and Holding Company and in preference to every other claimant whatsoever. In addition, Borrowereach of the Obligors and Holding Company, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgages or Other Company Collateral, any equitable right otherwise available to Borrower each of the Obligors or Holding Company which would require the separate sale of the Properties Sites, the Contracts and the Other Company Collateral or require Lender the Administrative Agent or Collateral Agent to exhaust its remedies against any Property such Sites, Contracts and the Other Company Collateral or any combination of the Properties Sites, the Contracts and the Other Company Collateral before proceeding against any other Property Sites, Contracts and the Other Company Collateral or combination of PropertiesSites, Contracts and the Other Company Collateral, each with respect to the Borrower and its related Obligors; and further in the event of such foreclosure each of the Obligors of the Borrower does and its Holding Company do hereby expressly consents consent to and authorizesauthorize, at the option of Lenderthe Administrative Agent, the foreclosure and sale either separately or together of any combination of the PropertiesSites, the Contracts and the Other Company Collateral of the Borrower and its Obligors.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower and Property Owner acknowledge that Lender has made the Loan to Borrower upon, among other things, and Property Owner upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees and Property Owner agree that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each of Borrower and Property Owner for itself and its respective successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members, Property Owner, Property Owner’s partners or members and others with interests in Borrower, Property Owner, Operating Lessee and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrowereach of Borrower and Property Owner, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower or Property Owner which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each of Borrower and Property Owner does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property of the individual interests in the Pledged Entities taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Pledge Agreement shall constitute an Event of Default under the Note and each of the other Mortgages which secure the NoteLoan Documents; and (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyancePledge Agreement. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesPledge Agreement, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Collateral or the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties00000000.0.XXXXXXXX 164

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge 10.19.1 Each Property Owner acknowledges that each Lender has made the Loan to Borrower upon, among other things, Borrowers upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower Each Property Owner agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the NoteNotes; (ii) an Event of Default under the Note Notes or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note Notes as if a single blanket lien Lien were placed on all of the Properties as security for the NoteNotes; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) 10.19.2 To the fullest extent permitted by lawLaw, Borrower each Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of BorrowerBorrowers, Borrower’s Borrowers’ partners or members and others with interests in Borrowers, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender Administrative Agent, Collateral Agent and Lenders under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender Lenders to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower Borrowers which would require the separate sale of the Properties or require Lender Lenders to exhaust its their remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does Borrowers do hereby expressly consents consent to and authorizesauthorize, at the option of LenderLenders, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets .assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees and acknowledges that Savannah Borrower, Baltimore Borrower, and Portsmouth Borrower and their respective successors and assigns shall be jointly and severally liable for the Debt and the Other Obligations under the Loan Documents. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; (iii) each the Mortgage with respect to the Savannah Property and the Portsmouth Property shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; (iv) the Mortgage with respect to the Baltimore Property shall constitute security for the IDOT Guaranty; and (ivv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself itself, IDOT Guarantor and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, IDOT Guarantor Borrower’s and IDOT Guarantor’s partners or members and others with interests in Borrower, IDOT Guarantor and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself itself, IDOT Guarantor and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower or IDOT Guarantor which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does and IDOT Guarantor do hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property Borrower's Collateral taken separately. Borrower agrees that portions of the Mortgages are and will be Collateral cross-collateralized collateralize and cross-defaulted default with each other portions of the Collateral so that (i) an Event of Default under any of the Mortgages shall constitute constitutes an Event of Default with respect to each Borrower's pledge of Collateral under each of the other Mortgages Pledge Agreement which secure secures the Note; (ii) an Event of Default that is continuing under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgagethe Pledge Agreement; (iii) each Mortgage the Pledge Agreement shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Collateral as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or 's members and others with interests in Borrower, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of upon the MortgagesCollateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of upon any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Collateral or require Lender to exhaust its remedies against any Property or any combination portion of the Properties Collateral before proceeding against any other Property or combination portion of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does each hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of with any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower Borrowers acknowledge that Lender has made the Loan to Borrower upon, among other things, Borrowers and has accepted the Guaranty of Other Loans from Borrowers upon the security of its collective interest in the Individual Properties and in reliance upon the aggregate of the Individual Properties taken together being of greater value as collateral security than the sum of each Property the Individual Properties taken separately. Borrower agrees Borrowers agree that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the NoteNote and the Guaranty of Other Loans; (ii) an Event of Default under the Note Note, the Guaranty of Other Loans or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each First Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Individual Properties as security for the Note; , and (iv) such cross-collateralization each Second Mortgage shall in no event be deemed to constitute security for the Guaranty of Other Loans as if a fraudulent conveyancesingle blanket lien were placed on all of the Individual Properties as security for the Guaranty of Other Loans. (b) To the fullest extent permitted by law, Borrower each Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of such Borrower, such Borrower’s partners or members and others with interests in any Borrower, and of the Individual Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents or the Guaranty Security Documents to a sale of the Individual Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Individual Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to such Borrower which would require the separate sale of the Individual Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Individual Properties before proceeding against any other Individual Property or combination of Individual Properties; and further in the event of such foreclosure Borrower does Borrowers do hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Individual Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) .. To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesProperties by power of sale, Mortgages and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by lawApplicable Law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates xxxxxxxxxxxxxx xx xxxxxxx of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-cross- collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instrument shall constitute an Event of Default under each of the other Mortgages Security Instrument which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-cross- collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its Ply Gem Industries -61- successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of Propertiesor Property; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property Borrower’s Collateral taken separately. Borrower agrees that portions of the Mortgages are and will be Collateral cross-collateralized collateralize and cross-defaulted default with each other portions of the Collateral so that (i) an Event of Default under any of the Mortgages shall constitute constitutes an Event of Default with respect to each Borrower’s pledge of Collateral under each of the other Mortgages Pledge Agreement which secure secures the Note; (ii) an Event of Default that is continuing under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgagethe Pledge Agreement; (iii) each Mortgage the Pledge Agreement shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Collateral as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of upon the MortgagesCollateral, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of upon any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Collateral or require Lender to exhaust its remedies against any Property or any combination portion of the Properties Collateral before proceeding against any other Property or combination portion of Propertiesthe Collateral; and further in the event of such foreclosure Borrower does each hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of with any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Collateral and in reliance upon the aggregate of the Properties Collateral taken together being of greater value as collateral security than the sum of each Property of the individual interests in the Pledged Entities taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Pledge Agreement shall constitute an Event of Default under the Note and each of the other Mortgages which secure the NoteLoan Documents; and (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyancePledge Agreement. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesCollateral, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesPledge Agreement, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Collateral or the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Secured Parties under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of LenderAdministrative Agent, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties each Individual Property and in reliance upon the aggregate of the all Individual Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Individual Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) . To the fullest extent permitted by law, Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of any of the Individual Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of any of the Individual Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Individual Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Individual Properties before proceeding against any other Individual Property or combination of Individual Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Individual Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any portion of the MortgagesMortgage, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all portion of the MortgagesMortgage, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender Agent has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Projects and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separatelyProjects. Borrower agrees that the Mortgages Deed of Trusts are and will be cross-cross collateralized and cross-cross defaulted with each other so that (i) an Event of Default under any of the Mortgages Deed of Trusts shall constitute an Event of Default under each of the other Mortgages which secure the NoteDeed of Trusts; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageDeed of Trust; (iii) each Mortgage Deed of Trust shall constitute security for the Note as if a single blanket lien were placed on all of the Properties Projects as security for the Note; and (iv) such cross-cross collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesProjects, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other similar matters whatsoever to defeat, reduce or affect the right of Lender Agent under the Loan Documents to a sale of the Properties Projects for the collection of the Debt Obligations without any prior or different resort for collection or of the right of Lender Agent to the payment of the Debt Obligations out of the net proceeds of the Properties a Project in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesDeed of Trusts, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Projects or require Lender Agent to exhaust its remedies against any Property Project or any combination of the Properties Projects before proceeding against any other Property Project or combination of PropertiesProjects; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of LenderAgent, the foreclosure and sale either separately or together of any combination of the PropertiesProjects.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instrument which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesMortgage, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgage, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Individual Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Individual Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesMortgage, any equitable right otherwise available to an Individual Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure each Individual Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender Lxxxxx has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, BorrowerBxxxxxxx’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerBxxxxxxx, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Each Borrower acknowledge acknowledges that the Lender has made the Loan to Borrower upon, among other things, the Borrowers upon the security of its collective interest in each of the Properties and all of the Properties taken together, and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Each Borrower agrees that the Mortgages are and will be considered to be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under or with respect to any one of the Mortgages shall constitute an Event of Default under and with respect to the entire Loan, including each of the other Mortgages which secure the NoteMortgages; (ii) an Event of Default under or in respect of the Note or this Agreement shall constitute an Event of Default under with respect to each MortgageMortgage and each other instrument providing security in respect of the Loan; (iii) each Mortgage shall constitute security for the Note and in respect of the entire Loan as if a single blanket lien were placed on all of the Properties and other collateral as security for the NoteNote and the Loan; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower each Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of such Borrower, its partners and others with interests in such Borrower’s partners or members , and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of the Agent or the Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of the Agent and the Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives waives, in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to such Borrower which that would require the separate sale of any of the Properties or would require the Lender to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further further, in the event of such foreclosure foreclosure, each Borrower does hereby expressly consents to and authorizes, at the option of the Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower and Maryland Owner acknowledge that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees and Maryland Owner agree that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the NoteNote or the Maryland Guaranty Agreement; (ii) an Event of Default under the Note Note, the Maryland Guaranty Agreement or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note or Maryland Guaranty Agreement as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower and Maryland Owner, for itself themselves and its their successors and assigns, waives waive all rights to a marshalling of the assets of Borrower, Maryland Owner, Borrower’s and/or Maryland Owner’s partners and others with interests in Borrower, Maryland Owner or members their respective partners, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt Indebtedness without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, BorrowerBorrower and Maryland Owner, for itself themselves and its their successors and assigns, waives waive in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower and/or Maryland Owner which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does and Maryland Owner do hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has Lenders have made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the NoteDebt; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note Debt as if a single blanket lien were placed on all of the Properties as security for the NoteDebt; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender the Administrative Agent and the Lenders under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender Administrative Agent and the Lenders to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender Administrative Agent (on behalf of Lenders) to exhaust its remedies against any Property or any combination of the Properties before proceeding against any other Property or combination of Properties; and further and, further, in the event of such foreclosure foreclosure, Borrower does hereby expressly consents to and authorizes, at the option of LenderAdministrative Agent, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower 11.4.1 Borrowers acknowledge that Lender has the Lenders have made the Loan Loans to Borrower upon, among other things, the Borrowers upon the security of its collective interest in the Properties Projects and in reliance upon the aggregate of the Properties Projects taken together being of greater value as collateral security than the sum of each Property the Projects taken separately. Borrower agrees Borrowers agree that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (ia) an Event of Default under any of the Mortgages shall constitute an Event of Default under this Agreement and each of the other Mortgages which secure the NoteMortgages; and (iib) an Event of Default under any of the Note Notes or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; Notes and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyanceeach Mortgage. (b) 11.4.2 To the fullest extent permitted by law, Borrower each Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrowers, and others with interests in any Borrower, Borrower’s partners or members and of the PropertiesProjects, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender Administrative Agent (on behalf of the Lenders) under the Loan Documents to a sale of the Properties Projects for the collection of the Debt Loans without any prior or different resort for collection or of the right of Lender Administrative Agent to the payment of the Debt Loans (on behalf of the Lenders) out of the net proceeds of the Properties Projects in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower the Borrowers which would require the separate sale of the Properties Projects or require Lender Administrative Agent to exhaust its remedies against any Property Project or any combination of the Properties Projects before proceeding against any other Property Project or combination of PropertiesProjects; and further in the event of such foreclosure each Borrower does hereby expressly consents to and authorizes, at the option of LenderAdministrative Agent, the foreclosure and sale either separately or together of any combination of the PropertiesProjects.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instrument which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, to the extent permitted by applicable law, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties Property before proceeding against any other Individual Property or combination of PropertiesProperty; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperty.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (ai) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties Property and in reliance upon the aggregate of the Properties Property taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (bii) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the PropertiesProperty, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Property for the collection of the Debt Loan without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of any portion of the Properties Property or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower Borrowers hereby acknowledge that Lender has made the Loan Advances to Borrower Borrowers upon, among other things, the security of its collective interest in the Financed Rental Properties and in reliance upon the aggregate of the Financed Rental Properties taken together being of greater value as collateral security than the sum of each Financed Rental Property taken separately. Borrower agrees Borrowers agree that the Mortgages Mortgages, if any, are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage, if any; (iii) each Mortgage Mortgage, if any, shall constitute security for the Note as if a single blanket lien were placed on all of the Financed Rental Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, each Borrower for itself and its successors and assigns, waives all rights to a marshalling of the assets of such Borrower, Borrower’s partners or members and of the Financed Rental Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Facility Documents to a sale of the Financed Rental Properties for the collection of the Debt Secured Obligations without any prior or different resort for collection or of the right of Lender to the payment of the Debt Secured Obligations out of the net proceeds of the Financed Rental Properties in preference to every other claimant whatsoever. In addition, each Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower Borrowers which would require the separate sale of the Financed Rental Properties or require Lender to exhaust its remedies against any Financed Rental Property or any combination of the Financed Rental Properties before proceeding against any other Financed Rental Property or combination of Financed Rental Properties; and further in the event of such foreclosure each Borrower does hereby expressly consents consent to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Financed Rental Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; and (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, Guarantor and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties or any other assets of Borrower or Guarantor for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or any other assets of Borrower or Guarantor in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or any other assets of Borrower or Guarantor or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties or any other assets of Borrower or Guarantor before proceeding against any other Individual Property or combination of PropertiesProperties or any other assets of Borrower or Guarantor; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperties or any other assets of Borrower or Guarantor. 108

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge that Lender has made the Loan to Borrower upon, among other things, the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Mortgage Borrower, Borrower, Borrower’s partners or and members and others with interests in Borrower (including each Other Mezzanine Borrower), and of the Properties, the Collateral and the “Collateral” under (and as defined in) each Other Mezzanine Loan Agreement or to a sale in inverse order of alienation in the event of foreclosure of (or other enforcement action with respect to) all or any of the MortgagesMortgages or a sale (upon any enforcement) under the Pledge Agreement (or under any pledge under any pledge agreement given under any of the Other Mezzanine Loan Agreements), and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties or the Collateral for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or the Collateral in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of (or any enforcement action with respect to) any or all of the MortgagesCollateral, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Collateral with respect to each Mortgage Borrower or require Lender to exhaust its remedies against any Property Collateral with respect to each Mortgage Borrower or any combination of the Properties such Collateral before proceeding against any other Property Collateral with respect to one or combination of Propertiesmore Mortgage Borrowers; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesCollateral.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan was made to Borrower upon, among other things, upon the security of its the Noteholder’s collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages shall constitute an Event of Default under each of the other Mortgages which secure the Note; (ii) an Event of Default under the Note or this Loan Agreement shall constitute an Event of Default under each Mortgage; (iii) each Mortgage shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s partners or members and others with interests in Borrower, and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the Mortgages, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the Mortgages, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties before proceeding against any other Individual Property or combination of Properties; and further in the event of such foreclosure Borrower does hereby expressly consents consent to and authorizesauthorize, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Properties.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its Borrower's collective interest in the Properties Mortgaged Property and in reliance upon the aggregate of the Mortgaged Properties taken together being of greater value as collateral security than the sum of each the Mortgaged Property taken separately. Borrower agrees that the Mortgages The Deeds of Trust are and will be cross-collateralized and cross-defaulted with each other so that (ia) an Event of Default under any of the Mortgages Deeds of Trust shall constitute an Event of Default under each of the other Mortgages Deeds of Trust which secure the Note; (iib) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageDeed of Trust; and (iiic) each Mortgage Deed of Trust shall constitute security for the Note as if a single blanket lien were placed on all of the Mortgaged Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, and others with interests in Borrower’s partners or members , and of the PropertiesMortgaged Property, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesDeeds of Trust, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties Mortgaged Property for the collection of the Debt Indebtedness without any prior or different resort for collection or of the right of Lender to the payment of the Debt Indebtedness out of the net proceeds of the Properties Mortgaged Property in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesDeeds of Trust, any equitable right otherwise available to Borrower which would require the separate sale of the Properties Mortgaged Property or require Lender to exhaust its remedies against any individual Mortgaged Property or any combination of the Mortgaged Properties before proceeding against any other Mortgaged Property or combination of Mortgaged Properties; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the Mortgaged Properties. Borrower agrees that the actions, sales, proceedings and foreclosure described herein or in any of the other Loan Documents may be commenced in any order determined by Lender.

Cross-Default; Cross-Collateralization; Waiver of Marshalling of Assets. (a) Borrower acknowledge acknowledges that Lender has made the Loan to Borrower upon, among other things, upon the security of its collective interest in the Properties and in reliance upon the aggregate of the Properties taken together being of greater value as collateral security than the sum of each Individual Property taken separately. Borrower agrees that the Mortgages Security Instruments are and will be cross-collateralized and cross-defaulted with each other so that (i) an Event of Default under any of the Mortgages Security Instruments shall constitute an Event of Default under each of the other Mortgages Security Instruments which secure the Note; (ii) an Event of Default under the Note or this Agreement shall constitute an Event of Default under each MortgageSecurity Instrument; and (iii) each Mortgage Security Instrument shall constitute security for the Note as if a single blanket lien were placed on all of the Properties as security for the Note; and (iv) such cross-collateralization shall in no event be deemed to constitute a fraudulent conveyance. (b) To the fullest extent permitted by law, Borrower Borrower, for itself and its successors and assigns, waives all rights to a marshalling of the assets of Borrower, Borrower’s 's partners or members and others with interests in Borrower, Guarantor and of the Properties, or to a sale in inverse order of alienation in the event of foreclosure of all or any of the MortgagesSecurity Instruments, and agrees not to assert any right under any laws pertaining to the marshalling of assets, the sale in inverse order of alienation, homestead exemption, the administration of estates of decedents, or any other matters whatsoever to defeat, reduce or affect the right of Lender under the Loan Documents to a sale of the Properties or any other assets of Borrower or Guarantor for the collection of the Debt without any prior or different resort for collection or of the right of Lender to the payment of the Debt out of the net proceeds of the Properties or any other assets of Borrower or Guarantor in preference to every other claimant whatsoever. In addition, Borrower, for itself and its successors and assigns, waives in the event of foreclosure of any or all of the MortgagesSecurity Instruments, any equitable right otherwise available to Borrower which would require the separate sale of the Properties or any other assets of Borrower or Guarantor or require Lender to exhaust its remedies against any Individual Property or any combination of the Properties or any other assets of Borrower or Guarantor before proceeding against any other Individual Property or combination of PropertiesProperties 104 or any other assets of Borrower or Guarantor; and further in the event of such foreclosure Borrower does hereby expressly consents to and authorizes, at the option of Lender, the foreclosure and sale either separately or together of any combination of the PropertiesProperties or any other assets of Borrower or Guarantor.