Enforcement of the Loans. Where the loan agreement indicates that a loan is to be secured, the borrower’s obligations under the loan agreement to you will be secured by a first legal charge and in the event that a borrower fails to make a payment when due or defaults in meeting any material obligations of the loan, you agree that Blackfinch may instruct our security trustee (the “Security Trustee”) to enforce the security on your behalf constituted by the legal charge agreement. In the circumstances described above, you agree that the Security Trustee will act on your behalf as security agent in respect of any borrower’s liabilities to you under each loan. All communications to a borrower in connection with any such security will be made through the Security Trustee. When Blackfinch or the Security Trustee has been provided with information by a relevant borrower, we or the Security Trustee may provide to you as lender certain information about the assets of that borrower and/or an asset register detailing such assets together with estimated forced re-sale value of such assets on enforcement. In such circumstances, any asset valuation provided will be indicative of the value of the asset or assets only and realisation on enforcement in connection with the sale of such asset or assets may be lower (or higher) than the value set out in the asset register. The Security Trustee will hold the assets charged under any security upon trust for itself and for all lenders to that borrower (including you). From time to time the Security Trustee may perform (before or after any enforcement under the terms of the security) all obligations, rights and benefits given to the Security Trustee by any legal charge agreement and by any future security that the Security Trustee may take in respect of the debt due under the loan or under any document entered into, pursuant to such legal charge agreement and/or future security. The Security Trustee (as security agent) shall have certain powers and discretions conferred upon trustees and may also rely on any representation, notice or document believed by it to be genuine, correct and appropriately authorised and any statement made by any director, authorised signatory or employee of any person regarding any matters which may reasonably be assumed to be within his knowledge or within his power to verify. Where the Security Trustee holds a legal charge agreement in respect of a particular loan or the liabilities of a particular borrower, that agreement will...
Enforcement of the Loans. Co-Lender hereby authorizes Lead Lender to take legal action to enforce or protect Co-Lender's and Lead Lender's interests with respect to the Loans and the Mortgaged Properties. If Lead Lender (or Master Servicer or Special Servicer on behalf of Lead Lender) incurs any liabilities, costs, fees or expenses (including, without limitation, those for in-house or outside legal services), or makes any protective or other property advances on behalf of the Borrower, in connection with the Loans, with any actual or proposed amendment or waiver of any term thereof or restructuring or refinancing thereof or with any effort to enforce or protect Co-Lender's or Lead Lender's rights or interests with respect thereto, then Co-Lender will reimburse Lead Lender (or Master Servicer or Special Servicer, as applicable) on demand in an amount equal to its pro rata share based upon the outstanding principal balance of Note A1 and Note A2, to the extent such costs are not reimbursed by or on behalf of the Borrower, which reimbursement obligation will survive the termination of this Agreement. If Lead Lender (or Master Servicer or Special Servicer, on behalf of Lead Lender) incurs any liabilities for special servicing fees in connection with the loans, Co-Lender will reimburse Lead Lender (or Master Servicer or Special Servicer, as applicable) in an amount equal to its pro rata share based upon the outstanding principal balance of the Notes. Any such expenses may be netted by Lead Lender against distributions on Note A2. To the extent that Co-Lender advances any such costs prior to their being reimbursed by or on behalf of Borrower and such costs are subsequently recovered by the Lead Lender, Co-Lender shall receive a pro rata reimbursement from such recovery.
