Common use of Permitted Successors and Assigns; Disclosure of Information Clause in Contracts

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of each Borrower, its successors and those assigns of such Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Each Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by any Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower Borrowers promptly following the closing thereof. Each Borrower shall (at no cost, expense, liability or potential liability to such Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall any Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on any of the Property Properties (including environmental reports and assessments), each Borrower, any principal of Borrower’s principals any Borrower or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by LenderLxxxxx, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower Bxxxxxxx agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender Lxxxxx in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender Lxxxxx to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender Lxxxxx with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender Lxxxxx in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any Guarantor, any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached heretoprincipals, to any actual or prospective assignee or participant, to Lender’s Affiliates, to any regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in LenderLxxxxx’s reasonable judgment. Notwithstanding the foregoing, Lender will endeavor to notify Borrower in the event of any assignment or sale of the entire Loan to a third party lender; provided failure to do so shall not be a default by Lender or in any way impact Borrower’s obligations under the Loan Documents or to any successor Lxxxxx. (d) Lender may at any time pledge or assign all or any portion of its rights under the Loan Documents, which evidence and/or secure the Loan, including under the Note, to any of the twelve (12) Federal Reserve Banks organized under Section 4 of the Federal Reserve Act, 12 U.S.C. Section 341. No such pledge or assignment or enforcement thereof shall release Lender from its obligations under any of the Loan Documents, which evidence and/or secure the Loan.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and and, subject to recording in accordance with Section 9.20(d), the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuingparticipants in accordance with Section 9.7; provided, Lender however, that (i) Borrower shall provide written notice of not be responsible for any cost or expense in connection with any such sale participation and (ii) Borrower shall not be obligated to Borrower promptly following the closing thereofcommunicate or provide any financial information to any participant. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder, provided that in the case of a participation (i) Lender’s obligations under this Agreement shall remain unchanged, (ii) Lender shall remain solely responsible to the Borrower for the performance of such obligations, and (iii) Borrower shall continue to deal solely and directly with Lender in connection with Lender’s rights and obligations under this Agreement. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Mortgaged Property (including environmental reports and assessments), Borrower, any of Borrower’s principals principals, or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) Lender’s affiliates, to any swap or derivative transaction relating to Borrower and the Loanregulatory body having jurisdiction over Lender, or to any other party as necessary or appropriate in Lender’s reasonable judgment. (d) Lender, acting solely for this purpose as an agent of Borrower, shall maintain at its office in Dallas, Texas, a register for the recordation of the names and addresses of the lenders, and the commitments of, and principal amounts of the loans owing to, each lender pursuant to the terms hereof from time to time (the “Register”). Notwithstanding any provision in the Note to the contrary, the entries in the Register shall be conclusive and binding for all purposes, absent manifest error, and Borrower shall treat the Person whose name is recorded in the Register pursuant to the terms hereof as a lender hereunder (CYPRESS/FAIRFIELD) for all purposes of this Agreement. The Register shall be available for inspection by Borrower and any lender at any reasonable time and from time to time upon reasonable prior notice. The obligations of Borrower under the Loan Documents are registered obligations and the right, title and interest of Lender and its assignees in and to such obligations shall be transferable only upon notation of such transfer in the Register. This Section 9.20(d) shall be construed so that such obligations are at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2), and 881(c)(2) of the Code and any related regulations (and any other relevant or successor provisions of the Code or such regulations).

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of the Borrower, its successors and those assigns of the Borrower consented to in writing by the Lender, and shall apply to, bind and inure to the benefit of the Lender and the endorsees, transferees, successors and assigns of the Lender, and all Persons claiming under or through any of them. (b) The Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of the Lender, which consent may be withheld by the Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by the Borrower without the prior written consent of the Lender shall be void and of no effect. No consent by the Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by the Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) The Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants; and no such assignment or participation shall modify the liabilities or obligations of the Borrower or either of the Guarantors under the Loan Documents. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. The Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by the Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were the Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to The Borrower, on its own behalf and on behalf of the Loan, including any security for the Loan, any credit or other information on the Property Borrower Parties (including environmental reports and assessmentsas hereinafter defined), Borrower, any of Borrower’s principals or Guarantor, hereby (i) acknowledges and agrees that the Lender is entitled, at any time and from time to time, without notice to or further consent by the Borrower or any other Borrower Party, to sell, transfer, assign or otherwise convey, and to attempt to sell, transfer, assign or otherwise convey, the Loan and the Loan Documents, or any interest herein or therein or rights with respect hereto or thereto (including, but not limited to, participation interests, syndication interests, servicing rights and beneficial interests issued in connection with mortgage-backed or similar certificates or securities) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx IncorporatedPerson, and (ii) subject to irrevocably authorizes the execution Lender, and any Person acting on behalf of a confidentiality agreement substantially in the form of Schedule 7 attached heretoLender, to any actual or prospective assignee or participant, deliver and disclose to any actual or prospective counterparty (or its advisors) Person any and all information and materials related to any swap or derivative transaction relating to Borrower and the Loan, the Loan Documents and/or the Borrower Parties now or to hereafter in the Lender's possession (collectively, the "Information"). The Information may include, but shall not be limited to, original and/or copies of financial statements, financial projections, appraisals, studies, reports, business plans, permits, licenses, approvals, organizational documents, resolutions, consents, documents (including, but not limited to, the Loan Documents), plans, drawings, specifications, contracts, bonds, credit reports, payment histories, account statements and applications (including, but not limited to, the application for the Loan). As used herein, the term "Borrower Parties" means, collectively, the Borrower, each of the Guarantors and all other obligors of all or any obligations of the Borrower and/or any other party as necessary Person to the Lender in connection with the Loan; all subsidiaries and affiliates of the Borrower, the Guarantors and/or any such other obligor; the members, partners, managers, stockholders, officers, directors, employees, agents, contractors and representatives of the Borrower, either of the Guarantors or appropriate any such other obligor and/or any such subsidiary or affiliate; and any other Person now or hereafter owning a direct or indirect interest in Lender’s reasonable judgmentthe Borrower, either of the Guarantors, any such obligor and/or any such subsidiary or affiliate.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to Lender’s affiliates, including Banc of America Securities LLC, to any regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance Advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred Borrower, Guarantor and is continuing, Lender each Permitted Subsidiary shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, Guarantor and each Permitted Subsidiary, any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached heretotheir principals, to any actual or prospective assignee or participant, to Lender's affiliates, including Banc of America Securities LLC, to any regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower Borrower, Guarantor and each Permitted Subsidiary and the Loan, or to any other party as necessary or appropriate in Lender’s 's reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. No such assignment or participation shall increase the Borrower’s Obligations nor decrease the Borrower’s rights or benefits under the Loan Documents. Borrower shall not be obligated to reimburse the Lender or any assignee(s) or participant(s) for any of their costs or expenses in connection with any such assignment or participation. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals Borrower or the Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantparticipant (provided that such actual or prospective assignee or participant shall agree to treat all financial information exchanged as confidential) to Lender’s Affiliates, including Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated; to any regulatory body having jurisdiction over Lender; or to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Except to the extent permitted under this Agreement, Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Each of Borrower and Lender will pay its own expenses in connection with the preparation and the closing of such assignment and/or participation; provided, that, Borrower shall not be obligated to draft documentation on behalf of Lender. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, regulatory body having jurisdiction over Lender to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party party, each only as necessary or appropriate in Lender’s reasonable judgmentjudgment for purposes of selling or administering the Loan or interests therein. Lender shall use commercially reasonable efforts to keep any and all non-public information delivered to Lender by or on behalf of Borrower and/or Guarantor confidential and shall only disclose or deliver information that is not otherwise available to the general public to the foregoing Persons, or other Persons, under the agreement that such information be and remain confidential. TERM LOAN AGREEMENT (RCA Xxxxxxx Springs) Page 23 (d) Lender may at any time, at its sole cost and expense, pledge or assign all or any portion of its rights under the Loan Documents, which evidence and/or secure the Loan, including under the Note, to any of the twelve (12) Federal Reserve Banks organized under Section 4 of the Federal Reserve Act, 12 U.S.C. Section 341. No such pledge or assignment or enforcement thereof shall release Lender from its obligations under any of the Loan Documents, which evidence and/or secure the Loan.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Subject to satisfaction of the conditions set forth in Sections 8.8(d) and 8.8(e), Lender may sell or offer to sell the Loan or interests therein to one or more assignees assignees. Additionally, Lender may (i) sell or offer to sell interests in the Loan by way of syndications, participations, commercial mortgage backed securities sales or similar transactions to one or more purchasers or participants, and (ii) assign the Loan or portions thereof or interests there in to Lender’s Affiliates, none of which shall be subject to the procedures or conditions set forth in Sections 8.8(d) and 8.8(e). So long as no Event of Default has occurred and is continuingIn connection with any transaction or proposed transaction described in this Section 8.8(c), Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment assignment, sale or participation, such assignee(s), purchaser(s), transferee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment. (i) If Lender intends to sell the Loan, either as a single loan or as part of a sale of a number of loans together (a “Pooled Loan Sale”) and no uncured Event of Default then exists, Lender shall give Borrower prior written notice thereof (an “Intent to Sell Notice”). Borrower will have ten (10) Business Days after the giving of the Intent to Sell Notice to submit an irrevocable offer to purchase the Loan (an “Loan Purchase Offer”) at a price (the “Loan Purchase Price”) specified in the Loan Purchase Offer. If an uncured Event of Default then exists, Lender shall not be required to follow the procedures, and Borrower shall not have the rights, set forth in this Section 8.8(d). (ii) If Lender desires to accept Borrower’s Loan Purchase Offer it may do so by written notice to Borrower given within ten (10) Business Days after the date on which Lender gives the Loan Purchase Offer. Lender’s failure to give written notice of its acceptance of the Loan Purchase Offer within such ten (10) Business Day period shall be deemed Lender’s rejection of Borrower’s Loan Purchase Offer. (iii) If Lender timely accepts Borrower’s Loan Purchase Offer, then the Loan will be sold to Borrower or, at Borrower’s option and subject to Borrower’s compliance with and satisfaction of all of Lender’s know-your-customer requirements, all anti-money laundering rules and regulations, including the Act, and similar regulatory requirements, to an Affiliate of Borrower, for the Purchase Price as follows: (A) Within three (3) Banking Days after Lender gives Borrower written notice that Lender has accepted the Loan Purchase Offer, Borrower shall deposit an amount equal to five percent (5%) of the Purchase Price in immediately available funds with Lender (the “Loan Purchase Deposit”); (B) The Loan will be sold on an as-is, all cash basis without representation or warranty, provided that the closing of the sale of the Loan shall constitute Lender’s representation and warranty to Borrower that Lender owns the Loan and has the power and right to sell the Loan; (C) The closing of the sale of the Loan will occur on the date (the “Loan Purchase Closing Date”) which is thirty (30) days after the date on which Lender gives Borrower written notice of the acceptance of Borrower’s Loan Purchase Offer (time being of the essence in the closing); and (D) On the Loan Purchase Closing Date (I) Borrower or Borrower’s Affiliate shall deliver to Lender the balance of the Loan Purchase Price, accrued unpaid interest on the Loan through the Loan Purchase Closing Date, and an executed counterpart original of an assignment and assumption agreement (by which Lender assigns the Loan and the Loan Documents to Borrower or Borrower’s Affiliate assumes Lender’s obligations thereunder), and (II) following Lender’s receipt from Borrower or Borrower’s Affiliate of the items described in clause (I), Lender shall deliver to Borrower (aa) an executed original of an allonge to the Note, (bb) an executed counterpart original of the assignment and assumption agreement, (cc) the full amount of any reserves or deposits held by Lender in connection with the Loan, and (dd) the original Loan Documents and Lender’s title insurance policies insuring the Mortgage or, to the extent originals are not available, copies (if a copy of any Note is provided in lieu of an original thereof, it shall be accompanied with an affidavit of lost note duly executed by Lender). (iv) If Lender timely accepts Borrower’s Loan Purchase Offer and Borrower (or Borrower’s Affiliate) breaches its obligations with respect to the purchase of the Loan under this Section 8.8(d). including by failing to timely pay the Loan Purchase Price to Lender, then (I) all of Borrower’s rights under this Section 8.8(d) and under Section 8.8(e) shall automatically and permanently terminate and be of no further force or effect, and (II) Lender shall be entitled to retain the Loan Purchase Deposit as liquidated damages. Borrower and Lender agree that Lender’s actual damages would be difficult or impossible to determine if the sale of the Loan as contemplated by this Section 8.8(d) does not close because of a default by Borrower in the performance of its obligations hereunder, and the amount of the Loan Purchase Deposit is the best estimate of the amount of damages Lender would suffer. Borrower and Lender witness their agreement to this liquidated damages and limitation of remedies provision by their execution below: (v) If Borrower does not timely make a Loan Purchase Offer, Borrower’s right to purchase the Loan pursuant to this Section 8.8(d) shall terminate and (subject to Lender’s compliance with the requirements of Section 8.8(e) below) Lender shall have the right to enter into an agreement to sell the Loan at any time during the six (6) month period following the date on which it gives its Loan Sale Notice to Borrower and thereafter close the sale of the Loan pursuant to such agreement free and clear of any rights of Borrower to purchase the Loan. (vi) If Borrower timely makes a Loan Purchase Offer but Lender does not timely accept such Loan Purchase Offer, Borrower’s right to purchase the Loan pursuant to this Section 8.8(d) shall terminate and (subject to Lender’s compliance with the requirements of Section 8.8(e) below) Lender shall have the right to enter into an agreement to sell the Loan to a third party at any time during the six (6) month period following the date on which Lender gives its Loan Sale Notice to Borrower and to thereafter close the sale of the Loan pursuant to such agreement free and clear of any rights of Borrower to purchase the Loan; provided, however, that if the Loan is being sold as a single loan and not as part of a Pooled Loan Sale and Lender desires to enter into an agreement to sell the Loan at a price (the “Third Party Loan Purchase Price”) which is below the sum of (i) ninety-three percent (93%) of the Loan Purchase Price set forth in Borrower’s Loan Purchase Offer minus (ii) the amount of principal payments made by Borrower between the date of Borrower’s Loan Purchase Offer and the date on which the sale will be consummated, then before so selling the Loan Lender must give Borrower written notice thereof (which notice shall include the Third Party Loan Purchase Price) and Borrower will have ten (10) Banking Days after Lender’s giving of such notice to give Lender irrevocable written notice of its election to purchase the Loan at the Third Party Loan Purchase Price, and if Borrower gives written notice that it so elects to purchase the Loan, Lender shall sell the Loan to Borrower or Borrower’s Affiliate for the Third Party Loan Purchase Price but otherwise on the terms specified in Section 8.8(d)(iii). (vii) If Borrower does not timely make a Loan Purchase Offer, or if Borrower timely makes a Loan Purchase Offer but Lender does not timely accept such Loan Purchase Offer, and Lender does not enter into an agreement to sell the Loan to a third party within the six (6) month period following the date on which it gives its Loan Sale Notice to Borrower, or if Lender enters into such an agreement within such time period but fails to thereafter close such sale, then the requirements of this Section 8.8(d) and Section 8.8(e) will apply to any subsequent sale of the Loan by Lender. (viii) If Lender enters into an agreement to sell the Loan to a third party in accordance with the provisions of Section 8.8(d)(v) or 8.8)(d)(vi), upon the consummation of such sale all of Lender’s obligations and all of Borrower’s rights under this Section 8.8(d) and under Section 8.8(e) shall terminate and be of no further force or effect. For the avoidance of doubt, the provisions of this Section 8.8(d) and Section 8.8(e) shall not apply to any subsequent sale of the Loan by a party other than Lender. (e) If Lender intends to sell the Loan, either as a single loan or as part of a Pooled Loan Sale, subject to the Borrower’s compliance with all of Lender’s requirements applicable to all potential purchasers (including satisfaction of all know-your-customer requirements and the execution of confidentiality agreements), Lender will provide Borrower with all marketing materials regarding the sale of Loan and Borrower will have the right to participate in the bidding process for sale of the Loan. If the Loan is included in a pool of loans to be sold together, any bid made by the Borrower must be for the entire pool being sold (i.e., Borrower shall have no right to bid for or purchase just the Loan). Any sale of the Loan (or pool of loans) to Borrower pursuant to such bidding process shall be consummated on the terms established through such bidding process. If Lender accepts Borrower’s bid, Borrower may (subject to Borrower’s compliance with and satisfaction of all of Lender’s know-your-customer requirements, all anti-money laundering rules and regulations, including the Act, and all similar regulatory requirements), assign its right to purchase the Loan or pool of loans, to an Affiliate of Borrower. The provisions of this Section 8.8(e) shall apply regardless of the presence or absence of an uncured Event of Default and regardless of whether or not Borrower makes a Loan Purchase Offer pursuant to Section 8.8(d). (f) Lender may at any time pledge or assign all or any portion of its rights under the Loan Documents, which evidence and/or secure the Loan, including under the Note, to any of the twelve (12) Federal Reserve Banks organized under Section 4 of the Federal Reserve Act, 12 U.S.C. Section 341. No such pledge or assignment or enforcement thereof shall release Lender from its obligations under any of the Loan Documents, which evidence and/or secure the Loan, and the provisions Sections 8.8(d) and 8.8(e) shall not apply to any such pledge or assignment or enforcement thereof.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Subject to satisfaction of the conditions set forth in Sections 8.8(d) and 8.8(e), Lender may sell or offer to sell the Loan or interests therein to one or more assignees assignees. Additionally, Lender may (i) sell or offer to sell interests in the Loan by way of syndications, participations, commercial mortgage backed securities sales or similar transactions to one or more purchasers or participants, and (ii) assign the Loan or portions thereof or interests there in to Lender’s Affiliates, none of which shall be subject to the procedures or conditions set forth in Sections 8.8(d) and 8.8(e). So long as no Event of Default has occurred and is continuingIn connection with any transaction or proposed transaction described in this Section 8.8(c), Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment assignment, sale or participation, such assignee(s), purchaser(s), transferee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment. (i) If Lender intends to sell the Loan, either as a single loan or as part of a sale of a number of loans together (a “Pooled Loan Sale”) and no uncured Event of Default then exists, Lender shall give Borrower prior written notice thereof (an “Intent to Sell Notice”). Borrower will have ten (10) Business Days after the giving of the Intent to Sell Notice to submit an irrevocable offer to purchase the Loan (an “Loan Purchase Offer”) at a price (the “Loan Purchase Price”) specified in the Loan Purchase Offer. If an uncured Event of Default then exists, Lender shall not be required to follow the procedures, and Borrower shall not have the rights, set forth in this Section 8.8(d). (ii) If Lender desires to accept Borrower’s Loan Purchase Offer it may do so by written notice to Borrower given within ten (10) Business Days after the date on which Lender gives the Loan Purchase Offer. Lender’s failure to give written notice of its acceptance of the Loan Purchase Offer within such ten (10) Business Day period shall be deemed Lender’s rejection of Borrower’s Loan Purchase Offer. (iii) If Lender timely accepts Borrower’s Loan Purchase Offer, then the Loan will be sold to Borrower or, at Borrower’s option and subject to Borrower’s compliance with and satisfaction of all of Lender’s know-your-customer requirements, all anti-money laundering rules and regulations, including the Act, and similar regulatory requirements, to an Affiliate of Borrower, for the Purchase Price as follows: (A) Within three (3) Banking Days after Lender gives Borrower written notice that Lender has accepted the Loan Purchase Offer, Borrower shall deposit an amount equal to five percent (5%) of the Purchase Price in immediately available funds with Lender (the “Loan Purchase Deposit”); (B) The Loan will be sold on an as-is, all cash basis without representation or warranty, provided that the closing of the sale of the Loan shall constitute Lender’s representation and warranty to Borrower that Lender owns the Loan and has the power and right to sell the Loan; (C) The closing of the sale of the Loan will occur on the date (the “Loan Purchase Closing Date”) which is thirty (30) days after the date on which Lender gives Borrower written notice of the acceptance of Borrower’s Loan Purchase Offer (time being of the essence in the closing); and (D) On the Loan Purchase Closing Date (I) Borrower or Borrower’s Affiliate shall deliver to Lender the balance of the Loan Purchase Price, accrued unpaid interest on the Loan through the Loan Purchase Closing Date, and an executed counterpart original of an assignment and assumption agreement (by which Lender assigns the Loan and the Loan Documents to Borrower or Borrower’s Affiliate assumes Lender’s obligations thereunder), and (II) following Lender’s receipt from Borrower or Borrower’s Affiliate of the items described in clause (I), Lender shall deliver to Borrower (aa) an executed original of an allonge to the Note, (bb) an executed counterpart original of the assignment and assumption agreement, (cc) the full amount of any reserves or deposits held by Lender in connection with the Loan, and (dd) the original Loan Documents and Lender’s title insurance policies insuring the Mortgage or, to the extent originals are not available, copies (if a copy of any Note is provided in lieu of an original thereof, it shall be accompanied with an affidavit of lost note duly executed by Lender). (iv) If Lender timely accepts Borrower’s Loan Purchase Offer and Borrower (or Borrower’s Affiliate) breaches its obligations with respect to the purchase of the Loan under this Section 8.8(d), including by failing to timely pay the Loan Purchase Price to Lender, then (I) all of Borrower’s rights under this Section 8.8(d) and under Section 8.8(e) shall automatically and permanently terminate and be of no further force or effect, and (II) Lender shall be entitled to retain the Loan Purchase Deposit as liquidated damages. Borrower and Lender agree that Lender’s actual damages would be difficult or impossible to determine if the sale of the Loan as contemplated by this Section 8.8(d) does not close because of a default by Borrower in the performance of its obligations hereunder, and the amount of the Loan Purchase Deposit is the best estimate of the amount of damages Lender would suffer. Borrower and Lender witness their agreement to this liquidated damages and limitation of remedies provision by their execution below: (v) If Borrower does not timely make a Loan Purchase Offer, Borrower’s right to purchase the Loan pursuant to this Section 8.8(d) shall terminate and (subject to Lender’s compliance with the requirements of Section 8.8(e) below) Lender shall have the right to enter into an agreement to sell the Loan at any time during the six (6) month period following the date on which it gives its Loan Sale Notice to Borrower and thereafter close the sale of the Loan pursuant to such agreement free and clear of any rights of Borrower to purchase the Loan. (vi) If Borrower timely makes a Loan Purchase Offer but Lender does not timely accept such Loan Purchase Offer, Borrower’s right to purchase the Loan pursuant to this Section 8.8(d) shall terminate and (subject to Lender’s compliance with the requirements of Section 8.8(e) below) Lender shall have the right to enter into an agreement to sell the Loan to a third party at any time during the six (6) month period following the date on which Lender gives its Loan Sale Notice to Borrower and to thereafter close the sale of the Loan pursuant to such agreement free and clear of any rights of Borrower to purchase the Loan; provided, however, that if the Loan is being sold as a single loan and not as part of a Pooled Loan Sale and Lender desires to enter into an agreement to sell the Loan at a price (the “Third Party Loan Purchase Price”) which is below the sum of (i) ninety-three percent (93%) of the Loan Purchase Price set forth in Borrower’s Loan Purchase Offer minus (ii) the amount of principal payments made by Borrower between the date of Borrower’s Loan Purchase Offer and the date on which the sale will be consummated, then before so selling the Loan Lender must give Borrower written notice thereof (which notice shall include the Third Party Loan Purchase Price) and Borrower will have ten (10) Banking Days after Lender’s giving of such notice to give Lender irrevocable written notice of its election to purchase the Loan at the Third Party Loan Purchase Price, and if Borrower gives written notice that it so elects to purchase the Loan, Lender shall sell the Loan to Borrower or Borrower’s Affiliate for the Third Party Loan Purchase Price but otherwise on the terms specified in Section 8.8(d)(iii). (vii) If Borrower does not timely make a Loan Purchase Offer, or if Borrower timely makes a Loan Purchase Offer but Lender does not timely accept such Loan Purchase Offer, and Lender does not enter into an agreement to sell the Loan to a third party within the six (6) month period following the date on which it gives its Loan Sale Notice to Borrower, or if Lender enters into such an agreement within such time period but fails to thereafter close such sale, then the requirements of this Section 8.8(d) and Section 8.8(e) will apply to any subsequent sale of the Loan by Lender. (viii) If Lender enters into an agreement to sell the Loan to a third party in accordance with the provisions of Section 8.8(d)(v) or 8.8)(d)(vi), upon the consummation of such sale all of Lender’s obligations and all of Borrower’s rights under this Section 8.8(d) and under Section 8.8(e) shall terminate and be of no further force or effect. For the avoidance of doubt, the provisions of this Section 8.8(d) and Section 8.8(e) shall not apply to any subsequent sale of the Loan by a party other than Lender. (e) If Lender intends to sell the Loan, either as a single loan or as part of a Pooled Loan Sale, subject to the Borrower’s compliance with all of Lender’s requirements applicable to all potential purchasers (including satisfaction of all know-your-customer requirements and the execution of confidentiality agreements), Lender will provide Borrower with all marketing materials regarding the sale of Loan and Borrower will have the right to participate in the bidding process for sale of the Loan. If the Loan is included in a pool of loans to be sold together, any bid made by the Borrower must be for the entire pool being sold (i.e., Borrower shall have no right to bid for or purchase just the Loan). Any sale of the Loan (or pool of loans) to Borrower pursuant to such bidding process shall be consummated on the terms established through such bidding process. If Lender accepts Borrower’s bid, Borrower may (subject to Borrower’s compliance with and satisfaction of all of Lender’s know-your-customer requirements, all anti-money laundering rules and regulations, including the Act, and all similar regulatory requirements), assign its right to purchase the Loan or pool of loans, to an Affiliate of Borrower. The provisions of this Section 8.8(e) shall apply regardless of the presence or absence of an uncured Event of Default and regardless of whether or not Borrower makes a Loan Purchase Offer pursuant to Section 8.8(d). (f) Lender may at any time pledge or assign all or any portion of its rights under the Loan Documents, which evidence and/or secure the Loan, including under the Note, to any of the twelve (12) Federal Reserve Banks organized under Section 4 of the Federal Reserve Act, 12 U.S.C. Section 341. No such pledge or assignment or enforcement thereof shall release Lender from its obligations under any of the Loan Documents, which evidence and/or secure the Loan, and the provisions Sections 8.8(d) and 8.8(e) shall not apply to any such pledge or assignment or enforcement thereof.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. No such assignment or participation shall increase the Borrower’s Obligations nor decrease the Borrower’s rights or benefits under the Loan Documents. Borrower shall not be obligated to reimburse the Lender or any assignee(s) or participant(s) for any of their costs or expenses in connection with any such assignment or participation. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals Borrower or the Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantparticipant (provided that such actual or prospective assignee or participant shall agree to treat all financial information exchanged as confidential) to Lender’s Affiliates, including Banc of America Securities LLC; to any regulatory body having jurisdiction over Lender; or to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of BorrowerBorrowers and Grantors, its successors and those assigns of Borrower Borrowers and Grantors consented to in writing by LenderXxxxxx, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Each Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender Xxxxxx in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by any Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender Xxxxxx to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender Xxxxxx with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Upon at least fifteen (15) days prior written notice to Xxxxxxxx, Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event Upon receipt of Default has occurred and is continuingsuch notice, Lender Borrowers shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender Xxxxxx in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such 37867101.2 01/05/2021 - 30 - assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the any Property (including environmental reports and assessments), any Borrower, any of Borrower’s 's principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loanregulatory body having jurisdiction over Lender, or to any other party as necessary or appropriate in Lender’s 's reasonable judgment. None of the terms or provisions of this Agreement may be changed, waived, modified, discharged or terminated except by instrument in writing executed by the party or parties against whom enforcement of the change, waiver, modification, discharge or termination is asserted. None of the terms or provisions of this Agreement shall be deemed to have been abrogated or waived by reason of any failure or failures to enforce the same.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of BorrowerBorrowers and Grantors, its successors and those assigns of Borrower Borrowers and Grantors consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Each Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by any Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Upon at least fifteen (15) days prior written notice to Borrower, Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event Upon receipt of Default has occurred and is continuingsuch notice, Lender Borrowers shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such 37867101.2 01/05/2021 - 30 - assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the any Property (including environmental reports and assessments), any Borrower, any of Borrower’s 's principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loanregulatory body having jurisdiction over Lender, or to any other party as necessary or appropriate in Lender’s 's reasonable judgment. None of the terms or provisions of this Agreement may be changed, waived, modified, discharged or terminated except by instrument in writing executed by the party or parties against whom enforcement of the change, waiver, modification, discharge or termination is asserted. None of the terms or provisions of this Agreement shall be deemed to have been abrogated or waived by reason of any failure or failures to enforce the same.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliatesaffiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) ), to any Swap Counterparty, to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, Incorporated to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment. (d) Lender may at any time pledge or assign all or any portion of its rights under the Loan Documents, which evidence and/or secure the Loan, including under the Note, to any of the twelve (12) Federal Reserve Banks organized under Section 4 of the Federal Reserve Act, 12 U.S.C. Section 341. No such pledge or assignment or enforcement thereof shall release Lender from its obligations under any of the Loan Documents, which evidence and/or secure the Loan.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Junior Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Junior Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Junior Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Junior Loan, including any security for the Junior Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, Borrower or any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached heretoprincipals, to any actual or prospective assignee or participant, to Lender’s Affiliates, to any regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Junior Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment, provided all such parties (other than regulatory bodies) agree to use best efforts to keep any such information so provided confidential (subject to any requirements to disclose such information to governmental or regulatory authorities and subject to the ability to provide such information to their respective legal counsel or accountants).

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) Lender’s affiliates, including Banc of America Securities LLC, to any swap or derivative transaction relating to Borrower and the Loan, regulatory body having jurisdiction over Lender or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such ATAX Loan Agreement #4850-3191-8595|NB2-002620| PAGE 28 assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. The Borrower agrees that the Lender may disseminate any exchange or disclose information it now has or hereafter obtains pertaining to the Loan, including any security for the LoanLoan Documents, any credit or Bond and any Project (including, without limitation, financial information, copies of appraisals, environmental reports, physical needs assessments, inspection reports, engineering reports, copies of Bond documents and participation documents, if applicable, and any other information on in the Property (including environmental reports possession of the Lender) and assessments), financial information about the Borrower, any of Borrower’s principals its partners or Guarantorany affiliate with or to any Bank of America Corporation affiliates or other related entities, (i) to any regulatory body having jurisdiction over the Lender, with professional service providers engaged by the Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporatedor its affiliates or other related entities or by any such prospective purchaser, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to with any other party persons who require or request such information as necessary or appropriate in the Lender’s reasonable judgment, and the Lender may disclose all legally required or customary information regarding the Borrower, the Bonds, the Loan and each Project to all purchasers or prospective purchasers of the Loan and the Bonds; provided, that the Lender agrees not to publicly disclose any confidential financial information regarding the Borrower that is specifically designated as confidential by the Borrower, except as such information is required to be disclosed by the Lender to any regulatory body having jurisdiction over the Lender or to professional service providers engaged by the Lender or its affiliates or other related entities, which shall also agree to maintain the confidentiality of such information. The Borrower agrees to update this information at such times as may be reasonably requested by the Lender, and if so requested by the Lender, to provide summary disclosure information about each Project and each Bond for which no current disclosure is available.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantPAGE 39 regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long participants provided that either Lender or one such assignee or participant shall be designated as no Event “agent” for purposes of Default has occurred notice hereunder and is continuing, Lender shall provide written notice submission of any such sale to information and payments by Borrower promptly following the closing thereofrequired hereunder. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals principals, Guarantor or any IDOT Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, regulatory body having jurisdiction over Lender or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of LenderLender in accordance with Section 9.7, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred participants in accordance with Section 9.7; provided, however, (i) Borrower shall not be responsible for any cost or expense in connection with any sale or participation, and is continuing(ii) in connection with any participation, Lender shall remain as the “lead bank” and Borrower shall not be obligated to communicate or provide written notice of financial information to any such sale to Borrower promptly following the closing thereofparticipant. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals principals, or Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) Lender’s affiliates, to any swap or derivative transaction relating to Borrower and the Loanregulatory body having jurisdiction over Lender, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of the Borrower, its successors and those assigns of the Borrower consented to in writing by the Lender, and shall apply to, bind and inure to the benefit of the Lender and the endorsees, transferees, successors and assigns of the Lender, and all Persons claiming under or through any of them. (b) The Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of the Lender, which consent may be withheld by the Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by the Borrower without the prior written consent of the Lender shall be void and of no effect. No consent by the Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by the Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) The Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. The Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by the Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were the Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to The Borrower, on its own behalf and on behalf of the Loan, including any security for the Loan, any credit or other information on the Property Borrower Parties (including environmental reports and assessmentsas hereinafter defined), Borrower, any of Borrower’s principals or Guarantor, hereby (i) acknowledges and agrees that the Lender is entitled, at any time and from time to time, without notice to or further consent by the Borrower or any other Borrower Party, to sell, transfer, assign or otherwise convey, and to attempt to sell, transfer, assign or otherwise convey, the Loan and the Loan Documents, or any interest herein or therein or rights with respect hereto or thereto (including, but not limited to, participation interests, syndication interests, servicing rights and beneficial interests issued in connection with mortgage-backed or similar certificates or securities) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporatedperson or entity, and (ii) subject to irrevocably authorizes the execution Lender, and any person or entity acting on behalf of a confidentiality agreement substantially in the form of Schedule 7 attached heretoLender, to any actual or prospective assignee or participant, deliver and disclose to any actual or prospective counterparty (or its advisors) Person any and all information and materials related to any swap or derivative transaction relating to Borrower and the Loan, the Loan Documents, the Property and/or the Borrower Parties now or to hereafter in the Lender's possession (collectively, the "Information"). The Information may include, but shall not be limited to, original and/or copies of financial statements, financial projections, appraisals, studies, reports, business plans, permits, licenses, approvals, organizational documents, resolutions, consents, documents (including, but not limited to, the Loan Documents), plans, drawings, specifications, contracts, bonds, credit reports, payment histories, account statements and applications (including, but not limited to, the application for the Loan). As used herein, the term "Borrower Parties" means, collectively, the Borrower, the Guarantor and all other obligors of all or any obligations of the Borrower and/or any other party as necessary person or appropriate entity to the Lender in Lender’s reasonable judgmentconnection with the Loan; all subsidiaries and affiliates of the Borrower, the Guarantor and/or any such other obligor; the members, partners, managers, stockholders, officers, directors, employees, agents, contractors and representatives of the Borrower, the Guarantor or any such other obligor and/or any such subsidiary or affiliate; and any other person or entity now or hereafter owning a direct or indirect interest in the Borrower, the Guarantor, any such obligor and/or any such subsidiary or affiliate.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender acknowledges that Guarantor and certain of its Affiliates are in the process of a roll up of various Xxxxxxx Funds and, in connection therewith, one or more of the entities comprising Borrower and/or Guarantor may merge into other Affiliates or otherwise cease to exist and their assets transferred to other Affiliates. Lender will permit the substitution of one or more new borrower’s in the place of one or more of the entities comprising Borrower which are so merging or dissolving and/or a replacement guarantor in the place of Guarantor if Guarantor so merges or dissolves so long as (i) Lender determines, in its reasonable discretion, that the financial condition of the new borrower or guarantor is equal to or better than that of the party or parties it replaces, (ii) all of Lender’s Know Your Customer and other due diligence items with respect to the new borrower and new guarantor (as applicable), including all of the requirements of the Act are satisfied, and (iii) the new borrower and new guarantor (as applicable) execute such documents as Lender reasonably requires to evidence any new borrower or new guarantor (as applicable) becoming a party to the Loan, including, in the case of any new borrower, an assignment and assumption agreement and an amendment to the Mortgage encumbering the Property to be owned by such new borrower and, in the case of any new guarantor, a new guaranty substantially in the form of the Guaranty. (d) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by LenderAdministrative Agent and all Lenders, and shall apply to, bind and inure to the benefit of Administrative Agent and each Lender and the endorsees, 61400346.docx 39 transferees, successors and assigns of Administrative Agent and each Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of LenderAdministrative Agent and all Lenders, which consent may be withheld by Lender them in its their sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender Administrative Agent and Lenders shall be void and of no effect. No consent by Lender Administrative Agent or Lenders to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender Administrative Agent and Lenders with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Each Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participantsparticipants (each a “Lender Transferee”). So long as no Event of Default has occurred Any such transaction shall be at such Lender’s sole cost and is continuingexpense, Lender shall provide written notice including, without limitation, the cost of any reports, certifications or opinions required of Borrower or any Guarantor in connection with any such sale to transaction. Without limitation of the foregoing, in no event shall Borrower promptly following have liability (by way of certification, indemnity or otherwise) for information or statements contained in third party reports used in connection with the closing thereofsecondary marketing transaction. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Administrative Agent or any Lender in connection therewith (therewith, including substitute promissory notes, provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or Borrower’s obligations under this Agreement or the other Loan Documents are not increased in any material respect and its right thereunder are not diminished in any material respect (it being agreed that a material increase in Borrower’s obligations or make any additional representations a material decrease in its rights will not result from the fact that there will be a different lender or reaffirm any existing representations) and to more than one lender after such sale). To the extent, if any, specified in any such assignment or participation, any such assignee(s) or participant(s) Lender Transferee shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were a Lender hereunder. Each Lender and Administrative Agent may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments)) and other collateral for the Loan, Borrower, any of Borrower’s principals principals, Stageside LLC, Service Company LLC, Show Bureau LLC or Guarantor, (i) to any regulatory body having jurisdiction over Lender actual or prospective assignee or participant, to each Lender’s and to LenderAdministrative Agent’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual regulatory body having jurisdiction over any Lender or prospective assignee or participantAdministrative Agent, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in any Lender’s or Administrative Agent’s reasonable judgment. (d) Administrative Agent, acting solely for this purpose as an agent of Borrower (and such agency being solely for tax purposes), shall maintain at Administrative Agent’s Office a copy of each Lender loan assignment delivered to it (or the equivalent thereof in electronic form) and a register for the recordation of the names and addresses of Lenders, and the Commitments of, and the principal amount (and stated interest) of each Lender’s Pro Rata Share of the Loan owing to, each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive absent manifest error, and Borrower, Administrative Agent and Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement. The Register shall be available for inspection by Borrower and any Lender, at any reasonable time and from time to time upon reasonable prior written notice. (e) At any time when Administrative Agent is no longer a Lender, then, and only then, Administrative Agent may assign its interests as Administrative Agent herein and may also resign as 61400346.docx 40

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to Lender’s Affiliates, to any regulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or Guarantor, (i) to any regulatory body having jurisdiction over Lender and actual or prospective assignee or participant, to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participantregulatory body having jurisdiction over Lender, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by Lender, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver at Lender’s sole cost and expense any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Borrower shall maintain at the address of Borrower set forth in Section 8.6, a register of the holders of the Loan and the Note, which register shall be available for inspection upon reasonable prior notice by any recorded holder of the Loan and the Note. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) Lender’s Affiliates, to any swap Governmental Authority or derivative transaction relating to Borrower and the Loan, regulatory body having jurisdiction over Lender or to any other party as necessary or appropriate in Lender’s reasonable judgment; provided, however, Lender and such recipients shall agree to otherwise keep confidential all such information if not of public record.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions and conditions of this Agreement and the Loan Documents shall apply to, bind and inure to the benefit of Borrower, its successors and those assigns of Borrower consented to in writing by LenderXxxxxx, and shall apply to, bind and inure to the benefit of Lender and the endorsees, transferees, successors and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower Xxxxxxxx agrees not to transfer, assign, pledge or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender Xxxxxx in its sole and absolute discretion. Any such transfer, assignment, pledge or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender Xxxxxx to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender Xxxxxx with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge and deliver at Xxxxxx’s sole cost and expense any and all instruments reasonably requested by Lender Xxxxxx in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Borrower shall maintain at the address of Borrower set forth in Section 8.6, a register of the holders of the Loan and the Note, which register shall be available for inspection upon reasonable prior notice by any recorded holder of the Loan and the Note. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), Borrower, any of Borrower’s principals or any Guarantor, (i) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) Lender’s Affiliates, to any swap Governmental Authority or derivative transaction relating to Borrower and the Loan, regulatory body having jurisdiction over Lender or to any other party as necessary or appropriate in Lender’s reasonable judgment; provided, however, Xxxxxx and such recipients shall agree to otherwise keep confidential all such information if not of public record.

Permitted Successors and Assigns; Disclosure of Information. (a) Each and every one of the covenants, terms, provisions provisions, and conditions of this Agreement and the Loan Documents shall apply to, bind bind, and inure to the benefit of Borrower, its each Obligor and their respective successors and those assigns of Borrower consented to in writing by Lenderany approved assigns, and shall apply to, bind bind, and inure to the benefit of Lender and the it endorsees, transferees, successors successors, and assigns of Lender, and all Persons claiming under or through any of them. (b) Borrower agrees not to transfer, assign, pledge pledge, or hypothecate any right or interest in any payment or advance due pursuant to this Agreement, or any of the other benefits of this Agreement, without the prior written consent of Lender, which consent may be withheld by Lender in its sole and absolute discretion. Any such transfer, assignment, pledge pledge, or hypothecation made or attempted by Borrower without the prior written consent of Lender shall be void and of no effect. No consent by Lender to an assignment shall be deemed to be a waiver of the requirement of prior written consent by Lender with respect to each and every further assignment and as a condition precedent to the effectiveness of such assignment. (c) Lender may sell or offer to sell the Loan or interests therein to one or more assignees or participants. So long as no Event of Default has occurred and is continuing, Lender Obligors shall provide written notice of any such sale to Borrower promptly following the closing thereof. Borrower shall (at no cost, expense, liability or potential liability to Borrower) execute, acknowledge acknowledge, and deliver any and all instruments reasonably requested by Lender in connection therewith (provided that in no event shall Borrower or Guarantor be required to execute any documents which would adversely affect any of their respective rights or obligations under this Agreement or the other Loan Documents or make any additional representations or reaffirm any existing representations) therewith, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to the Loan Documents as such Person(s) would have if such Person(s) were Lender hereunder. Lender may disseminate any information it now has or hereafter obtains pertaining to the Loan, including any security for the Loan, any credit or other information on the Property (including environmental reports and assessments), BorrowerCollateral, any Obligor, or any principals of Borrower’s principals or Guarantor, any Obligor: (i) to any actual or prospective assignee or participant who makes a specific request for the information (which will be released confidentially only to the requesting Person); or (ii) to any regulatory body having jurisdiction over Lender and to Lender’s Affiliates, including Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and (ii) subject to the execution of a confidentiality agreement substantially in the form of Schedule 7 attached hereto, to any actual or prospective assignee or participant, to any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to Borrower and the Loan, or to any other party as necessary or appropriate in Lender’s reasonable judgment.