Common use of Preferences, Fraudulent Conveyances, Etc Clause in Contracts

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, without limitation, any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower or other claimant (a “Rescinded Payment”), then Guarantor’s liability to Lender shall continue in full force and effect, or Guarantor’s liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder), notwithstanding the cancellation or termination of any Note or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, without limitation, any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower or other claimant (a “Rescinded Payment”), then Guarantor’s liability to Lender shall continue in full force and effect, or Guarantor’s liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside aside, or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff setoff, or a diversion of trust funds under the bankruptcy laws Insolvency Laws or for any similar reason, including, without limitation, including any judgment, order order, or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian, or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs costs, and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor Indebtedness must be refunded. The provisions of this Section 3.12 (Preferences, Fraudulent Conveyances, Etc.) shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order order, or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender Credit Enhancer is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender Credit Enhancer or any of its property, or any settlement statement or compromise of any claim effected by Lender Credit Enhancer with Borrower or any other claimant (a “Rescinded Payment”"RESCINDED PAYMENT"), then Guarantor’s 's liability to Lender Credit Enhancer shall continue in full force and effect, or Guarantor’s 's liability to Lender Credit Enhancer shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Credit Enhancer, notwithstanding the cancellation or termination of the Reimbursement Agreement, the Reimbursement Mortgages, any Note other Reimbursement Loan Document or any of the other Loan DocumentsTransaction Document. In addition, Guarantor shall pay, or reimburse Lender Credit Enhancer for, all expenses (including all reasonable attorneys’ ' fees, court costs and related disbursements) incurred by Lender Credit Enhancer in the defense of any claim that a payment received by Lender Credit Enhancer in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower or IDOT Guarantor because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or IDOT Guarantor or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or IDOT Guarantor or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or IDOT Guarantor or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 12.10 shall survive the termination of this Guaranty the Borrower or IDOT Guarantor Loan Documents and any satisfaction and discharge of any Borrower or IDOT Guarantor by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, without limitation, any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower or other claimant (a “"Rescinded Payment”"), then Guarantor’s 's liability to Lender shall continue in full force and effect, or Guarantor’s 's liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ ' fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 13.09 shall survive the termination of this Guaranty the Loan Documents and any Master Credit Facility Agreement Mid-America Additions satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender Fannie Mae is required to refundrefund (and actually refunds), or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender Fannie Mae with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender Fannie Mae shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender Fannie Mae shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Fannie Mae, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Fannie Mae contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender Fannie Mae for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender Fannie Mae in the defense of any claim that a payment received by Lender Fannie Mae in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 12.10 shall survive the termination of this Guaranty the Borrower Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower (or any other AIMCO Party) because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, without limitation, any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower (or any other AIMCO Party) or other claimant (a “"Rescinded Payment”"), then Guarantor’s 's liability to Lender shall continue in full force and effect, or Guarantor’s 's liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ ' fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender Xxxxxx Mae is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender Xxxxxx Xxx with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender Xxxxxx Mae shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender Xxxxxx Xxx shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Xxxxxx Mae, notwithstanding the cancellation or termination of any Note or any of the other Loan Borrower Documents, and regardless of whether Xxxxxx Xxx contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender Xxxxxx Mae for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender Xxxxxx Xxx in the defense of any claim that a payment received by Lender Xxxxxx Mae in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 4.9 shall survive the termination of this Guaranty the Borrower Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.. Master Credit Facility Agreement Camden 2008

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.. Master Credit Facility Agreement Camden 2009

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws Code or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower or any other claimant (a “Rescinded Payment”)claimant, then Guarantor’s liability to Lender shall continue in full force and effect, or Guarantor’s liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment such payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note the Note, this Guaranty or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender Fannie Mae is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender Fannie Mae with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender Fannie Mae shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender Fannie Mae shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Fannie Mae, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Fannie Mae contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender Fannie Mae for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender Fannie Mae in the defense of any claim that a payment received by Lender Fannie Mae in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 12.10 shall survive the termination of this Guaranty the Borrower Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.. Master Credit Facility Agreement Jupiter EQR Credit Facility

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.. Amended and Restated Master Credit Facility Agreement EDR Credit Facility (2009 Additions)

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of Colonial/PNC ARCS — Master Credit Facility Agreement whether Lender contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty Borrower Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, Borrower or any settlement substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with Borrower or any other claimant (a “Rescinded Payment”), then GuarantorBorrower’s liability to Lender shall continue in full force and effect, or Guarantor’s liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.02 shall survive the termination of this Guaranty the Loan Documents and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, without limitation, any judgment, order or decree of any court or administrative body having jurisdiction over Lender or any of its property, or any settlement or compromise of any claim effected by Lender with Borrower or other claimant (a “Rescinded Payment”), then Guarantor’s liability to Lender shall continue in full force and effect, or Guarantor’s liability to Lender shall be reinstated, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents. In addition, Guarantor shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender or Xxxxxx Xxx is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender or Xxxxxx Mae with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach other Borrower’s liability to Lender or Xxxxxx Xxx shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)or Xxxxxx Mae, notwithstanding the cancellation or termination of any Note or any of the other Loan Borrower Documents, and regardless of whether Lender or Xxxxxx Xxx contested the order requiring the return of such payment. In addition, Guarantor each other Borrower shall pay, or reimburse Lender and Xxxxxx Mae for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender or Xxxxxx Xxx in the defense of any claim that a payment received by Lender or Xxxxxx Mae in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty the Borrower Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is Fannxx Xxx xx required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender Fannxx Xxx or any of its property, or any settlement statement or compromise of any claim effected by Lender with Fannxx Xxx xxxh any Borrower or any other claimant (a “Rescinded Payment”"RESCINDED PAYMENT"), then Guarantor’s 's liability to Lender Fannxx Xxx shall continue in full force and effecteffect (subject to the limitations set forth in subsection 2.2 hereof), or Guarantor’s 's liability to Lender shall Fannxx Xxx xxxll be reinstatedreinstated (subject to the limitations set forth in subsection 2.2 hereof), as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Fannxx Xxx, notwithstanding the cancellation or termination of any Note or any of the other Loan Transaction Documents. In addition, Guarantor shall pay, or reimburse Lender forFannxx Xxx xxx, all expenses (including all reasonable attorneys’ ' fees, court costs and related disbursements) incurred by Lender Fannxx Xxx in the defense of any claim that a payment received by Lender in Fannxx Xxx xx respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section shall survive the termination of this Guaranty and any satisfaction and discharge of Borrower the Borrowers by virtue of any payment, court order or any federal or state law.

Preferences, Fraudulent Conveyances, Etc. If Lender is required to refund, or voluntarily refunds, any payment received from any Borrower because such payment is or may be avoided, invalidated, declared fraudulent, set aside or determined to be void or voidable as a preference, fraudulent conveyance, impermissible setoff or a diversion of trust funds under the bankruptcy laws or for any similar reason, including, including without limitation, limitation any judgment, order or decree of any court or administrative body having jurisdiction over Lender any Borrower or any of its property, or upon or as a result of the appointment of a receiver, intervenor, custodian or conservator of, or trustee or similar officer for, any settlement Borrower or any substantial part of its property, or otherwise, or any statement or compromise of any claim effected by Lender with any Borrower or any other claimant (a “Rescinded Payment”), then Guarantoreach Other Borrower’s liability to Lender shall continue in full force and effect, or Guarantoreach Other Borrower’s liability to Lender shall be reinstatedreinstated and renewed, as the case may be, with the same effect and to the same extent as if the Rescinded Payment had not been received by Lender (but only to the extent such Rescinded Payment was part of the Guaranteed Obligations hereunder)Lender, notwithstanding the cancellation or termination of any Note or any of the other Loan Documents, and regardless of whether Lender contested the order requiring the return of such payment. In addition, Guarantor each Other Borrower shall pay, or reimburse Lender for, all expenses (including all reasonable attorneys’ fees, court costs and related disbursements) incurred by Lender in the defense of any Colonial/ Grandbridge — Master Credit Facility Agreement claim that a payment received by Lender in respect of all or any part of the Guaranteed Obligations from Guarantor must be refunded. The provisions of this Section 14.10 shall survive the termination of this Guaranty Loan Documents and any satisfaction and discharge of any Borrower by virtue of any payment, court order or any federal or state law.