Common use of Reallocation of Loan Amounts Clause in Contracts

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Junior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Junior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Junior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Junior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Junior Mezzanine Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Junior Mezzanine Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Junior Mezzanine Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Junior Mezzanine Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a SecuritizationSecuritization or a Syndication, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial aggregate Scheduled Amortization Payments immediately following such reallocation shall not exceed the aggregate Scheduled Amortization Payments immediately prior to the reallocation, and (iii) the weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the initial weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower Lender shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.109.8, including, without limitation, except that Borrower shall pay the costs and expenses of its legal counsel and the costs of any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Mortgage Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Mortgage Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting In the event Mortgage Lender exercises its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, Loan and the Mortgage Loan and pursuant to Section 9.8 of the Senior Mezzanine Mortgage Loan and/or adjust the interest rates thereon Agreement, Borrower agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, Loan and the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial aggregate Scheduled Amortization Payments immediately following such reallocation shall not exceed the aggregate Scheduled Amortization Payments immediately prior to the reallocation, and (iii) the weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately following such reallocation shall equal the initial weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately prior to such reallocationreallocation and (iii) Lender has agreed to the allocation as required by the Mortgage Lender. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower Lender shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.109.8, including, without limitation, except that Borrower shall pay the costs and expenses of its legal counsel and the costs of any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation. It shall be an Event of Default under this Agreement, providedthe Note, howeverthe Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, Borrower shall not be obligated to spend more than $10,000 in complying with the terms covenants or conditions of this Section 13.109.8 after expiration of ten (10) Business Days after notice thereof.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note note evidencing the Mortgage Loan immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note note evidencing the Mortgage Loan immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documentsdocuments evidencing or securing the Mortgage Loan, and endorsements to the title insurance policy Title Policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower , and Lender shall pay all costs and expenses in connection with such reallocation pursuant to this Section 13.10Section, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, Documents or the documents evidencing or securing the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Junior Mezzanine Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Junior Mezzanine Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Junior Mezzanine Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Junior Mezzanine Loan Documents and the Senior Mezzanine Loan Documents, and 128 endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Junior Mezzanine Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its Lender's other rights hereunder, in its sole and absolute discretion, shall have the right, right at any time prior to a Securitization, Securitization to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon Loan, at no cost to Borrower, provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation and (ii) the weighted average interest rate of the Loan and the Mezzanine Loan immediately following such reallocation shall equal the interest rate which was applicable to the Loan and the Mezzanine Loan immediately prior to such reallocation. Borrower, at Lender's cost and (ii) the initial weighted average interest rate of the Noteexpense, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender and required by any Rating Agency in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender and satisfactory to any Rating Agency. In the event Borrower fails to execute and deliver such documents to Lender within ten (10) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under the Loan Documents if Borrower shall pay all costs and expenses in connection such reallocation pursuant fails to this Section 13.10, including, without limitation, comply with any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.1010.25 after expiration of ten (10) Business Days after notice thereof.

Reallocation of Loan Amounts. LenderIn connection with any Securitization of the Loan (and for so long as Citigroup owns all or a portion of the Loan, the Mezzanine A Loan, the Mezzanine C Loan, the Mezzanine D Loan, the Mezzanine E Loan and/or the Mortgage Loan (individually and collectively, the “Owned Loans”)), Citigroup, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and/or adjust the interest rates thereon pursuant to Section 9.6 of this Agreement, the Mortgage Loan Agreement, the Mezzanine A Loan Agreement, the Mezzanine C Loan Agreement, the Mezzanine D Loan Agreement or the Mezzanine E Loan Agreement, as applicable, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine C Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately following such reallocation shall equal the outstanding principal balance of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine C Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine C Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine C Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Lender Citigroup in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and shall execute and deliver such documents as shall reasonably be required by Lender Citigroup in connection therewith, including, without limitation, amendments to the Mortgage Loan Documents, the Mortgage Loan Documents, the Mezzanine A Loan Documents, the Mezzanine C Loan Documents, the Mezzanine D Loan Documents and the Senior Mezzanine E Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to LenderCitigroup. Borrower Solely for the purposes of this Section 9.6, Citigroup shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Citigroup under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a SecuritizationSecuritization or a Syndication, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rate rates thereon pursuant to Section 9.6 of the Mortgage Loan Agreement, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Borrower Solely for the purposes of this Section 9.6, Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. In connection with any Securitization of the Loan (and for so long as Originating Lender owns all or a portion of the Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan, the Mezzanine D Loan and/or the Mortgage Loan (individually and collectively, the “Owned Loans”)), Originating Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and/or adjust the interest rates thereon pursuant to Section 9.6 of this Agreement, the Mortgage Loan Agreement, the Mezzanine A Loan Agreement, the Mezzanine B Loan Agreement, the Mezzanine C Loan Agreement or the Mezzanine D Loan Agreement, as applicable, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan and the Senior Mezzanine D Loan immediately following such reallocation shall equal the outstanding principal balance of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan and the Senior Mezzanine D Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine C Note and the Senior Mezzanine D Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine C Note and the Senior Mezzanine D Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Originating Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and shall execute and deliver such documents as shall reasonably be required by Originating Lender in connection therewith, including, without limitation, amendments to the Mortgage Loan Documents, the Mortgage Loan Documents, the Mezzanine A Loan Documents, the Mezzanine B Loan Documents, the Mezzanine C Loan Documents and the Senior Mezzanine D Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Originating Lender. Borrower Solely for the purposes of this Section 9.6, Originating Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Originating Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. (a) Lender, without in any way limiting its Lender’s other rights hereunder, in its sole and absolute discretion, shall have the right, right at any time prior to a Securitization, Securitization to reallocate the amount of the Loan, Mezzanine A Loan and the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Mezzanine A Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan Mezzanine A Loan, and the Senior Mezzanine Mortgage Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the NoteLoan, Mezzanine A Loan and the Mortgage Note and the Senior Mezzanine Note Loan immediately following such reallocation shall equal the weighted average interest rate which was applicable to the NoteLoan, the Mortgage Note Mezzanine A Loan and the Senior Mezzanine Note Mortgage Loan immediately prior to such reallocation. At Borrower’s sole cost and expense (including, without limitation, Lender’s attorneys fees and costs), Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Mezzanine A Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender and required by any Rating Agency in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender and satisfactory to any Rating Agency. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower ratifying all that such attorney shall do by virtue thereof. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments reallocation of the Loan, Mezzanine A Loan Documents, and the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10and all requirements relating thereto.

Reallocation of Loan Amounts. Lender, without in any way limiting In the event that Mezzanine A Lender exercises its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan and/or adjust pursuant to Section 9.6 of the interest rates thereon provided Mezzanine A Loan Agreement, Borrower agrees to reasonably cooperate to facilitate such reallocation; provided, however, that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan immediately prior to such reallocation, and ; (ii) the initial weighted average interest rate of the Note, the Mortgage Note Loan and the Senior Mezzanine Note A Loan immediately following such reallocation shall equal not exceed the weighted average interest rate which was applicable to the Note, the Mortgage Note Loan and the Senior Mezzanine Note A Loan immediately prior to such reallocationreallocation (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine A Loan Documents, Documents and endorsements to the title insurance policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Borrower shall pay cause Mezzanine A Borrower to cooperate with all reasonable requests of Mezzanine A Lender in connection with the reallocation of the amount of the Loan and the Mezzanine A Loan, and shall execute and deliver such documents as shall reasonably be required by Mezzanine A Lender in connection therewith, including opinions of counsel and UCC insurance, all in form and substance reasonably satisfactory to Lender. Solely for the purposes of this Section 9.6, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses (including, any additional mortgage recording tax due and payable by Borrower in connection with such reallocation restructuring and any title or UCC insurance premiums, costs and expenses incurred in connection with the issuance of the insurance policies and endorsements required to be delivered by Borrower pursuant to this Section 13.109.6, includingbut excluding the fees and expenses of Borrower’s counsel) that Borrower incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, without limitationthe provisions of this Section 9.6 shall in no way limit, increase or otherwise affect any additional title insurance and UCC insurance premiums and Borrower obligation to pay any additional mortgage, mortgage recording, stamp, intangible or other similar tax costs expressly required to be paid by Borrower pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Borrower fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Borrower shall have received written notice thereof.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Junior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Junior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Junior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, 117 amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Junior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Junior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, shall have the right, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided B Loan, Borrower agrees to reasonably cooperate to facilitate such reallocation; provided, however, that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan immediately prior to such reallocation, and ; (ii) the initial weighted average interest rate spread of the Note, the Mortgage Note Loan and the Senior Mezzanine Note B Loan immediately following such reallocation shall equal not exceed the weighted average interest rate spread which was applicable to the Note, the Mortgage Note Loan and the Senior Mezzanine Note B Loan immediately prior to such reallocationreallocation (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine B Loan Documents, Documents and endorsements to the title insurance policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Borrower shall pay cause Mezzanine B Borrower to cooperate with all reasonable requests of Mezzanine B Lender in connection with the reallocation of the amount of the Loan and the Mezzanine B Loan, and shall execute and deliver such documents as shall reasonably be required by Mezzanine B Lender in connection therewith, including opinions of counsel and UCC insurance, all in form and substance reasonably satisfactory to Lender. Solely for the purposes of this Section 9.6, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses (including, any additional mortgage recording tax due and payable by Borrower in connection with such reallocation restructuring and any title or UCC insurance premiums, costs and expenses incurred in connection with the issuance of the insurance policies and endorsements required to be delivered by Borrower pursuant to this Section 13.109.6, includingbut excluding the fees and expenses of Borrower’s counsel) that Borrower incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, without limitationthe provisions of this Section 9.6 shall in no way limit, increase or otherwise affect any additional title insurance and UCC insurance premiums and Borrower obligation to pay any additional mortgage, mortgage recording, stamp, intangible or other similar tax costs expressly required to be paid by Borrower pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Borrower fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Borrower shall have received written notice thereof.

Reallocation of Loan Amounts. In connection with any Securitization of the Loan (and for so long as Originating Lender owns all or a portion of the Loan, the Mezzanine B Loan, the Mezzanine C Loan, the Mezzanine D Loan, the Mezzanine E Loan and/or the Mortgage Loan (individually and collectively, the “Owned Loans”)), Originating Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and/or adjust the interest rates thereon pursuant to Section 9.6 of this Agreement, the Mortgage Loan Agreement, the Mezzanine B Loan Agreement, the Mezzanine C Loan Agreement, the Mezzanine D Loan Agreement or the Mezzanine E Loan Agreement, as applicable, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Mortgage Loan, the Mortgage Loan, the Mezzanine B Loan, the Mezzanine C Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately following such reallocation shall equal the outstanding principal balance of the Mortgage Loan, the Mortgage Loan, the Mezzanine B Loan, the Mezzanine C Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note, the Mezzanine B Note, the Mezzanine C Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note, the Mezzanine B Note, the Mezzanine C Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Originating Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and shall execute and deliver such documents as shall reasonably be required by Originating Lender in connection therewith, including, without limitation, amendments to the Mortgage Loan Documents, the Mortgage Loan Documents, the Mezzanine B Loan Documents, the Mezzanine C Loan Documents, the Mezzanine D Loan Documents and the Senior Mezzanine E Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Originating Lender. Borrower Solely for the purposes of this Section 9.6, Originating Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Originating Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. (a) Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, Loan and the Mortgage Loan (including, without limitation, the amounts and the Senior Mezzanine Loan obligations to make Additional Advances thereunder) and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately prior to such reallocation, and (ii) the initial weighted average of the interest rate of spreads for the Note, Loan and the Mortgage Note and the Senior Mezzanine Note immediately following Loan after such reallocation shall equal not exceed the weighted average of the interest rate which was applicable to spreads for the Note, Loan and the Mortgage Note and the Senior Mezzanine Note Loan immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate, default prepayments pursuant to Section 2.3.1 hereof or mandatory prepayments pursuant to Section 2.3.2 hereof), it being understood and agreed that such weighted average of the interest rate spreads after such reallocation shall not exceed LIBOR plus 1.75% (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate, default prepayments pursuant to Section 2.3.1 hereof or mandatory prepayments pursuant to Section 2.3.2 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Mortgage Loan Documents, and endorsements to the title insurance policy Title Insurance Policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a SecuritizationSecuritization or a Syndication, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine A Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine A Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine A Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine A Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Solely for the purposes of this Section 9.6, Lender shall reimburse Borrower shall pay for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Borrower’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Borrower in connection with such restructuring) that Borrower incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Borrower obligation to pay any costs expressly required to be paid by Borrower pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Borrower fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Borrower shall have received written notice thereof.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mez Loan and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mez Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Mez Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note note evidencing the Mez Loan immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note note evidencing the Mez Loan immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mez Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documentsdocuments evidencing or securing the Mez Loan, and endorsements to the title insurance policy Title Policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower , and Lender shall pay all costs and expenses in connection with such reallocation pursuant to this Section 13.10Section, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine documents evidencing or securing the Mez Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rate rates thereon and/or adjust the Monthly Scheduled Amortization Payments, provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial aggregate Monthly Scheduled Amortization Payments immediately following such reallocation shall not exceed the aggregate Monthly Scheduled Amortization Payments immediately prior to the reallocation, (iii) the weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocationreallocation and (iv) except as provided in clauses (i), (ii) and (iii) above, Borrower’s and Guarantor’s obligations under the Loan Documents shall not be increased nor its rights diminished. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. All costs in connection with this Section 9.6 shall be paid for by Lender except that Borrower shall pay all costs for (1) any mortgage recording taxes and (2) the fees and expenses in connection such reallocation pursuant to this Section 13.10of legal counsel employed by Borrower, includingPrincipal, without limitationWyndham and/or any Affiliate of any of the foregoing, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage modifications to Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of any other items required by this Section 13.109.6.

Reallocation of Loan Amounts. In connection with any Securitization of the Loan (and for so long as Originating Lender owns all or a portion of the Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan, the Mezzanine E Loan and/or the Mortgage Loan (individually and collectively, the “Owned Loans”)), Originating Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and/or adjust the interest rates thereon pursuant to Section 9.6 of this Agreement, the Mortgage Loan Agreement, the Mezzanine A Loan Agreement, the Mezzanine B Loan Agreement, the Mezzanine C Loan Agreement or the Mezzanine E Loan Agreement, as applicable, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan and the Senior Mezzanine E Loan immediately following such reallocation shall equal the outstanding principal balance of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine C Loan and the Senior Mezzanine E Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine C Note and the Senior Mezzanine E Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine C Note and the Senior Mezzanine E Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Originating Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and shall execute and deliver such documents as shall reasonably be required by Originating Lender in connection therewith, including, without limitation, amendments to the Mortgage Loan Documents, the Mortgage Loan Documents, the Mezzanine A Loan Documents, the Mezzanine B Loan Documents, the Mezzanine C Loan Documents and the Senior Mezzanine E Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Originating Lender. Borrower Solely for the purposes of this Section 9.6, Originating Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Originating Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocation. Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any 129 additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, shall have the right, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon provided B Loan, Borrower agrees to reasonably cooperate to facilitate such reallocation; provided, however, that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan immediately prior to such reallocation, and ; (ii) the initial weighted average interest rate of the Note, the Mortgage Note Loan and the Senior Mezzanine Note B Loan immediately following such reallocation shall equal not exceed the weighted average interest rate which was applicable to the Note, the Mortgage Note Loan and the Senior Mezzanine Note B Loan immediately prior to such reallocationreallocation (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine B Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine B Loan Documents, Documents and endorsements to the title insurance policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Borrower shall pay cause Mezzanine B Borrower to cooperate with all reasonable requests of Mezzanine B Lender in connection with the reallocation of the amount of the Loan and the Mezzanine B Loan, and shall execute and deliver such documents as shall reasonably be required by Mezzanine B Lender in connection therewith, including opinions of counsel and UCC insurance, all in form and substance reasonably satisfactory to Lender. Solely for the purposes of this Section 9.6, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses (including, any additional mortgage recording tax due and payable by Borrower in connection with such reallocation restructuring and any title or UCC insurance premiums, costs and expenses incurred in connection with the issuance of the insurance policies and endorsements required to be delivered by Borrower pursuant to this Section 13.109.6, includingbut excluding the fees and expenses of Borrower’s counsel) that Borrower incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, without limitationthe provisions of this Section 9.6 shall in no way limit, increase or otherwise affect any additional title insurance and UCC insurance premiums and Borrower obligation to pay any additional mortgage, mortgage recording, stamp, intangible or other similar tax costs 128 expressly required to be paid by Borrower pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Borrower fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Borrower shall have received written notice thereof.

Reallocation of Loan Amounts. In connection with any Securitization of the Loan (and for so long as Originating Lender owns all or a portion of the Loan and the Mortgage Loan), Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and/or adjust the interest rates thereon pursuant to Section 9.6 of the Mortgage Loan Agreement, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Lender. Borrower Solely for the purposes of this Section 9.6, Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.

Reallocation of Loan Amounts. (a) Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan (including, without limitation, the amounts and obligations to make Additional Advances thereunder) and/or adjust the interest rate rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average of the interest rate of spreads for the Note, the Mortgage Note Loan and the Senior Mezzanine Note immediately following Loan after such reallocation shall equal not exceed the weighted average of the interest rate which was applicable to spreads for the Note, the Mortgage Note Loan and the Senior Mezzanine Note Loan immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate, default prepayments pursuant to Section 2.3.1 hereof or mandatory prepayments pursuant to Section 2.3.2 hereof), it being understood and agreed that such weighted average of the interest rate spreads after such reallocation shall not exceed LIBOR plus 1.75% (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate, default prepayments pursuant to Section 2.3.1 hereof or mandatory prepayments pursuant to Section 2.3.2 hereof). Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy Title Insurance Policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10.

Reallocation of Loan Amounts. Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, Lender shall have the right, at any from time prior to a Securitizationtime, to reallocate sever the amount of the Loan, the Mortgage Loan Note and the Senior Mezzanine other Loan and/or adjust Documents into one or more separate notes, Security Instruments and other security documents (the interest rates thereon “Severed Loan Documents”) in such denominations as Lender shall determine in its sole discretion for purposes of evidencing and enforcing its rights and remedies provided hereunder. Borrower shall execute and deliver to Lender from time to time, promptly after the request of Lender, a severance agreement and such other documents as Lender shall request in order to effect the severance described in the preceding sentence, all in form and substance reasonably satisfactory to Lender; provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately following such reallocation severance shall equal the outstanding principal balance of the Loan, the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial aggregate Monthly Scheduled Amortization Payments immediately following such severance shall not exceed the aggregate Monthly Scheduled Amortization Payments immediately prior to such severance, (iii) the weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately following such reallocation severance shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately prior to such reallocation. Borrower severance and (iv) except as provided in clauses (i) through and including (iii) above, Borrower’s obligations under the Loan Documents shall cooperate with all reasonable requests not be increased nor shall any of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments Borrower’s rights pursuant to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lenderbe diminished. Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect the aforesaid severance, Borrower ratifying all that its said attorney shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid do by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documents, the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, virtue thereof; provided, however, Borrower Lender shall not make or execute any such documents under such power until ten (10) days after notice has been given to Borrower by Lender of Lender’s intent to exercise its rights under such power. The Severed Loan Documents shall not contain any representations, warranties or covenants not contained in the Loan Documents and any such representations and warranties contained in the Severed Loan Documents will be obligated to spend more than $10,000 in complying with given by Borrower only as of the terms date hereof, except for those representations and warranties which Borrower will update as of this Section 13.10the Closing Date, which will be given as of the Closing Date.

Reallocation of Loan Amounts. (a) Lender, without in any way limiting its Lender’s other rights hereunder, in its sole and absolute discretion, shall have the right, right at any time prior to a Securitization, Securitization to reallocate the amount of the Loan, the Mortgage Mezzanine B Loan and the Senior Mezzanine Mortgage Loan and/or adjust the interest rates thereon provided that (i) the aggregate principal amount of the Loan, the Mortgage Mezzanine B Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, the Mortgage Mezzanine B Loan and the Senior Mezzanine Mortgage Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the NoteLoan, the Mortgage Note Mezzanine B Loan and the Senior Mezzanine Note Mortgage Loan immediately following such reallocation shall equal the weighted average interest rate which was applicable to the NoteLoan, the Mortgage Note Mezzanine B Loan and the Senior Mezzanine Note Mortgage Loan immediately prior to such reallocation. At Borrower’s sole cost and expense (including, without limitation, Lender’s attorneys fees and costs), Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Mezzanine B Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender and required by any Rating Agency in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender and satisfactory to any Rating Agency. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower ratifying all that such attorney shall do by virtue thereof. Borrower shall pay all costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation, any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments reallocation of the Loan, the Mezzanine B Loan Documents, and the Mortgage Loan Documents or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms of this Section 13.10and all requirements relating thereto.

Reallocation of Loan Amounts. Lender, without in any way limiting In the event Mortgage Lender exercises its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, Loan and the Mortgage Loan and pursuant to Section 13.6 of the Senior Mezzanine Mortgage Loan and/or adjust the interest rates thereon Agreement, Borrower agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan immediately following such reallocation shall equal the outstanding principal balance of the Loan, Loan and the Mortgage Loan and the Senior Mezzanine Loan immediately prior to such reallocation, and (ii) the initial weighted average interest rate of the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note and the Senior Mezzanine Mortgage Note immediately prior to such reallocationreallocation and (iii) Lender has agreed to the allocation as required by the Mortgage Lender. Subject to the limitation of costs and expenses set forth in Section 13.4 hereof, at Borrower’s sole cost and expense (including, without limitation, Borrower’s attorneys fees and costs), Borrower shall cooperate with all reasonable requests of Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Mortgage Loan and shall execute and deliver such documents as shall reasonably be required by Lender in connection therewith, including, without limitation, amendments to the Loan Documents, the Mortgage Loan Documents and the Senior Mezzanine Loan Documents, and endorsements to the title insurance policy and the UCC title insurance policy, all in form and substance reasonably satisfactory to Lender. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower shall pay all costs and expenses in connection such reallocation pursuant fails to this Section 13.10, including, without limitation, comply with any additional title insurance and UCC insurance premiums and any additional mortgage, mortgage recording, stamp, intangible or other similar tax required to be paid by any Person under applicable Legal Requirements currently in effect in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.1013.6 after expiration of ten (10) Business Days after notice thereof.

Reallocation of Loan Amounts. In connection with any Securitization of the Loan (and for so long as Originating Lender owns all or a portion of the Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine D Loan, the Mezzanine E Loan and/or the Mortgage Loan (individually and collectively, the “Owned Loans”)), Originating Lender, without in any way limiting its other rights hereunder, in its sole and absolute discretion, shall have the right, at any time prior to a Securitization, right to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and/or adjust the interest rates thereon pursuant to Section 9.6 of this Agreement, the Mortgage Loan Agreement, the Mezzanine A Loan Agreement, the Mezzanine B Loan Agreement, the Mezzanine D Loan Agreement or the Mezzanine E Loan Agreement, as applicable, Pledgor agrees to cooperate to facilitate such reallocation provided that (i) the aggregate principal amount of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately following such reallocation shall equal the outstanding principal balance of the Mortgage Loan, the Mortgage Loan, the Mezzanine A Loan, the Mezzanine B Loan, the Mezzanine D Loan and the Senior Mezzanine E Loan immediately prior to such reallocation, reallocation and (ii) the initial weighted average interest rate of the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately following such reallocation shall equal the weighted average interest rate which was applicable to the Note, the Mortgage Note, the Mezzanine A Note, the Mezzanine B Note, the Mezzanine D Note and the Senior Mezzanine E Note immediately prior to such reallocationreallocation (without giving effect to any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof). Borrower Pledgor shall cooperate with all reasonable requests of Originating Lender in order to reallocate the amount of the Loan, the Mortgage Loan and the Senior Mezzanine Loan Owned Loans and shall execute and deliver such documents as shall reasonably be required by Originating Lender in connection therewith, including, without limitation, amendments to the Mortgage Loan Documents, the Mortgage Loan Documents, the Mezzanine A Loan Documents, the Mezzanine B Loan Documents, the Mezzanine D Loan Documents and the Senior Mezzanine E Loan Documents, and endorsements to the title insurance policy Title Policy and the UCC title insurance policypolicies, all in form and substance reasonably satisfactory to Originating Lender. Borrower Solely for the purposes of this Section 9.6, Originating Lender shall pay reimburse Pledgor for all of its reasonable out-of-pocket costs and expenses in connection such reallocation pursuant to this Section 13.10, including, without limitation(other than the fees and expenses of Pledgor’s counsel, any additional title insurance and premiums or UCC insurance premiums costs and expenses incurred in connection with such restructuring and any additional mortgagemortgage recording tax due and payable by Pledgor in connection with such restructuring) that Pledgor incurs in connection with complying with any request made by Originating Lender under this Section 9.6. Notwithstanding the foregoing, mortgage recordingthe provisions of this Section 9.6 shall in no way limit, stamp, intangible increase or other similar tax otherwise affect any Pledgor obligation to pay any costs expressly required to be paid by Pledgor pursuant to any Person under applicable Legal Requirements currently in effect in connection other Sections of this Agreement. It shall be an Event of Default hereunder if Pledgor fails to comply with the execution, delivery, recordation, filing, registration, perfection or enforcement of any amendments of the Loan Documentsterms, the Mortgage Loan Documents covenants or the Senior Mezzanine Loan Documents in connection with the reallocation, provided, however, Borrower shall not be obligated to spend more than $10,000 in complying with the terms conditions of this Section 13.109.6 and such failure shall continue for more than ten (10) Business Days after Pledgor shall have received written notice thereof.