Common use of Reservations of Rights Clause in Contracts

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty Note shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyNote; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender the Administrative Agent or the Lenders (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Administrative Agent or the Lenders may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyNote. At the Administrative Agent Agent's or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises Administrative Agent or the Lenders exercise such self help remedies or other actions, the Guarantor Borrower has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or the Lenders' exercise of such self help remedies or other actions. No provision in the Financing Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; , or (ii) be a waiver by the Administrative Agent apply to or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose judicially or nonjudicially against any real or personal property collateral, or to exercise judicial or nonjudicial power of sale rights, (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief relief, writ of possession, prejudgment attachment, or the appointment of a receiver, or (D) to pursue rights against a party to this Guaranty in a third-party proceeding in any action brought against Lender in a state, federal or international court, tribunal or hearing body (including actions in specialty courts, such as bankruptcy and patent courts), or (E) to enforce any assignment of rents in the Loan Documents, or (F) to preserve or enforce Lender’s rights and remedies due to the possible application of New Jersey’s "entire controversy doctrine". The Lenders Lender may exercise such self help rightsthe rights set forth in clauses (A) through (F), foreclose upon such propertyinclusive, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim Dispute occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claimDispute.

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender Lenders (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty Agreement shall be ---------------------- deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders any Lender of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of (A) any Lender (Asubject to Section 1.8 and Article 5) to exercise self ----------- --------- help remedies such as (but not limited to) setoff, or (B) Administrative Agent on behalf of the Lenders to foreclose against any real or personal property collateral, or (C) Administrative Agent on behalf of the Lenders to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders may exercise such self help rights, and Administrative Agent on behalf of the Lenders may foreclose upon such property, property or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the option of the Administrative Agent or on behalf of the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.. THE WRITTEN LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. EXECUTED and DELIVERED UNDER SEAL as of November 30 , 2001. --------------- BORROWER: XXXXX OPERATING PARTNERSHIP, L.P., a Delaware limited partnership By: Xxxxx Real Estate Investment Trust, Inc., a Maryland corporation, general partner By: /s/ Xxxxxxx X. Xxxxxxxx -------------------------- Name: Xxxxxxx X. Xxxxxxxx -------------------------- Title: Executive Vice President -------------------------- Attest: /s/ M. Xxxxx Xxxxxxx ------------------------- Name: M. Xxxxx Xxxxxxx ------------------------- Title: Sr. Vice President ------------------------- [CORPORATE SEAL] Borrower's Address for Notices: 0000 Xxx Xxxxxxx Xxxxxxx, Xxxxx 000 Xxxxxxxx, Xxxxxxx 00000 The Federal Tax Identification Number of Borrower: 00-0000000 [SIGNATURES CONTINUED FROM PREVIOUS PAGE] BANK OF AMERICA, N.A., a national banking association, individually as Administrative Agent and a Lender By: /s/ Xxxxxx X. Xxxxx ----------------------------- Name: Xxxxxx X. Xxxxx ---------------------------- Title: Senior Vice President --------------------------- [BANK SEAL] Lender's Address for Notices: Bank of America, N.A. Real Estate Banking Group Bank of America Plaza - Sixth Floor 000 Xxxxxxxxx Xxxxxx, X.X. Xxxxxxx, Xxxxxxx 00000-0000 [SIGNATURES CONTINUED FROM PREVIOUS PAGE] GUARANTY BANK, as a Lender By: /s/ Xxxx X. Lirgl (SEAL) ----------------------------- Name: Xxxx X. Lirgl, Jr. --------------------------- Title: Vice President --------------------------- [SIGNATURES CONTINUED ON NEXT PAGE] [SIGNATURES CONTINUED FROM PREVIOUS PAGE] SOUTHTRUST BANK, as a Lender EXHIBIT "A" BEING a tract of land situated in the XXXXXXXX XXXXX SURVEY, ABSTRACT NO. 56, DALLAS County, Texas, and being all of Xxx 0, Xxxxx X, XXX XXXXXXXX, 12TH INSTALLMENT, an Addition to the City of Irving, Texas, recorded in Volume 86246, Page 000, Xxxx Xxxxxxx, XXXXXX Xxxxxx, Xxxxx, as conveyed to X. X. Xxxx Foundation by Correction General Warranty Deed as recorded in volume 89017, Page 0000, Xxxx Xxxxxxx, XXXXXX Xxxxxx, Xxxxx, and being more particularly described as follows: BEGINNING at a 1/2 inch iron rod found for corner at the North end of a corner clip at the intersection of the Northeast line of Esters Boulevard (80 foot right-of-way) and the Southeast line of Freeport Parkway (100 foot right-of-way); THENCE North 54 degrees 19 minutes 10 seconds East, with said Southeast line, a distance of 57.16 feet to a 1/2 inch iron rod found for corner at the beginning of a curve to the left having a central angle of 44 degrees 00 minutes 00 seconds, a radius of 880.59 feet and a chord bearing and distance of North 32 degrees 19 minutes 10 seconds East, 659.75 feet; THENCE along said curve to the left and continuing with said Southeast line, an arc distance of 676.24 feet to a 1/2 inch iron rod found for corner; THENCE North 10 degrees 19 minutes 10 seconds East; continuing along said South- east line, a distance of 87.55 feet to a 1/2 inch iron rod found for corner at the Southwest end of a corner clip at the intersection of said Southeast line and the South line of Regent Boulevard (100 foot right-of-way); THENCE North 55 degrees 19 minutes 10 seconds East; along said corner clip; a distance of 25.00 feet to a 1/2 inch iron rod found for corner in said South line of Regent Boulevard; THENCE South 79 degrees 40 minutes 50 seconds East, along said South line, a distance of 402.27 feet to a 1/2 inch iron rod found for corner at the beginning of a curve to the right having a central angle of 43 degrees 56 minutes 12 seconds, a radius of 549.97 feet and a chord bearing and distance of South 57 degrees 42 minutes 45 seconds East, 411.48 feet; THENCE along said curve to the right and continuing along said South line, an arc distance of 421.74 feet to a 1/2 inch iron rod found for corner; THENCE South 35 degrees 44 minutes 26 seconds East, continuing along said South line, a distance of 88.38 feet to a 1/2 inch iron rod found for corner, said corner also being the most Northerly corner of Lot 6, Block C, of the above- mentioned DFW Freeport Addition; THENCE South 54 degrees 19 minutes 10 seconds west, along the North line of said Lot 6, a distance of 1208.41 feet to an "x' cut found for corner in the aforementioned Northeast line of Esters Boulevard; THENCE North 35 degrees 40 minutes 50 seconds West, along said Northeast line, a distance of 433.97 feet to a 1/2 inch iron rod found for a corner at the South end of the aforementioned corner clip at the intersection of said (Continued) Northeast line of Esters Boulevard and the aforementioned Southeast line of Freeport Parkway; Thence North 09 degrees 19 minutes 10 seconds East, along said corner clip, a distance of 25.00 feet to the POINT OF BEGINNING and CONTAINING 647,837 square feet or 14.8723 acres of land, more or less. EXHIBIT "B" ---------- BASIC INFORMATION -----------------

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders Lender of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Lender may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the Administrative Agent or the Lenders' Lender's option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders Lender of the protection afforded to it by 12 U.S.C. Secss. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Lender may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the Administrative Agent or the Lenders' Lender's option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; or Agreement, (ii) be a waiver by the Administrative Agent apply to or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of (A) any Lender (Asubject to SECTIONS 1.8 and 6.7 and ARTICLE 5) to exercise self help remedies such as (but not limited to) setoff, or (B) Administrative Agent on behalf of the Lenders to foreclose judicially or nonjudicially against any real or personal property collateral, or to exercise judicial or nonjudicial power of sale rights, (C) Administrative Agent on behalf of the Lenders to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief relief, writ of possession, prejudgment attachment, or the appointment of a receiver. The Lenders may exercise such self help rights, foreclose upon such property, or (D) Administrative Agent or any Lender to pursue rights against a party to this Agreement in a third-party proceeding in any action brought against Administrative Agent or such Lender in a state, federal or international court, tribunal or hearing body (including actions in specialty courts, such as bankruptcy and patent courts), or (iii) limit the right of any Loan Party to obtain such from a court provisional or ancillary remedies (such as but not limited to injunctive relief), which right may be exercised by such Loan Party before or during the pendency of any arbitration proceeding brought pursuant to this Agreement. Administrative Agent or a Lender or a Loan Party, as applicable, may exercise the rights set forth in clauses (A) through (D), inclusive, before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosureAgreement. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim Dispute occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claimDispute.

Reservations of Rights. Nothing in this Guaranty Mortgage shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyMortgage; or (ii) be a waiver by the Administrative Agent or the Lenders Holder of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender Holder (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Holder may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyMortgage. At the Administrative Agent or the Lenders' Holder's option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it them by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Administrative Agent and/or a Lender may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the and/or Lenders' option, foreclosure under a deed Deed of trust or mortgage Trust may be accomplished by any of the following: the exercise of a power of sale under the deed Deed of trust or mortgageTrust, or by judicial sale under the deed Deed of trust or mortgageTrust, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Document for arbitration of any controversy or claim.in

Reservations of Rights. Nothing in this Guaranty Assignment shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAssignment; or (ii) be a waiver by the Administrative Agent or the Lenders Lender of the protection afforded to it by 12 U.S.C. Sec. Section 91 or any substantially equivalent state law; or (iii) limit the right of the Lender hereto (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Lender may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAssignment. At the Administrative Agent or the Lenders' Lender's option, foreclosure under a mortgage or deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by c:\wp50\NBPLASMA.036\95.5042\081195\NBMISC#12\MJC\MS Collateral Assignment of Architect's Agreement (Redlined version of .017) 5 judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the this exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any Balance of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Document for arbitration of any controversy or claim.this page intentionally blank

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; , or (ii) be a waiver by the Administrative Agent apply to or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender Administrative Agent, on behalf of the Lenders, or any Lender, (A) to exercise self help remedies such as (but not limited to) setoff, or (Bor(B) to foreclose judicially or nonjudicially against any real or personal property collateral, or to exercise judicial or nonjudicial power of sale rights, (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief relief, writ of possession, prejudgment attachment, or the appointment of a receiver, or (D) to pursue rights against a party to this Guaranty in a third-party proceeding in any action brought against Administrative Agent or any Lender in a state, federal or international court, tribunal or hearing body (including actions in specialty courts, such as bankruptcy and patent courts). The Administrative Agent, on behalf of the Lenders, may exercise the rights set forth in clauses (A) through (D), inclusive, and Lenders may exercise such self help rightsthe right of setoff, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim Dispute occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claimDispute.

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender Agent or Lenders (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Agent and Lenders may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may Restatement and Amendment of Loan Agreement Dated as of November 25, 1997 26 be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim.

Reservations of Rights. Nothing in this Guaranty shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this Guaranty; , or (ii) be a waiver by the Administrative Agent apply to or the Lenders of the protection afforded to it by 12 U.S.C. Sec. 91 or any substantially equivalent state law; or (iii) limit the right of Lender (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose judicially or nonjudicially against any real or personal property collateral, or to exercise judicial or nonjudicial power of sale rights, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief relief, writ of possession, prejudgment attachment, or the appointment of a receiver, or (iii) apply to or limit the right of either party to pursue rights against a party to this Guaranty in a third-party proceeding in any action in a state, federal or international court, tribunal or hearing body (including actions in specialty courts, such as bankruptcy and patent courts). The Lenders Lender may exercise such self help rightsthe rights set forth in clauses (ii) (A) through (C), foreclose upon such propertyinclusive, or obtain such provisional or ancillary remedies and either party may exercise the rights set forth in clause (iii), before, during or after the pendency of any arbitration proceeding brought pursuant to this Guaranty. At the Administrative Agent or the Lenders' option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim Dispute occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claimDispute.

Reservations of Rights. Nothing in this Guaranty Agreement shall be deemed to (i) limit the applicability of any otherwise applicable statutes of limitation or repose and any waivers contained in this GuarantyAgreement; or (ii) be a waiver by the Administrative Agent or the Lenders Bank of the protection afforded to it by 12 U.S.C. Sec. § 91 or any substantially equivalent state law; or (iii) limit the right of Lender Bank (A) to exercise self help remedies such as (but not limited to) setoff, or (B) to foreclose against any real or personal property collateral, or (C) to obtain from a court provisional or ancillary remedies such as (but not limited to) injunctive relief or the appointment of a receiver. The Lenders Bank may exercise such self help rights, foreclose upon such property, or obtain such provisional or ancillary remedies before, during or after the pendency of any arbitration proceeding brought pursuant to this GuarantyAgreement. At the Administrative Agent or the Lenders' Bank's option, foreclosure under a deed of trust or mortgage may be accomplished by any of the following: the exercise of a power of sale under the deed of trust or mortgage, or by judicial sale under the deed of trust or mortgage, or by judicial foreclosure. Neither the exercise of self help remedies nor the institution or maintenance of an action for foreclosure or provisional or ancillary remedies shall constitute a waiver of the right of any party, including the claimant in any such action, to arbitrate the merits of the controversy or claim occasioning resort to such remedies. Notwithstanding the foregoing, in the event that the Lender exercises such self help remedies or other actions, the Guarantor has not waived any of its rights to seek legal or equitable relief to defend against the Administrative Agent's or Lenders' exercise of such self help remedies or other actions. No provision in the Financing Loan Documents regarding submission to jurisdiction and/or venue in any court is intended or shall be construed to be in derogation of the provisions in any Financing Loan Document for arbitration of any controversy or claim. (Remainder of Page Intentionally Left Blank) EXECUTED and DELIVERED as of the ___ day of ___________, 2005. Borrower’s Address for Notices: BORROWER: 100 Xxxxxxxx Xxxxx, Xxxxx 000 Xxxxxxxxx, Xxxxxxxxx 00000 ARC HDV, LLC By: Name: Title: The Federal Tax Identification Number of Borrower: _______________ Bank’s Address for Notices: BANK: TN1-100-08-07 400 Xxxxx Xxxxxx, 0xx Xx. Xxxxxxxxx, XX 00000-0000 Attention: Healthcare Lending BANK OF AMERICA, N.A. By: Name: Title: PARCEL NO. 1: THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 16, TOWNSHIP 3 NORTH, RANGE 1 EAST OF THE GILA AND SALT RIVER BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS: COMMENCING AT A HALF-INCH REBAR FOUND AT THE NORTH QUARTER CORNER OF SAID SECTION 16, FROM WHICH A ONE-INCH IRON BAR AT THE NORTHEAST CORNER OF SAID SECTION BEARS NORTH 87 DEGREES 41 MINUTES 30 SECONDS EAST, A DISTANCE OF 2691.76 FEET; THENCE NORTH 87 DEGREES 41 MINUTES 30 SECONDS EAST, ALONG THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION, A DISTANCE OF 1043.98 FEET TO THE POINT OF BEGINNING; THENCE CONTINUING NORTH 87 DEGREES 41 MINUTES 30 SECONDS EAST, ALONG THE NORTH LINE OF SAID NORTHEAST QUARTER, A DISTANCE OF 827.66 FEET TO THE CENTERLINE OF PLAZA DEL RIO BOULEVARD AS SHOWN ON THE PLAZA DEL RIO MAP OF DEDICATION, ACCORDING TO BOOK 344 OF MAPS, PAGE 47; THENCE SOUTH 02 DEGREES 18 MINUTES 30 SECONDS EAST, ALONG SAID CENTERLINE, A DISTANCE OF 658.71 FEET TO A HALF-INCH REBAR FOUND AT THE NORTHEAST CORNER OF THAT PARCEL OF LAND DESCRIBED AS 88-331437 OF OFFICIAL RECORDS OF MARICOPA COUNTY; THENCE SOUTH 87 DEGREES 41 MINUTES 30 SECONDS WEST, ALONG THE NORTH LINE OF SAID PARCEL, A DISTANCE OF 692.63 FEET TO A COTTON-SPINDLE WITH TAG (#24738) FOUND AT THE NORTHWEST CORNER OF SAID PARCEL; THENCE SOUTH 02 DEGREES 18 MINUTES 30 SECONDS EAST, ALONG THE WEST LINE OF SAID PARCEL, A DISTANCE OF 41.30 FEET TO A HALF-INCH REBAR FOUND; THENCE SOUTH 87 DEGREES 41 MINUTES 30 SECONDS WEST, A DISTANCE OF 105.01 FEET TO A POINT; THENCE NORTH 02 DEGREES 18 MINUTES 30 SECONDS WEST, A DISTANCE OF 307.06 FEET TO A BRASS CAP FOUND FLUSH; THENCE SOUTH 87 DEGREES 41 MINUTES 30 SECONDS WEST, A DISTANCE OF 30.02 FEET TO A HALF-INCH REBAR WITH CAP (LS #13562) FOUND AT THE SOUTHEAST CORNER OF THAT PARCEL DESCRIBED IN 89-277884 OF OFFICIAL RECORDS OF MARICOPA COUNTY; THENCE NORTH 02 DEGREES 18 MINUTES 30 SECONDS WEST, A DISTANCE OF 392.95 FEET TO THE POINT OF BEGINNING. PARCEL NO. 2: NON-EXCLUSIVE EASEMENTS FOR DRAINAGE, WALKWAY, PARKING AND ACCESS AS SET FORTH IN EASEMENT AGREEMENT RECORDED MARCH 31, 1997 AS 97-0763185 OF OFFICIAL RECORDS AND RE-RECORDED AS 97-0769793 OF OFFICIAL RECORDS; ASSIGNMENT OF EASEMENT RECORDED AS 90-0000000 OF OFFICIAL RECORDS AND FIRST AMENDMENT RECORDED AS 2000-0123884 OF OFFICIAL RECORDS. A. SPECIFIC DEFINITIONS: