Common use of Rights of Cure Clause in Contracts

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject Upon the occurrence and during the continuance of an Event of Default (and with respect to any CPLV Lease Default only, after the expiration of the applicable cure period for such CPLV Lease Default in accordance with Section 8.3), Administrative Agent may, but without any obligation to do so and without notice to or demand on Borrower and without releasing Borrower from any obligation hereunder or being deemed to have cured any Event of Default hereunder, make, do or perform any obligation of Borrower hereunder in such manner and to such extent as Administrative Agent may deem necessary. During the continuance of such an Event of Default, Administrative Agent is authorized to enter upon the Property (subject to the rights of Tenants under their Leases and the rights of CPLV Tenant under the CPLV Lease) for such purposes, or appear in, defend, or bring any mezzanine lender with respect action or proceeding to any mezzanine loan related protect its interest in the Property for such purposes, and the cost and expense thereof (including reasonable attorneys’ fees to the Senior Loanextent permitted by law), prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documentswith interest as provided in this Section 8.5, Senior Lender shall provide written notice constitute a portion of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) Debt and shall permit Junior Lender an opportunity be due and payable to cure Administrative Agent upon demand. All such default costs and expenses incurred by Administrative Agent and/or Collateral Agent in accordance with remedying such Event of Default or such failed payment or act or in appearing in, defending, or bringing any action or proceeding shall bear interest at the provisions of this Section 11(a). In Default Rate, for the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten period commencing five (105) Business Days after written demand of Borrower to pay such cost or expense until the later date of (i) payment to Administrative Agent. Upon the giving occurrence and during the continuance of a Mortgage Loan Default, Administrative Agent may, but without any obligation to do so and without notice to or demand on Borrower or Mortgage Borrower and without releasing Mortgage Borrower from any obligation under the Mortgage Loan Documents or being deemed to have cured any Mortgage Loan Default, make, do or perform any obligation of Mortgage Borrower under Mortgage Loan Documents in such manner and to such extent as Administrative Agent may deem necessary. All such costs and expenses incurred by Senior Administrative Agent, Collateral Agent or any Lender of the Senior in remedying such Mortgage Loan Default Notice and or such failed payment or act shall bear interest at the Default Rate, for the period commencing five (ii5) the expiration Business Days after written demand of Borrower’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), Borrower to pay any such cost or expense until the date of payment to Administrative Agent. All such costs and expenses incurred by Administrative Agent and/or Collateral Agent together with interest thereon calculated at the default rate under the Senior Loan Documents Default Rate shall be deemed to the extent the same is in excess constitute a portion of the rate of interest which would have been payable Debt and be secured by Borrower in the absence of such default (liens, claims and irrespective of any cure of such default by Junior Lender pursuant security interests provided to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower Administrative Agent and/or Collateral Agent under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of immediately due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused payable upon demand by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior LoanAdministrative Agent therefor.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior (a) Prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior LenderMezzanine Lender and any Loan Pledgee entitled to notice thereof pursuant to Section 15 of this Agreement, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such noticeeach, a “Senior Loan Default Notice”) and shall permit Junior Mezzanine Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In If the case of default is a monetary default relating to a liquidated sum of money, Junior Mezzanine Lender shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, (a “Monetary Cure Period”) to cure such monetary default; provided, however, in the event Junior Lender it elects to cure any such monetary default, Junior Mezzanine Lender shall (x) defend and hold harmless Senior Lender for all cost, expenses, losses, liabilities, obligations, damages, penalties, costs, and disbursements imposed on, incurred by or asserted against Senior Lender due to or arising from such Monetary Cure Period and (y) without duplication of the foregoing, reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitizationagreement) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Mezzanine Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) [four] consecutive monthsmonths unless Mezzanine Lender has commenced and is continuing to diligently pursue its rights against the Separate Collateral. In If the case default is of a non-monetary defaultnature, Junior Mezzanine Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Mezzanine Lender, Junior Mezzanine Lender shall be given an additional period of time as is reasonably necessary for Junior Mezzanine Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower Mezzanine Lender makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day perioddays, in which case, Junior Mezzanine Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior the Mezzanine Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of the Borrower. . (b) To the extent that any Qualified Transferee acquires the Equity Collateral in accordance with the provisions and conditions of this Agreement, such Qualified Transferee shall acquire the same subject to the Senior Loan and the terms, conditions and provisions of the Senior Loan Documents for the balance of the term thereof, which shall not be accelerated by Senior Lender solely due to such acquisition and shall remain in full force and effect; provided, however, that (i) such Qualified Transferee shall have caused Borrower to reaffirm in writing, subject to such exculpatory provisions as shall be set forth in the Senior Loan Documents, all of the terms, conditions and provisions of the Senior Loan Documents on Borrower’s part to be performed and (ii) all defaults under the Senior Loan which remain uncured as of the date of such acquisition have been cured by such Qualified Transferee or waived by Senior Lender except for defaults that are not susceptible of being cured by such Qualified Transferee; provided, that such defaults which are not susceptible of being cured do not materially impair the value, use or operation of the Premises. (c) So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject Upon the occurrence and during the continuance of an Event of Default (and with respect to any CPLV Lease Default only, after the expiration of the applicable cure period for such CPLV Lease Default in accordance with Section 8.3), Administrative Agent may, but without any obligation to do so and without notice to or demand on Borrower and without releasing Borrower from any obligation hereunder or being deemed to have cured any Event of Default hereunder, make, do or perform any obligation of Borrower hereunder in such manner and to such extent as Administrative Agent may deem necessary. During the continuance of such an Event of Default, Administrative Agent is authorized to enter upon the Property (subject to the rights of Tenants under their Leases and the rights of CPLV Tenant under the CPLV Lease) for such purposes, or appear in, defend, or bring any mezzanine lender with respect action or proceeding to any mezzanine loan related protect its interest in the Property for such purposes, and the cost and expense thereof (including reasonable attorneys’ fees to the Senior Loanextent permitted by law), prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documentswith interest as provided in this Section 8.5, Senior Lender shall provide written notice constitute a portion of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) Debt and shall permit Junior Lender an opportunity be due and payable to cure Administrative Agent upon demand. All such default costs and expenses incurred by Administrative Agent and/or Collateral Agent in accordance with remedying such Event of Default or such failed payment or act or in appearing in, defending, or bringing any action or proceeding shall bear interest at the provisions of this Section 11(a). In Default Rate, for the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten period commencing five (105) Business Days after written demand of Borrower to pay such cost or expense until the later date of (i) payment to Administrative Agent. Upon the giving by Senior Lender occurrence and during the continuance of the Senior a Mortgage Loan Default Notice or Mezzanine A Loan Default, Administrative Agent may, but without any obligation to do so and (ii) without notice to or demand on Borrower, Mezzanine A Borrower or Mortgage Borrower and without releasing Mortgage Borrower or Mezzanine A Borrower from any obligation under the expiration Mortgage Loan Documents or Mezzanine A Loan Documents, as applicable, or being deemed to have cured any Mortgage Loan Default or Mezzanine A Loan Default, make, do or perform any obligation of Borrower’s cure provisionMortgage Borrower under Mortgage Loan Documents or of Mezzanine A Borrower under Mezzanine A Loan Documents, if any, to cure such monetary default; provided, howeveras applicable, in such manner and to such extent as Administrative Agent may deem necessary. All such costs and expenses incurred by Administrative Agent, Collateral Agent or any Lender in remedying such Mortgage Loan Default, Mezzanine A Loan Default or such failed payment or act shall bear interest at the event Junior Lender elects to cure any such monetary defaultDefault Rate, Junior Lender shall reimburse for the Senior Lender for any interest charged by Senior Lender on any required period commencing five (pursuant to the applicable pooling and servicing agreement for a Securitization5) advances for monthly payments Business Days after written demand of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), Borrower to pay any such cost or expense until the date of payment to Administrative Agent. All such costs and expenses incurred by Administrative Agent and/or Collateral Agent together with interest thereon calculated at the default rate under the Senior Loan Documents Default Rate shall be deemed to the extent the same is in excess constitute a portion of the rate of interest which would have been payable Debt and be secured by Borrower in the absence of such default (liens, claims and irrespective of any cure of such default by Junior Lender pursuant security interests provided to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower Administrative Agent and/or Collateral Agent under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of immediately due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused payable upon demand by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior LoanAdministrative Agent therefor.

Rights of Cure. (a) Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of BorrowerXxxxxxxx’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender Xxxxxx Xxxxxx of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. . (b) So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing (or directing the Fiscal Agent to commence) any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence (or direct the Fiscal Agent to commence) such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of BorrowerXxxxxxxx’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) on any required advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender Xxxxxx Xxxxxx of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to repeated monthly scheduled debt service payments payment defaults on the Senior Loan for a period of more than four (4) consecutive months. In Subject to the next paragraph, in the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Senior Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can cannot be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. Notwithstanding the immediately prior paragraph, with respect to a non-monetary default of a ground lease related to the Premises, where the Junior Lender is (i) determining whether to cure such non-monetary default or (ii) in the process of curing such non-monetary default, if the Senior Lender determines, in its sole discretion, that the Junior Lender’s actions or inactions relative to such non-monetary default creates an unacceptable level of risk relative to the Premises, or Senior Xxxxxx’s secured position relative to the Premises, then during such cure periods described in the immediately prior paragraph, Senior Lender may exercise all available rights and remedies to protect and preserve the Premises and the rents, revenues and other proceeds from the Premises. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. (a) Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing (or directing the Fiscal Agent to commence) any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence (or direct the Fiscal Agent to commence) such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of BorrowerXxxxxxxx’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement, trust agreement or other governing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender Xxxxxx Xxxxxx of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In Subject to the next paragraph, in the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Senior Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can cannot be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. Notwithstanding the immediately prior paragraph, with respect to a non-monetary default of a ground lease related to the Premises, where the Junior Lender is (i) determining whether to cure such non-monetary default or (ii) in the process of curing such non-monetary default, if the Senior Lender determines, in its sole discretion, that the Junior Lender’s actions or inactions relative to such non-monetary default creates an unacceptable level of risk relative to the Premises, or Senior Xxxxxx’s secured position relative to the Premises, then during such cure periods described in the immediately prior paragraph, Senior Lender may exercise all available rights and remedies to protect and preserve the Premises and the rents, revenues and other proceeds from the Premises. (b) So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior (a) Prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior LenderMezzanine Lender and any Loan Pledgee entitled to notice thereof pursuant to Section 15 hereof, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such noticeeach, a “Senior Loan Default Notice”) and shall permit Junior Mezzanine Lender and any Loan Pledgee an opportunity to cure such default in accordance with the provisions of this Section 11(a). In If the case of default is a monetary default relating to a liquidated sum of money, Junior Mezzanine Lender and any Loan Pledgee shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provisionperiod, if any, (a “Monetary Cure Period”) to cure such monetary default; provided, however, in the event Junior Lender it elects to cure any such monetary default, Junior Mezzanine Lender shall shall, without duplication of the foregoing, reimburse the Senior Lender for any interest charged by Senior Lender or any servicer of the Senior Loan on any required (pursuant to the any applicable pooling and servicing agreement for a Securitizationor similar agreement) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Mezzanine Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Mezzanine Lender (or Loan Pledgee) of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments payment of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Mezzanine Lender (or Loan Pledgee) pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Mezzanine Lender for such period. Junior Mezzanine Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four six (46) consecutive monthsmonths unless Mezzanine Lender has commenced within such six (6) month period and is continuing to diligently pursue its rights against the Equity Collateral, in which case Mezzanine Lender shall be entitled to continue curing such monetary defaults for so long as it continues to diligently pursue its rights against its Equity Collateral. In If the case default is of a non-monetary defaultnature, Junior Mezzanine Lender shall have the same period of time as the Borrower under the Senior Loan Documents to cure such non-monetary defaultdefault after the giving of the Senior Loan Default Notice and the expiration of Borrower’s cure period under the Senior Loan Documents; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Mezzanine Lender, Junior Mezzanine Lender shall be given an additional period of time as is reasonably necessary for Junior Mezzanine Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower Mezzanine Lender makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day perioddays, in which case, Junior Mezzanine Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment (as determined by Senior Lender in its reasonable discretion) to the value, use or operation of the PremisesPremises or Senior Lender’s lien thereon. Any additional cure period granted to Junior Mezzanine Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. (b) To the extent that any Qualified Transferee acquires the Equity Collateral in accordance with the provisions and conditions of this Agreement, such Qualified Transferee shall acquire the same subject to the Senior Loan and the terms, conditions and provisions of the Senior Loan Documents for the balance of the term thereof, which shall not be accelerated by Senior Lender solely due to such acquisition and shall remain in full force and effect; provided, however, that (i) such Qualified Transferee shall have caused the new Borrower to reaffirm in writing, subject to such exculpatory provisions as shall be set forth in the Senior Loan Documents, all of the terms, conditions and provisions of the Senior Loan Documents on Borrower’s part to be performed and (ii) all defaults under the Senior Loan which remain uncured as of the date of such acquisition have been cured by such Qualified Transferee or waived by Senior Lender except for defaults that are not susceptible of being cured by such Qualified Transferee; provided, further, that such defaults which are not susceptible of being cured do not materially impair the value, use or operation of the Premises. Notwithstanding any contrary or inconsistent provision of this Agreement, the Senior Loan Documents or the Mezzanine Loan Documents, no acquisition or other fee or similar charge shall be due in connection with such Qualified Transferee’s acquisition of any interest in Borrower or the Premises as the result of an Equity Collateral Enforcement Action or assignment in lieu of foreclosure or other negotiated settlement in lieu of any of the foregoing. (c) So long as no Continuing Senior Loan Event of Default shall have occurred and be continuing under the Senior Loan Documentsexists, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior (a) Prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior LenderMezzanine Lender and any Loan Pledgee entitled to notice thereof pursuant to Section 15 of this Agreement, whether or not Senior Lender is obligated to give notice thereof to any Borrower (each such noticeeach, a “"Senior Loan Default Notice”") and shall permit Junior Mezzanine Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In If the case of default is a monetary default relating to a liquidated sum of money, Junior Mezzanine Lender shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s 's cure provision, if any, (a "Monetary Cure Period") to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at If the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary defaultnature, Junior Mezzanine Lender shall have the same a period of time as not to exceed thirty (30) days from the Borrower expiration of the last day upon which Borrowers can cure a non-monetary default under the Loan Documents to commence a cure of such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Mezzanine Lender, Junior Mezzanine Lender shall be given an additional period of time time, not to exceed one hundred eighty (180) days, as is reasonably necessary for Junior Mezzanine Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower Mezzanine Lender makes or causes to be made timely payment of Borrower’s the regularly scheduled monthly principal and/or interest payments of Borrowers under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day perioddays, in which case, Junior Mezzanine Lender shall have such additional time time, not to exceed one hundred eighty (180) days, as is reasonably necessary to cure such non-monetary defaultdefault (it being understood that Mezzanine Lender's cure period shall not, in any event, exceed two hundred ten (210) days in total), (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower Borrowers and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the PremisesProperties. Any additional cure period granted to Junior the Mezzanine Lender hereunder shall automatically terminate upon the filing of bankruptcy (or similar insolvency) proceedings by or against any of the Borrowers. (b) To the extent that any Qualified Transferee acquires the Equity Collateral in accordance with the provisions and conditions of this Agreement, such Qualified Transferee shall acquire the same subject to the Senior Loan and the terms, conditions and provisions of the Senior Loan Documents for the balance of the term thereof, which shall not be accelerated by Senior Lender solely due to such acquisition and shall remain in full force and effect; provided, however, that (i) such Qualified Transferee shall have caused Borrowers to reaffirm in writing, subject to such exculpatory provisions set forth in the Senior Loan Documents, all of the terms, conditions and provisions of the Senior Loan Documents on the part of the Borrowers to be performed, (ii) all defaults under the Senior Loan which remain uncured as of the date of such acquisition have been cured by such Qualified Transferee or waived in writing by Senior Lender except for defaults that are not susceptible of being cured by such Qualified Transferee and do not have a material impairment on the value of the Properties and (iii) such Qualified Transferee or an Affiliate thereof shall execute and deliver to Senior Lender a guaranty of recourse obligations which provides for the obligations of such obligor in a form substantially similar to the Guaranty of Recourse Obligations, pursuant to which such Qualified Transferee or an Affiliate thereof shall undertake the obligations set forth therein; provided that such Qualified Transferee or Affiliate thereof shall only be liable thereunder from and after the date of the Transfer. Notwithstanding any contrary or inconsistent provision of this transfer Agreement, the Senior Loan Documents or the Mezzanine Loan Documents, no acquisition or other fee or similar charge shall be due in connection with such Qualified Transferee's acquisition of any interest in any Borrower or any Property as the result of an Equity Collateral Enforcement Action or assignment in lieu of foreclosure or other negotiated settlement in lieu of any of the foregoing. (c) Notwithstanding anything to the contrary contained herein or in the Senior Loan Documents, the parties agree and acknowledge that during the period of time commencing on the expiration of Borrower's cure rights, if any, for any Event of Default, that the Senior Lender shall direct the Cash Management Bank (as defined in the Senior Loan Agreement) to hold in the Cash Management Account (as defined in the Senior Loan Agreement) and not disburse all funds that would have been remitted to the Mezzanine Cash Management Account (as defined in the Senior Loan Agreement) in the absence of the Event of Default that gave rise to the cure periods under Section 1l(a). If such Event of Default is cured (by any party) or waived by Senior Lender prior to the expiration of the Mezzanine Lender's cure rights under Section 1l(a) then all such funds held in the Cash Management Account pursuant to the immediately preceding sentence shall be remitted to the Mezzanine Cash Management Account (as defined in the Senior Loan Agreement); or if such Event of Default is not cured or waived by Senior Lender prior to the expiration of the Mezzanine Lender's cure rights under Section 1l(a) then all such funds held in the Cash Management Account pursuant to the immediately preceding sentence shall be distributed pursuant to the terms of the Senior Loan Agreement. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject Prior to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender Administrative Agent commencing any Enforcement Action under the Senior Loan Credit Documents, Senior Lender Administrative Agent shall provide written notice of the default which would permit the Senior Lender Administrative Agent to commence such Enforcement Action to Junior LenderHHI Agent, whether or not Senior Lender Administrative Agent is obligated to give notice thereof to Borrower (each such noticeeach, a “Senior Loan Default Notice”) and shall permit Junior Lender HHI Agent an opportunity to cure such default in accordance with the provisions of this Section 11(a)11.4. In If the case of default is a monetary default relating to a liquidated sum of money, Junior Lender HHI Agent shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender Administrative Agent of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, (a “Monetary Cure Period”) to cure such monetary default; provided, however, in the event Junior Lender it elects to cure any such monetary Monetary default, Junior Lender HHI Agent shall reimburse the Senior Lender defend and hold harmless Administrative Agent for any interest charged all cost, expenses, losses, liabilities, obligations, damages, penalties, costs, and disbursements imposed on, incurred by Senior Lender on any required (pursuant or asserted against Administrative Agent due to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advancesor arising from such Monetary Cure Period. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at If the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary defaultnature, Junior Lender HHI Agent shall have the same period of time as the Borrower under the Loan Credit Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior LenderHHI Agent, Junior Lender HHI Agent shall be given an additional period of time as is reasonably necessary for Junior Lender HHI Agent in the exercise of due diligence to cure such non-monetary nonmonetary default for so long as (i) Borrower HHI Agent makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Credit Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day perioddays, in which case, Junior Lender HHI Agent shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the PremisesCollateral. Any additional cure period granted to Junior Lender the HHI Agent hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of the Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In Subject to the next paragraph, in the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. Notwithstanding the immediately prior paragraph, with respect to a non-monetary default of a ground lease related to the Premises, where the Junior Lender is (i) determining whether to cure such non-monetary default or (ii) in the process of curing such non-monetary default, if the Senior Lender determines, in its sole discretion, that the Junior Lender’s actions or inactions relative to such non-monetary default creates an unacceptable level of risk relative to the Premises, or Senior Lender’s secured position relative to the Premises, then during such cure periods described in the immediately prior paragraph, Senior Lender may exercise all available rights and remedies to protect and preserve the Premises and the rents, revenues and other proceeds from the Premises. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior (a) Prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior LenderMezzanine Lender and any Loan Pledgee entitled to notice thereof pursuant to Section 15 of this Agreement, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such noticeeach, a “Senior Loan Default Notice”) and shall permit Junior Mezzanine Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In If the case of default is a monetary default relating to a liquidated sum of money, Junior Mezzanine Lender shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, (a “Monetary Cure Period”) to cure such monetary default; provided, however, in the event Junior Lender it elects to cure any such monetary default, Junior Mezzanine Lender shall (x) defend and hold harmless Senior Lender for all cost, expenses, losses, liabilities, obligations, damages, penalties, costs, and disbursements imposed on, incurred by or asserted against Senior Lender due to or arising from such Monetary Cure Period and (y) without duplication of the foregoing, reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitizationagreement) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior [Optional: Mezzanine Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Mezzanine Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments payment of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Mezzanine Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Mezzanine Lender for such period. Junior .] Mezzanine Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) [four] consecutive monthsmonths unless Mezzanine Lender has commenced and is continuing to diligently pursue its rights against the Separate Collateral. In If the case default is of a non-monetary defaultnature, Junior Mezzanine Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Mezzanine Lender, Junior Mezzanine Lender shall be given an additional period of time as is reasonably necessary for Junior Mezzanine Lender in the exercise of due diligence to cure such non-non- monetary default for so long as (i) Borrower Mezzanine Lender makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day perioddays, in which case, Junior Mezzanine Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior the Mezzanine Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of the Borrower. (b) To the extent that any Qualified Transferee acquires the Equity Collateral in accordance with the provisions and conditions of this Agreement, such Qualified Transferee shall acquire the same subject to the Senior Loan and the terms, conditions and provisions of the Senior Loan Documents for the balance of the term thereof, which shall not be accelerated by Senior Lender solely due to such acquisition and shall remain in full force and effect; provided, however, that (i) such Qualified Transferee shall have caused Borrower to reaffirm in writing, subject to such exculpatory provisions as shall be set forth in the Senior Loan Documents, all of the terms, conditions and provisions of the Senior Loan Documents on Borrower’s part to be performed and (ii) all defaults under the Senior Loan which remain uncured as of the date of such acquisition have been cured by such Qualified Transferee or waived by Senior Lender except for defaults that are not susceptible of being cured by such Qualified Transferee; provided, that such defaults which are not susceptible of being cured do not materially impair the value, use or operation of the Premises. [Optional: Notwithstanding any contrary or inconsistent provision of this Agreement, the Senior Loan Documents or the Mezzanine Loan Documents, no acquisition or other fee or similar charge shall be due in connection with such Qualified Transferee’s acquisition of any interest in Borrower or the Premises as the result of a Equity Collateral Enforcement Action or assignment in lieu of foreclosure or other negotiated settlement in lieu of any of the foregoing.] (c) So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) and shall permit Junior Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten (10) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if any, to cure such monetary default; provided, however, in the event Junior Lender elects to cure any such monetary default, Junior Lender shall reimburse the Senior Lender for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement, trust agreement or other governing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In Subject to the next paragraph, in the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower under the Senior Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can cannot be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. Notwithstanding the immediately prior paragraph, with respect to a non-monetary default of a ground lease related to the Premises, where the Junior Lender is (i) determining whether to cure such non-monetary default or (ii) in the process of curing such non-monetary default, if the Senior Lender determines, in its sole discretion, that the Junior Lender’s actions or inactions relative to such non-monetary default creates an unacceptable level of risk relative to the Premises, or Senior Lender’s secured position relative to the Premises, then during such cure periods described in the immediately prior paragraph, Senior Lender may exercise all available rights and remedies to protect and preserve the Premises and the rents, revenues and other proceeds from the Premises. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior Loan.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related to the Senior Loan, prior (a) Prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documents, Senior Lender shall provide written notice of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Subordinate Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such noticeeach, a “Senior Loan Default Notice”) and shall permit Junior Subordinate Lender an opportunity to cure such default in accordance with the provisions of this Section 11(a). In . (1) If the case of default is a monetary default relating to a liquidated sum of money, Junior Subordinate Lender shall have until ten five (105) Business Days after the later of (i) the giving by Senior Lender of the Senior Loan Default Notice and (ii) the expiration of Borrower’s cure provision, if anyany (a “Monetary Cure Period”), to cure such monetary default; provided, however, in the event Junior Lender it elects to cure any such monetary default, Junior Subordinate Lender shall reimburse the defend and hold harmless Senior Lender for any interest charged all cost, expenses, losses, liabilities, obligations, damages, penalties, costs, and disbursements imposed on, incurred by or asserted against Senior Lender on any required (pursuant due to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advancesor arising from such Monetary Cure Period. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Subordinate Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four consecutive months unless Subordinate Lender has commenced and is continuing to diligently pursue its rights against the Premises. (42) consecutive months. In If the case default is of a non-monetary defaultnature, Junior Subordinate Lender shall have the same period of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Subordinate Lender, Junior Subordinate Lender shall be given an additional period of time as is reasonably necessary for Junior Subordinate Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower Subordinate Lender makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can cannot be cured within such thirty (30) day perioddays, in which case, Junior Subordinate Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior the Subordinate Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of the Borrower. Notwithstanding anything to the contrary contained herein, if Subordinate Lender determines that in order to cure any non- monetary default it must effectuate an Second Mortgage Enforcement Action, Subordinate Lender shall have such time as may be reasonably necessary to effectuate such Second Mortgage Enforcement Action. (3) Subordinate Lender shall not be required, in order to effect a cure (whether monetary or non-monetary) hereunder (other than the cure by Subordinate Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on advances for monthly payment of principal and/or interest and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Subordinate Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Subordinate Lender for such period. (b) To the extent that any Qualified Transferee acquires the Premises in accordance with the provisions and conditions of this Agreement, such Qualified Transferee shall acquire the same subject to the Senior Loan and the terms, conditions and provisions of the Senior Loan Documents for the balance of the term thereof, which shall not be accelerated or otherwise enforced by Senior Lender solely due to such acquisition and shall remain in full force and effect; provided that such Qualified Transferee shall have caused Borrower to reaffirm in writing, subject to such exculpatory provisions as shall be set forth in the Senior Loan Documents, all of the terms, conditions and provisions of the Senior Loan Documents on Borrower’s part to be performed. As a result of a Qualified Transferee’s acquisition of the Premises done in accordance with the provisions and conditions of this Agreement, the Borrower shall remain subject to all defaults under the Senior Loan which remain uncured as of the date of such acquisition unless such defaults have been cured by such Qualified Transferee within the applicable cure periods described herein or waived by Senior Lender, except for defaults that are not susceptible of being cured by such Qualified Transferee; provided, that such defaults which are not susceptible of being cured do not materially impair the value, use or operation of the Premises. Notwithstanding any contrary or inconsistent provision of this Agreement, the Senior Loan Documents or the Subordinate Loan Documents, no acquisition or other fee or similar charge shall be due in connection with such Qualified Transferee’s acquisition of any interest in Borrower or the Premises as the result of a Second Mortgage Enforcement Action or assignment in lieu of foreclosure or other negotiated settlement in lieu of any of the foregoing. (c) So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management AgreementAgreement and any other terms of the Senior Loan Documents pertaining to escrows and reserves, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior LoanLoan or released to the Borrower.

Rights of Cure. Subject to the rights of any mezzanine lender with respect to any mezzanine loan related Prior to the Senior Loan, prior to Administrative Agent or any other Senior Lender Secured Party commencing any Enforcement Action under Action, the Senior Loan Documents, Senior Lender Administrative Agent shall provide written notice of the default Event of Default (other than a monetary Event of Default resulting from an Insolvency or Liquidation Proceeding, which the Subordinated Secured Party shall have no right to cure pursuant to this Section) which would permit the Senior Lender Administrative Agent or any other Senior Secured Party to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) the Subordinated Administrative Agent and shall permit Junior Lender the Subordinated Lenders an opportunity to cure such default in accordance with the provisions Event of this Section 11(a). In the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have Default until ten (10) Business Days after the later of (ia) the giving receipt by Senior Lender the Subordinated Administrative Agent of notice of such Event of Default from the Senior Loan Default Notice Administrative Agent and (iib) the expiration of Borrower’s the Borrowers’ cure provisionprovision under the Senior Credit Agreement, if any, any (the “Cure Period”) to cure such monetary defaultEvent of Default; provided, however, in the event Junior Lender elects the Subordinated Lenders elect to cure any such monetary defaultEvent of Default, Junior Lender the Subordinated Lenders shall (i) defend and hold harmless the Senior Administrative Agent and the other Senior Secured Parties for all costs, expenses, losses, liabilities, obligations, damages, penalties, costs, and disbursements imposed on, incurred by or asserted against the Senior Administrative Agent and the other Senior Secured Parties due to or arising from such Event of Default (other than with respect to acts of the Senior Administrative Agent and the other Senior Secured Parties giving rise thereto) and (ii) without duplication of the foregoing, reimburse the Senior Lender Administrative Agent and the other Senior Secured Parties for any interest charged by Senior Lender on any required (pursuant to the applicable pooling and servicing agreement for a Securitization) advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be requiredNotwithstanding the foregoing, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), to pay any interest calculated at the default rate under the Senior Loan Documents to the extent the same is in excess of the rate of interest which would have been payable by Borrower in the absence of such default (and irrespective of any cure of such default by Junior Lender pursuant to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender Subordinated Administrative Agent shall not have the right to cure as hereinabove set forth (x) (A) more than a total of four monetary Events of Default or (B) monetary Events of Default with respect to monthly scheduled debt service payments the Loans having Interest Periods (as defined in the Senior Credit Agreement on the Senior Loan for a period of date hereof) exceeding six months in total and (y) more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period Events of time as the Borrower under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior LoanDefault.

Rights of Cure. Subject Upon the occurrence and during the continuance of an Event of Default (and with respect to any CPLV Lease Default only, after the expiration of the applicable cure period for such CPLV Lease Default in accordance with Section 8.3), Administrative Agent may, but without any obligation to do so and without notice to or demand on Borrower and without releasing Borrower from any obligation hereunder or being deemed to have cured any Event of Default hereunder, make, do or perform any obligation of Borrower hereunder in such manner and to such extent as Administrative Agent may deem necessary. During the continuance of such an Event of Default, Administrative Agent is authorized to enter upon the Property (subject to the rights of Tenants under their Leases and the rights of CPLV Tenant under the CPLV Lease) for such purposes, or appear in, defend, or bring any mezzanine lender with respect action or proceeding to any mezzanine loan related protect its interest in the Property for such purposes, and the cost and expense thereof (including reasonable attorneys’ fees to the Senior Loanextent permitted by law), prior to Senior Lender commencing any Enforcement Action under the Senior Loan Documentswith interest as provided in this Section 8.5, Senior Lender shall provide written notice constitute a portion of the default which would permit the Senior Lender to commence such Enforcement Action to Junior Lender, whether or not Senior Lender is obligated to give notice thereof to Borrower (each such notice, a “Senior Loan Default Notice”) Debt and shall permit Junior Lender an opportunity be due and payable to cure Administrative Agent upon demand. All such default costs and expenses incurred by Administrative Agent and/or Collateral Agent in accordance with remedying such Event of Default or such failed payment or act or in appearing in, defending, or bringing any action or proceeding shall bear interest at the provisions of this Section 11(a). In Default Rate, for the case of a monetary default relating to a liquidated sum of money, Junior Lender shall have until ten period commencing five (105) Business Days after written demand of Borrower to pay such cost or expense until the later date of (i) payment to Administrative Agent. Upon the giving by Senior Lender occurrence and during the continuance of the Senior a Mortgage Loan Default, Mezzanine A Loan Default Notice or Mezzanine B Loan Default, Administrative Agent may, but without any obligation to do so and (ii) without notice to or demand on Borrower, Mezzanine B Borrower, Mezzanine A Borrower or Mortgage Borrower and without releasing Mortgage Borrower, Mezzanine A Loan Default or Mezzanine B Borrower from any obligation under the expiration Mortgage Loan Documents, Mezzanine A Loan Documents or Mezzanine B Loan Documents, as applicable, or being deemed to have cured any Mortgage Loan Default, Mezzanine A Loan Default or Mezzanine B Loan Default, make, do or perform any obligation of Borrower’s cure provisionMortgage Borrower under Mortgage Loan Documents, if anyof Mezzanine A Borrower under Mezzanine A Loan Documents or of Mezzanine B Borrower under Mezzanine B Loan Documents, to cure such monetary default; provided, howeveras applicable, in such manner and to such extent as Administrative Agent may deem necessary. All such costs and expenses incurred by Administrative Agent, Collateral Agent or any Lender in remedying such Mortgage Loan Default, Mezzanine A Loan Default, Mezzanine B Loan Default or such failed payment or act shall bear interest at the event Junior Lender elects to cure any such monetary defaultDefault Rate, Junior Lender shall reimburse for the Senior Lender for any interest charged by Senior Lender on any required period commencing five (pursuant to the applicable pooling and servicing agreement for a Securitization5) advances for monthly payments Business Days after written demand of principal and/or interest on the Senior Loan and/or on any Protective Advances. Junior Lender shall not be required, in order to effect a cure hereunder (other than the cure by Junior Lender of a default in the payment of the Senior Loan in full on the maturity date thereof or the reimbursement of interest on such advances for monthly payments of principal and/or interest on the Senior Loan and/or on any Protective Advances, as aforesaid), Borrower to pay any such cost or expense until the date of payment to Administrative Agent. All such costs and expenses incurred by Administrative Agent and/or Collateral Agent together with interest thereon calculated at the default rate under the Senior Loan Documents Default Rate shall be deemed to the extent the same is in excess constitute a portion of the rate of interest which would have been payable Debt and be secured by Borrower in the absence of such default (liens, claims and irrespective of any cure of such default by Junior Lender pursuant security interests provided to the provisions of this Agreement), and no interest shall accrue at the default rate as against Junior Lender for such period. Junior Lender shall not have the right to cure as hereinabove set forth with respect to monthly scheduled debt service payments on the Senior Loan for a period of more than four (4) consecutive months. In the case of a non-monetary default, Junior Lender shall have the same period of time as the Borrower Administrative Agent and/or Collateral Agent under the Loan Documents to cure such non-monetary default; provided, however, if such non-monetary default is susceptible of cure but cannot reasonably be cured within such period and if curative action was promptly commenced and is being continuously and diligently pursued by Junior Lender, Junior Lender shall be given an additional period of time as is reasonably necessary for Junior Lender in the exercise of immediately due diligence to cure such non-monetary default for so long as (i) Borrower makes or causes to be made timely payment of Borrower’s regularly scheduled monthly principal and/or interest payments under the Senior Loan and any other amounts due under the Senior Loan Documents, (ii) such additional period of time does not exceed thirty (30) days, unless such non-monetary default is of a nature that can not be cured within such thirty (30) day period, in which case, Junior Lender shall have such additional time as is reasonably necessary to cure such non-monetary default, (iii) such default is not caused payable upon demand by a bankruptcy, insolvency or assignment for the benefit of creditors of Borrower and (iv) during such non-monetary cure period, there is no material impairment to the value, use or operation of the Premises. Any additional cure period granted to Junior Lender hereunder shall automatically terminate upon the bankruptcy (or similar insolvency) of Borrower. So long as no Event of Default shall have occurred and be continuing under the Senior Loan Documents, all funds held and applied pursuant to the Senior Loan Cash Management Agreement, shall continue to be applied pursuant thereto and shall not be applied by Senior Lender to prepay outstanding principal balance of the Senior LoanAdministrative Agent therefor.