Common use of Splitting the Loan Clause in Contracts

Splitting the Loan. At the election of Lender in its sole discretion, Lender may split the loan into two or more loans, or convert any portion of the Loan to subordinate financing, including one or more tranches of mezzanine debt, preferred equity, subordinate debt or participation in such loan, subordinate to such loan (collectively, “Subordinate Financing”). Borrower hereby agrees to deliver to Lender to effectuate such severing of the Loan or Subordinate Financing as reasonably requested by Lender (a) additional executed documents, or amendments and modifications to the applicable Loan Documents, (b) new opinions or updates to the opinions delivered to Lender in connection with the closing of the Loan, (c) endorsements and/or updates to the title insurance policies delivered to Lender in connection with the closing of the Loan, and (d) any other certificates, instruments and documentation reasonably determined by Lender as necessary or appropriate (the items described in subsections (a) through (d) collectively hereinafter shall be referred to as “Additional Documentation”), which Additional Documentation shall be acceptable to Lender in form and substance in its reasonable discretion. Notwithstanding the foregoing, Borrower shall not be required to execute such Additional Documentation if such Additional Documentation would (i) change the interest rate, the stated maturity or the amortization of principal set forth in the Note, or (ii) modify or amend any other material economic term of the Loan. At Lender’s option, any severed loan or Subordinate Financing shall be cross-defaulted with the Loan. If the Subordinate Financing takes the form of a mezzanine loan, a mezzanine borrower (the “Mezzanine Borrower”) may be created which will own 100% of the equity interests in the Borrower. All of the ownership and economic interests in the Mezzanine Borrower may, at Lender’s discretion, be required to be pledged as security for such mezzanine loan or other Subordinate Financing. Such Subordinate Financing shall be subject to an intercreditor agreement by and between the Lender and the subordinate lender(s). The initial weighted average interest rate for the Loan and any such mezzanine loan shall equal the Interest Rate. Lender hereby agrees to be responsible for all reasonable third-party expenses incurred in connection with the preparation and delivery of the Additional Documentation and or other documentation related to Subordinate Financing and, if applicable, the effectuation of the uncrossing of the Loan from the Subordinate Financing. Borrower hereby acknowledges and agrees that upon such severing of the Loan and/or creation of Subordinate Financing, Lender may effect, in its sole discretion, one or more Securitizations of which the other Loans may be a part.

Splitting the Loan. At the election of Lender in its sole discretion, Lender may split the loan into two or more loans, or convert any portion of the Loan to subordinate financing, including one or more tranches of mezzanine debt, preferred equity, subordinate debt or participation in such loan, subordinate to such loan (collectively, “Subordinate Financing”). Borrower hereby agrees to deliver to Lender to effectuate such severing of the Loan or Subordinate Financing as reasonably requested by Lender (a) additional executed documents, or amendments and modifications to the applicable Loan Documents, (b) new opinions or updates to the opinions delivered to Lender in connection with the closing of the Loan, (c) endorsements and/or updates to the title insurance policies delivered to Lender in connection with the closing of the Loan, and (d) any other certificates, instruments and documentation reasonably determined by Lender as necessary or appropriate (the items described in subsections (a) through (d) collectively hereinafter shall be referred to as “Additional Documentation”), which Additional Documentation shall be acceptable to Lender in form and substance in its reasonable discretion. Notwithstanding the foregoing, Borrower shall not be required to execute such Additional Documentation if such Additional Documentation would (i) change the interest rate, the stated maturity or the amortization of principal set forth in the Note, or (ii) modify or amend any other material economic term of the Loan. At Lender’s option, any severed loan or Subordinate Financing shall be cross-defaulted with the Loan. If the Subordinate Financing takes the form of a mezzanine loan, a mezzanine borrower (the “Mezzanine Borrower”) may be created which will own 100% of the equity interests in the Borrower. All of the ownership and economic interests in the Mezzanine Borrower may, at Lender’s discretion, be required to be pledged as security for such mezzanine loan or other Subordinate Financing. Such Subordinate Financing shall be subject to an intercreditor agreement by and between the Lender and the subordinate lender(s). The initial weighted average interest rate for the Loan and any such mezzanine loan shall equal the Interest Rate. Lender hereby agrees to be responsible for all reasonable third-party expenses incurred in connection with the preparation and delivery of the Additional Documentation and or other documentation related to Subordinate Financing and, if applicable, the effectuation of the uncrossing of the Loan from the Subordinate Financing. Borrower hereby acknowledges and agrees that upon such severing of the Loan and/or creation of Subordinate Financing, Lender may effect, in its sole discretion, one or more Securitizations of which the other Loans may be a part.

Splitting the Loan. At Lender shall have the election of right from time to time to sever the Note and the other Loan Documents into one or more separate notes, mortgages and other security documents (the “Severed Loan Documents”) in such denominations as Lender shall determine in its sole discretion, Lender may split the loan into two or more loans, or convert any portion discretion for purposes of the Loan to subordinate financing, including one or more tranches of mezzanine debt, preferred equity, subordinate debt or participation in such loan, subordinate to such loan (collectively, “Subordinate Financing”)evidencing and enforcing its rights and remedies provided hereunder. Borrower hereby agrees to shall execute and deliver to Lender from time to effectuate time, promptly after the request of Lender, a severance agreement and such severing of other documents as Lender shall request in order to effect the Loan or Subordinate Financing as reasonably requested by Lender (a) additional executed documents, or amendments and modifications to the applicable Loan Documents, (b) new opinions or updates to the opinions delivered to Lender in connection with the closing of the Loan, (c) endorsements and/or updates to the title insurance policies delivered to Lender in connection with the closing of the Loan, and (d) any other certificates, instruments and documentation reasonably determined by Lender as necessary or appropriate (the items severance described in subsections (a) through (d) collectively hereinafter shall be referred to as “Additional Documentation”)the preceding sentence, which Additional Documentation shall be acceptable to Lender all in form and substance reasonably satisfactory to Lender. Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its reasonable discretionname and stead to make and execute all documents necessary or desirable to effect the aforesaid severance, Borrower ratifying all that its said attorney shall do by virtue thereof; provided, however, Lender shall not make or execute any such documents under such power until three (3) days after notice has been given to Borrower by Lender of Lender’s intent to exercise its rights under such power. Notwithstanding the foregoingExcept as may be required in connection with a Securitization pursuant to Section 9.1 hereof, (i) Borrower shall not be required obligated to execute such Additional Documentation if such Additional Documentation would (i) change the interest rate, the stated maturity pay any costs or the amortization of principal set forth in the Note, or (ii) modify or amend any other material economic term of the Loan. At Lender’s option, any severed loan or Subordinate Financing shall be cross-defaulted with the Loan. If the Subordinate Financing takes the form of a mezzanine loan, a mezzanine borrower (the “Mezzanine Borrower”) may be created which will own 100% of the equity interests in the Borrower. All of the ownership and economic interests in the Mezzanine Borrower may, at Lender’s discretion, be required to be pledged as security for such mezzanine loan or other Subordinate Financing. Such Subordinate Financing shall be subject to an intercreditor agreement by and between the Lender and the subordinate lender(s). The initial weighted average interest rate for the Loan and any such mezzanine loan shall equal the Interest Rate. Lender hereby agrees to be responsible for all reasonable third-party expenses incurred in connection with the preparation and delivery preparation, execution, recording or filing of the Additional Documentation Severed Loan Documents, and (ii) the Severed Loan Documents shall not contain any representations, warranties or other documentation related to Subordinate Financing and, if applicable, covenants not contained in the effectuation Loan Documents and any such representations and warranties contained in the Severed Loan Documents will be given by Borrower only as of the uncrossing of the Loan from the Subordinate Financing. Borrower hereby acknowledges and agrees that upon such severing of the Loan and/or creation of Subordinate Financing, Lender may effect, in its sole discretion, one or more Securitizations of which the other Loans may be a partClosing Date.