Common use of Tenancy in Common Clause in Contracts

Tenancy in Common. In the event that title to the Property is held by tenants-in-common, Borrower has delivered a true and complete written tenancy-in-common agreement (the “TIC Agreement”) which has been duly executed by each tenant-in-common having an interest in the Property (each, a “TIC”). The TIC Agreement provides, or, if not otherwise provided for in the TIC Agreement, each TIC agrees, that (a) each TIC irrevocably waives any and all rights of partition available at law, in equity or by contract, (b) each TIC shall at all times be a Single Purpose Entity all of the legal and beneficial interest in which is owned by an “Accredited Investor” as defined in Regulation D, as promulgated under the Securities Act, (c) each TIC irrevocably waives any and all rights it may have at law or in equity to obtain a lien on any tenant-in-common interest in the Property, (d) each TIC agrees that (i) any liens, security interests, judgment liens, charges or other encumbrances upon the Property or any interest of another TIC in the Property and (ii) any options to purchase or rights of first refusal or similar rights with respect to another TIC’s interest in the Property shall be and remain inferior and subordinate to any liens, security interests, judgment liens, charges or other encumbrances upon Borrower’s assets securing payment of the Debt, regardless of whether such liens, security interests, judgment liens, charges or other encumbrances, rights or options presently exist or are hereafter created or attach and that no TIC shall (i) exercise or enforce any creditor’s right it may have against Borrower or any other TIC or (ii) foreclose, repossess, sequester or otherwise take steps or institute any action or proceedings (judicial or otherwise, including without limitation the commencement of, or joinder in, any liquidation, bankruptcy, rearrangement, debtor’s relief or insolvency proceeding) to enforce any liens, security interests, judgment liens, charges or other encumbrances on assets of Borrower or any other TIC, (e) at no time shall there be more than three (3) TICs with respect to the Property, (f) the minimum investment in the Property of each TIC shall be $500,000 and (g) Lender is a third-party beneficiary to the provisions relating to the items set forth in (a) through (f) above. Borrower shall not amend, modify or terminate the TIC Agreement.