Common use of Cooperation; Execution; Delivery Clause in Contracts

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcation: (i) execution and delivery of a promissory note and loan documents necessary to evidence such Bifurcation, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to any Bifurcation; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender Agent in connection with this Section 9.3. If requested by LenderAgent, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender Agent and requested by any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender Agent and Borrower and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note note, certificated interests and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to LenderAgent, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender Agent within five (5) Business Days following such request by LenderAgent, Borrower hereby absolutely and irrevocably appoints Lender Agent as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower Borrowers shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower Borrowers shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event any Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, each Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, each Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgages and the other Loan Documents if any Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender Agent in connection with this Section 9.3. If requested by LenderAgent, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender Agent and requested by any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender Agent and Borrower and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to LenderAgent, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender Agent within five (5) Business Days following such request by LenderAgent, Borrower hereby absolutely and irrevocably appoints Lender Agent as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower and Operating Lessee shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Operating Lessee shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Operating Lessee fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Operating Lessee each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Operating Lessee each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after written notice thereof.

Cooperation; Execution; Delivery. Borrower and Leasehold Pledgor shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Leasehold Pledgor shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcationthe creation of the New Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing the New Junior Mezzanine Loan, as applicable and (iv) with respect to any Bifurcationthe New Junior Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Leasehold Pledgor fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Leasehold Pledgor each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Leasehold Pledgor each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, including the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation New Mezzanine Loan and (iii) delivery of opinions of legal oflegal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to evidencing or securing any Bifurcation; New Mezzanine Loan, as applicable, each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation or creation of a New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any BifurcationBifurcation or the creation of any New Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationBifurcation or New Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and or the creation of such New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to any BifurcationBifurcation or evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any New Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower and Leasehold Pledgor shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Leasehold Pledgor shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcationrequested: (i) execution and delivery of a promissory note and loan documents necessary to evidence such Bifurcationmodification, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and modification, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing the modification, as applicable and (iv) with respect to any Bifurcationthe modification, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Leasehold Pledgor fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Leasehold Pledgor each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Leasehold Pledgor each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, . all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Junior Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Junior Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, . Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower and Leasehold Pledgor shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Leasehold Pledgor shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcationthe creation of the New Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing the New Junior Mezzanine Loan, as applicable and (iv) with respect to any Bifurcationthe New Junior Mezzanine Loan, delivery of an Additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Leasehold Pledgor fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Leasehold Pledgor each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Leasehold Pledgor each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this -129- Mezzanine Loan Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating AgencyLender, including, the severance of security documents if requested and/or, in connection with any Bifurcationrequested: (i) execution and delivery of a promissory note and loan documents necessary to evidence such Bifurcationthe same, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to any Bifurcationevidencing or securing the same, as applicable; each as reasonably acceptable to LenderLender and/or prospective investors. Notwithstanding the foregoing, prospective investors and/or Borrower shall not be required to modify or amend any Loan Document if such modification or amendment would (A) change the Rating Agenciesinterest rate, the stated maturity or the amortization of principal as set forth herein or in the Note, (B) modify or amend any other material economic term of the Loan Agreement or the Note, except in connection with Section 9.3.1 which may result in varying fixed interest rates and amortization schedules, but which shall have the same initial weighted average coupon of the original Note or (C) materially increase Borrower’s obligations hereunder and under the other Loan Documents or adversely impact Borrower’s rights in effect as of the date hereof. In Upon the occurrence and during the continuance of an Event of Default, in the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Subject to the provisions of Section 9.4 hereof, Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower Borrowers shall reasonably cooperate with all reasonable requests of Lender Agent in connection with this Section 9.38.3. If requested by LenderAgent, Borrower Borrowers shall (i) cooperate with all reasonable requests of Agent in order to establish the “component” notes, (ii) promptly execute and deliver such documents (including, without limitation, any amendments to the Loan Documents) as shall be required by Lender and any Rating Agency Agent in connection with any Bifurcation modification pursuant to this Section 9.38.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating AgencyAgent, including, the severance of security documents if requested and/orrequested; provided, that notwithstanding anything herein to the contrary, Borrowers shall not be required to (I) modify or amend any Loan Document if such modification or amendment would (a) change the aggregate Outstanding Principal Balance of the Loan, the then-applicable Maturity Date, the weighted 49289660 average interest rate effective immediately prior to such modification or the amortization of principal as set forth herein or in connection with the Note (provided that such weighted average interest rate may thereafter change to reflect any Bifurcation: (i) execution and delivery implementation of a promissory note and loan documents necessary to evidence such Bifurcationthe Default Rate after principal payments and/or the application of Net Insurance Proceeds pursuant hereto), (iib) execution and delivery alter the rights or benefits or increase the obligations or liabilities of such amendments to Borrowers or Guarantor under the Loan Documents as are necessary in connection with such Bifurcation (other than to a de minimis extent), or (c) modify or amend any other economic or other term of the Loan (other than to a de minimis extent) and (iiiII) delivery of opinions of legal counsel create a mezzanine loan (i.e., a loan with respect pledged equity as collateral) or a preferred equity investment arrangement (the changes described in the foregoing clauses (I) and (II) being collectively referred to due execution, authority and enforceability of any modification documents or documents relating to any Bifurcation; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies“Prohibited Changes”). In the event Borrower fails Borrowers fail to execute and deliver such documents to Lender Agent within five (5) Business Days following such request by LenderAgent, Borrower Borrowers hereby absolutely and irrevocably appoints Lender appoint Agent as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower Borrowers hereby ratifying all that such attorney shall do by virtue thereofthereof (provided that notwithstanding anything herein to the contrary, Lender shall not be permitted to make any Prohibited Changes). It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails Borrowers fail to comply with any of the terms, covenants or conditions of this Section 9.3 8.3 after expiration of ten five (105) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower and Leasehold Pledgor shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Leasehold Pledgor shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcationrequested: (i) execution and delivery of a promissory note and loan documents necessary to evidence such Bifurcationmodification, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and modification, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing the modification, as applicable and (iv) with respect to any Bifurcationthe modification, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Leasehold Pledgor fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Leasehold Pledgor each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Leasehold Pledgor each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this -157- Mezzanine Loan Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall (and shall cause Operating Lessee to) reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall (and shall cause Operating Lessee to) promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver (or cause Operating Lessee to execute and deliver) such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its Operating Lessee’s true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation New Mezzanine Loan and (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to evidencing or securing any BifurcationNew Mezzanine Loan, as applicable; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.38.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender and required by any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.38.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, in each case, in form and content consistent with the substantive provisions of the Loan Documents (to the extent applicable to the New Junior Mezzanine Loan), (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Junior Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Junior Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five ten (510) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 8.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower and Operating Lessee shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower and Operating Lessee shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with any Bifurcationmodification: (i) execution and delivery of a promissory note and loan documents necessary to evidence such Bifurcationmodification, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with such Bifurcation and modification, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating and (iv) with respect to any Bifurcationmodification, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower and/or Operating Lessee fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower and Operating Lessee each hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower and Operating Lessee each hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall, and shall cause Guarantors to, reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3; provided, that any such cooperation shall not increase (other than to a de minimis extent) Borrower’s or Guarantors’ obligations, or decrease (other than to a de minimis extent) Borrower’s or Guarantors’ rights, under the Loan Documents, other than such increase of obligations or decrease of rights as set forth in this Section 9.3. If Subject to the immediately preceding sentence, if requested by Lender, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Junior Mezzanine Loan: (i) execution and delivery of a promissory note notes and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Junior Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Junior Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five ten (510) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the NoteNotes, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten fifteen (1015) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.38.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender and required by any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.38.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, in each case, in form and content consistent with the substantive provisions of the Loan Documents (to the extent applicable to the New Mezzanine Loan), (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five ten (510) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 8.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably use reasonable efforts to cooperate (at Lender’s expense) with all reasonable requests of Lender in connection with this Section 9.3. If Subject to Section 9.3.2, if reasonably requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Junior Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Junior Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Junior Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Junior Mezzanine Loan pursuant to this Section 9.3, all in form and substance satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Junior Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Junior Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation New Junior Mezzanine Loan and (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating to evidencing or securing any BifurcationNew Junior Mezzanine Loan, as applicable; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.thereof.‌

Cooperation; Execution; Delivery. Borrower Borrowers and Operating Lessees shall reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3. If requested by Lender, Borrower Borrowers and Operating Lessees shall promptly execute and deliver such documents as shall be required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event any Borrower or any Operating Lessee fails to execute and deliver such documents to Lender within five (5) Business Days following such request by Lender, each Borrower and each Operating Lessee hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, each Borrower and each Operating Lessee hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the Note, the Pledge Agreement Mortgages and the other Loan Documents if any Borrower or any Operating Lessee fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten (10) Business Days after notice thereof.

Cooperation; Execution; Delivery. Borrower shall, and shall cause each Guarantor to, reasonably cooperate with all reasonable requests of Lender in connection with this Section 9.3; provided, that any such cooperation shall not increase (other than to a de minimis extent) Borrower’s or Guarantors’ obligations, or decrease (other than to a de minimis extent) Borrower’s or Guarantors’ rights, under the Loan Documents, other than such increase of obligations or decrease as set forth in this Section 9.3. If Subject to the immediately preceding sentence, if requested by Lender, Borrower shall promptly execute and deliver such documents as shall be reasonably required by Lender and any Rating Agency in connection with any Bifurcation modification or New Mezzanine Loan pursuant to this Section 9.3, all in form and substance reasonably satisfactory to Lender and satisfactory to any applicable Rating Agency, including, the severance of security documents if requested and/or, in connection with the creation of any BifurcationNew Mezzanine Loan: (i) execution and delivery of a promissory note and loan documents necessary to evidence such BifurcationNew Mezzanine Loan, (ii) execution and delivery of such amendments to the Loan Documents as are necessary in connection with the creation of such Bifurcation and New Mezzanine Loan, (iii) delivery of opinions of legal counsel with respect to due execution, authority and enforceability of any modification documents or documents relating evidencing or securing any New Mezzanine Loan, as applicable and (iv) with respect to any BifurcationNew Mezzanine Loan, delivery of an additional Insolvency Opinion for the Loan and a substantive non-consolidation opinion; each as reasonably acceptable to Lender, prospective investors and/or the Rating Agencies. In the event Borrower fails to execute and deliver such documents to Lender within five ten (510) Business Days following such request by Lender, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to make and execute all documents necessary or desirable to effect such transactions, Borrower hereby ratifying all that such attorney shall do by virtue thereof. It shall be an Event of Default under this Agreement, the NoteNotes, the Pledge Agreement Mortgage and the other Loan Documents if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.3 after expiration of ten fifteen (1015) Business Days after notice thereof.