Common use of Default by the Lender Clause in Contracts

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Agreement, unless a written waiver of the default is signed by the Chairperson of the MSF Board or MSF Fund Manager: (a) any representation or warranty made by the Lender under this Deposit Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement which is not cured by the Lender to the satisfaction of the MSF within forty-five (45) calendar days after written notice thereof by the MSF to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Agreement, the MSF shall be entitled to pursue and enforce all rights and remedies available to the MSF, legal and equitable, including without limitation, the right of recoupment, and the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Agreement to be separately audited by an independent certified public accountant selected by the MSF, at the MSF’s sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Agreement, unless a written waiver of the default is signed by the Chairperson President of IHFA or another officer of IHFA designated by the MSF Board or MSF Fund ManagerPresident: (a) any representation or warranty made by the Lender under this Deposit Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement which is not cured by the Lender to the satisfaction of the MSF IHFA within forty-five (45) calendar days after written notice thereof by the MSF IHFA to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s 's assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one anyone or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Agreement, the MSF IHFA shall be entitled to pursue and enforce all rights and remedies available to the MSFIHFA, legal and equitable, including without limitation, the right of recoupment, and the right to require the Lender’s 's books and records related to the Loan, Loan Documents and this Deposit Agreement to be separately audited by an independent certified public accountant selected by the MSFIHFA, at the MSF’s IHFA's sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF IHFA for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF IHFA in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an (“Event(s) of Default Default”) by the Lender under this Deposit Guarantee Agreement, unless a written waiver of the default is signed by the Chairperson of the MSF Board or MSF Fund ManagerDepartment: (a) any Any representation or warranty made by the Lender under this Deposit Guarantee Agreement or any of the Loan Documents is incorrect in any material respect; (b) any Any material breach by the Lender of any duty or obligation of the Lender under this Deposit Guarantee Agreement which is not cured by the Lender to the satisfaction of the MSF Department within forty-five thirty (4530) calendar days after written notice thereof by the MSF Department to the Lender; (c) the The appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any Any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Guarantee Agreement, in addition to all rights and remedies created by this Deposit Guarantee Agreement, the MSF Department shall be entitled to pursue and enforce all rights and remedies available to the MSFavailable, legal and equitable, including without limitation, the right of recoupmentrecoupment of all or any portion of the Guarantee amount which the Department has determined, in its sole discretion, was not used in accordance with the requirements of this Guarantee Agreement, and the right to require the Lender’s books and records related to the Loan, Loan Documents documents and this Deposit Guarantee Agreement to be separately audited by an independent certified public accountant selected by the MSFDepartment, at the MSFDepartment’s sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Guarantee Agreement or the Loan Documents documents has occurred, the Lender shall reimburse the MSF Department for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Guarantee Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys attorney’s fees and expenses incurred by the MSF Department in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documentsdocuments, or this Deposit Guarantee Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Participation Agreement, unless a upon written waiver approval of the default is signed by the Chairperson of the MSF Board or MSF Fund Manager, a written waiver of the Event(s) of Default is provided by the MSF to the Lender: (a) any representation or warranty made by the Lender under in this Deposit Participation Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement Participation Agreement, including without limitation, the failure to reasonably pursue all Legal Action against the Borrower, which is not cured by the Lender to the satisfaction of the MSF within forty-five (45) calendar days after written notice thereof by the MSF to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; orand (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which and any such proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Participation Agreement, the MSF shall be entitled to pursue and enforce any or all of the following remedies, plus any additional rights and remedies available to the MSF, legal and or equitable, including without limitation, the right of recoupment, and and: (i) the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Participation Agreement to be separately audited by an independent certified public accountant selected by the MSF, at the MSF’s sole cost and expense. Provided ; provided however, in the event the audit reveals that a breach of this Deposit Participation Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF for the fees and expenses incurred to perform the audit, (ii) the right to require the Lender to repurchase from the MSF the MSF Share, within thirty (30) calendar days of the MSF’s written request, at a purchase price equal to the principal amount of the MSF Share, plus all accrued and unpaid interest, penalties and fees thereon on a “non-recourse basis”, and (iii) the right to require the Lender to assign and transfer to the MSF all original Loan Documents and any collateral in the possession of the Lender securing any part of the Loan, together with such other documents, files, and records as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to institute appropriate legal proceedings, including the collection and/or foreclosure proceedings under the Loan and the collateral securing the Loan to enable the MSF to directly enforce all aspects of the Loan Documents against the Borrower (and any co-maker, guarantor, endorser or other debtor or obligor under the Loan Documents) and to collect the indebtedness due with respect to the MSF Share, to enforce and foreclose upon the security for the Loan, and to preserve the rights and interests of the MSF. To that end, any amounts collected by the MSF shall first be applied to satisfy all outstanding amounts attributable to the MSF Share, including all unpaid principal, and all accrued and unpaid interest, penalties and fees thereon. Any amounts that may be collected by the MSF in excess of the amounts due to the MSF shall be applied to the outstanding amounts attributable to the Lender Share. In addition to other remedies, in the event a correction action directive or similar regulatory requirement, decree or order is issued against or with respect to the Lender, under any applicable Federal or State banking law or regulation, and for so long as such directive, decree or order remains in effect, the MSF shall have the right, but not the obligation, upon written notice to the Lender, to purchase the Lender’s interest in the Loan, all Loan Documents and the collateral securing the Loan, at a purchase price equal to the then outstanding balance of the Lender Share (including accrued and unpaid interest through the date of the MSF purchase), and the Lender shall execute all documents as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to exercise this right. The sale of the Lender’s interest in the Loan to the MSF under this paragraph shall be on a “recourse” basis. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Participation Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF in enforcing any obligation of the Lender arising from or under the Loan, Loan or any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Participation Agreement, unless a upon written waiver approval of the default is signed by the Chairperson of the MSF Board or MSF Fund Manager, a written waiver of the Event(s) of Default is provided by the MSF to the Lender: (a) any representation or warranty made by the Lender under in this Deposit Participation Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement Participation Agreement, including without limitation, the failure to reasonably pursue all Legal Action against the Borrower, which is not cured by the Lender to the satisfaction of the MSF within forty-five (45) calendar days after written notice thereof by the MSF to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; orand (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender▇▇▇▇▇▇, which and any such proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Participation Agreement, the MSF shall be entitled to pursue and enforce any or all of the following remedies, plus any additional rights and remedies available to the MSF, legal and or equitable, including without limitation, the right of recoupment, and and: (i) the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Participation Agreement to be separately audited by an independent certified public accountant selected by the MSF, at the MSF’s sole cost and expense. Provided ; provided however, in the event the audit reveals that a breach of this Deposit Participation Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF for the fees and expenses incurred to perform the audit, (ii) the right to require the Lender to repurchase from the MSF the MSF Share, within thirty (30) calendar days of the MSF’s written request, at a purchase price equal to the principal amount of the MSF Share, plus all accrued and unpaid interest, penalties and fees thereon on a “non-recourse basis”, and (iii) the right to require the Lender to assign and transfer to the MSF all original Loan Documents and any collateral in the possession of the Lender securing any part of the Loan, together with such other documents, files, and records as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to institute appropriate legal proceedings, including the collection and/or foreclosure proceedings under the Loan and the collateral securing the Loan to enable the MSF to directly enforce all aspects of the Loan Documents against the Borrower (and any co-maker, guarantor, endorser or other debtor or obligor under the Loan Documents) and to collect the indebtedness due with respect to the MSF Share, to enforce and foreclose upon the security for the Loan, and to preserve the rights and interests of the MSF. To that end, any amounts collected by the MSF shall first be applied to satisfy all outstanding amounts attributable to the MSF Share, including all unpaid principal, and all accrued and unpaid interest, penalties and fees thereon. Any amounts that may be collected by the MSF in excess of the amounts due to the MSF shall be applied to the outstanding amounts attributable to the Lender Share. In addition to other remedies, in the event a correction action directive or similar regulatory requirement, decree or order is issued against or with respect to the Lender, under any applicable Federal or State banking law or regulation, and for so long as such directive, decree or order remains in effect, the MSF shall have the right, but not the obligation, upon written notice to the Lender, to purchase the Lender’s interest in the Loan, all Loan Documents and the collateral securing the Loan, at a purchase price equal to the then outstanding balance of the Lender Share (including accrued and unpaid interest through the date of the MSF purchase), and the Lender shall execute all documents as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to exercise this right. The sale of the Lender’s interest in the Loan to the MSF under this paragraph shall be on a “recourse” basis. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Participation Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF in enforcing any obligation of the Lender arising from or under the Loan, Loan or any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an (“Event(s) of Default Default”) by the Lender under this Deposit Guaranty Agreement, unless a written waiver of the default is signed by the Chairperson of the MSF Board or MSF Fund ManagerDepartment: (a) any Any representation or warranty made by the Lender under this Deposit Guaranty Agreement or any of the Loan Documents is incorrect in any material respect; (b) any Any material breach by the Lender of any duty or obligation of the Lender under this Deposit Guaranty Agreement which is not cured by the Lender to the satisfaction of the MSF Department within forty-five thirty (4530) calendar days after written notice thereof by the MSF Department to the Lender; (c) the The appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any Any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Guaranty Agreement, in addition to all rights and remedies created by this Deposit Guaranty Agreement, the MSF Department shall be entitled to pursue and enforce all rights and remedies available to the MSFavailable, legal and equitable, including without limitation, the right of recoupmentrecoupment of all or any portion of the Guaranty amount which the Department has determined, in its sole discretion, was not used in accordance with the requirements of this Guaranty Agreement, and the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Guaranty Agreement to be separately audited by an independent certified public accountant selected by the MSFDepartment, at the MSFDepartment’s sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Guaranty Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF Department for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Guaranty Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys attorney’s fees and expenses incurred by the MSF Department in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documents, or this Deposit Guaranty Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Agreement, unless a written waiver of the default is signed by the Chairperson Executive Director of the MSF Board or MSF Fund ManagerHGIA: (a) any representation or warranty made by the Lender under this Deposit Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement which is not cured by the Lender to the satisfaction of the MSF HGIA within forty-forty- five (45) calendar days after written notice thereof by the MSF HGIA to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Agreement, the MSF HGIA shall be entitled to pursue and enforce all rights and remedies available to the MSFHGIA, legal and equitable, including without limitation, the right of recoupment, and the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Agreement to be separately audited by an independent certified public accountant selected by the MSFHGIA, at the MSFHGIA’s sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF HGIA for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF HGIA in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an (“Event(s) of Default Default”) by the Lender under this Deposit Guarantee Agreement, unless a written waiver of the default is signed by the Chairperson of the MSF Board or MSF Fund ManagerDepartment: (a) any Any representation or warranty made by the Lender under this Deposit Guarantee Agreement or any of the Loan Documents is incorrect in any material respect; (b) any Any material breach by the Lender of any duty or obligation of the Lender under this Deposit Guarantee Agreement which is not cured by the Lender to the satisfaction of the MSF Department within forty-five thirty (4530) calendar days after written notice thereof by the MSF Department to the Lender; (c) the The appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) any Any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Guarantee Agreement, in addition to all rights and remedies created by this Deposit Guarantee Agreement, the MSF Department shall be entitled to pursue and enforce all rights and remedies available to the MSFavailable, legal and equitable, including without limitation, the right of recoupmentrecoupment of all or any portion of the Guarantee amount which the Department has determined, in its sole discretion, was not used in accordance with the requirements of this Guarantee Agreement, and the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Guarantee Agreement to be separately audited by an independent certified public accountant selected by the MSFDepartment, at the MSFDepartment’s sole cost and expense. Provided however, in the event the audit reveals a breach of this Deposit Guarantee Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF Department for the fees and expenses incurred to perform the audit. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Guarantee Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys attorney’s fees and expenses incurred by the MSF Department in enforcing any obligation of the Lender arising from or under the Loan, any of the Loan Documents, or this Deposit Guarantee Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Participation Agreement, unless a upon written waiver approval of the default is signed by the Chairperson of the MSF Board or MSF Fund Manager, a written waiver of the Event(s) of Default is provided by the MSF to the Lender: (a) any representation or warranty made by the Lender under in this Deposit Participation Agreement or any of the Loan Documents is incorrect in any material respect; (b) any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement Participation Agreement, including without limitation, the failure to reasonably pursue all Legal Action against the Borrower which is not cured by the Lender to the satisfaction of the MSF within forty-five (45) calendar days after written notice thereof by the MSF to the Lender; (c) the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; orand (d) any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender▇▇▇▇▇▇, which and any such proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Participation Agreement, the MSF shall be entitled to pursue and enforce any or all of the following remedies, plus any additional rights and remedies available to the MSF, legal and or equitable, including without limitation, the right of recoupment, and and: (i) the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Participation Agreement to be separately audited by an independent certified public accountant selected by the MSF, at the MSF’s sole cost and expense. Provided ; provided however, in the event the audit reveals that a breach of this Deposit Participation Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF for the fees and expenses incurred to perform the audit, (ii) the right to require the Lender to repurchase from the MSF the MSF Share, within thirty (30) calendar days of the MSF’s written request, at a purchase price equal to the principal amount of the MSF Share, plus all accrued and unpaid interest, penalties and fees thereon on a “non-recourse basis”, and (iii) the right to require the Lender to assign and transfer to the MSF all original Loan Documents and any collateral in the possession of the Lender securing any part of the Loan, together with such other documents, files, and records as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to institute appropriate legal proceedings, including the collection and/or foreclosure proceedings under the Loan and the collateral securing the Loan to enable the MSF to directly enforce all aspects of the Loan Documents against the Borrower (and any co-maker, guarantor, endorser or other debtor or obligor under the Loan Documents) and to collect the indebtedness due with respect to the MSF Share, to enforce and foreclose upon the security for the Loan, and to preserve the rights and interests of the MSF. To that end, any amounts collected by the MSF shall first be applied to satisfy all outstanding amounts attributable to the MSF Share, including all unpaid principal, and all accrued and unpaid interest, penalties and fees thereon. Any amounts that may be collected by the MSF in excess of the amounts due to the MSF shall be applied to the outstanding amounts attributable to the Lender Share. In addition to other remedies, in the event a correction action directive or similar regulatory requirement, decree or order is issued against or with respect to the Lender, under any applicable Federal or State banking law or regulation, and for so long as such directive, decree or order remains in effect, the MSF shall have the right, but not the obligation, upon written notice to the Lender, to purchase the Lender’s interest in the Loan, all Loan Documents and the collateral securing the Loan, at a purchase price equal to the then outstanding balance of the Lender Share (including accrued and unpaid interest through the date of the MSF purchase), and the Lender shall execute all documents as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to exercise this right. The sale of the Lender’s interest in the Loan to the MSF under this paragraph shall be on a “recourse” basis. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Participation Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF in enforcing any obligation of the Lender arising from or under the Loan, Loan or any of the Loan Documents, or this Deposit Agreement.

Default by the Lender. The occurrence of any one or more of the following events or conditions shall constitute an Event(s) of Default by the Lender under this Deposit Participation Agreement, unless a upon written waiver approval of the default is signed by the Chairperson of the MSF Board or MSF Fund Manager: (a, a written waiver of the Event(s) of Default is provided by the MSF to the Lender: any representation or warranty made by the Lender under in this Deposit Participation Agreement or any of the Loan Documents is incorrect in any material respect; (b) ; any material breach by the Lender of any duty or obligation of the Lender under this Deposit Agreement Participation Agreement, including without limitation, the failure to reasonably pursue all Legal Action against the Borrower, which is not cured by the Lender to the satisfaction of the MSF within forty-five (45) calendar days after written notice thereof by the MSF to the Lender; (c) ; the appointment of a receiver or custodian over a material portion of the Lender’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; or (d) and any voluntary bankruptcy or insolvency proceedings are commenced by the Lender; or any involuntary bankruptcy or insolvency proceedings are commenced against the Lender, which and any such proceedings are not set aside within sixty (60) calendar days from the date of institution thereof. Upon the occurrence of any one or more of an Event(s) of Default by the Lender under this Deposit Agreement, in addition to all rights and remedies created by this Deposit Participation Agreement, the MSF shall be entitled to pursue and enforce any or all of the following remedies, plus any additional rights and remedies available to the MSF, legal and or equitable, including without limitation, the right of recoupment, and and: (i) the right to require the Lender’s books and records related to the Loan, Loan Documents and this Deposit Participation Agreement to be separately audited by an independent certified public accountant selected by the MSF, at the MSF’s sole cost and expense. Provided ; provided however, in the event the audit reveals that a breach of this Deposit Participation Agreement or the Loan Documents has occurred, the Lender shall reimburse the MSF for the fees and expenses incurred to perform the audit, (ii) the right to require the Lender to repurchase from the MSF the MSF Share, within thirty (30) calendar days of the MSF’s written request, at a purchase price equal to the principal amount of the MSF Share, plus all accrued and unpaid interest, penalties and fees thereon on a “non-recourse basis”, and (iii) the right to require the Lender to assign and transfer to the MSF all original Loan Documents and any collateral in the possession of the Lender securing any part of the Loan, together with such other documents, files, and records as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to institute appropriate legal proceedings, including the collection and/or foreclosure proceedings under the Loan and the collateral securing the Loan to enable the MSF to directly enforce all aspects of the Loan Documents against the Borrower (and any co-maker, guarantor, endorser or other debtor or obligor under the Loan Documents) and to collect the indebtedness due with respect to the MSF Share, to enforce and foreclose upon the security for the Loan, and to preserve the rights and interests of the MSF. To that end, any amounts collected by the MSF shall first be applied to satisfy all outstanding amounts attributable to the MSF Share, including all unpaid principal, and all accrued and unpaid interest, penalties and fees thereon. Any amounts that may be collected by the MSF in excess of the amounts due to the MSF shall be applied to the outstanding amounts attributable to the Lender Share. In addition to other remedies, in the event a correction action directive or similar regulatory requirement, decree or order is issued against or with respect to the Lender, under any applicable Federal or State banking law or regulation, and for so long as such directive, decree or order remains in effect, the MSF shall have the right, but not the obligation, upon written notice to the Lender, to purchase the Lender’s interest in the Loan, all Loan Documents and the collateral securing the Loan, at a purchase price equal to the then outstanding balance of the Lender Share (including accrued and unpaid interest through the date of the MSF purchase), and the Lender shall execute all documents as may be necessary, in the opinion of the MSF and/or the Michigan Department of Attorney General, to permit the MSF to exercise this right. The sale of the Lender’s interest in the Loan to the MSF under this paragraph shall be on a “recourse” basis. No remedy is intended to be the sole and exclusive remedy in case any Event(s) of Default by the Lender under this Deposit Participation Agreement shall occur and each remedy shall be cumulative and in addition to every other provision or remedy now or later existing at law, in equity, by statute or otherwise. All remedies shall be cumulative. The Lender shall pay all costs and expenses, including, without limitation, reasonable attorneys fees and expenses incurred by the MSF in enforcing any obligation of the Lender arising from or under the Loan, Loan or any of the Loan Documents, or this Deposit Agreement.