Common use of Restructuring of Loan Clause in Contracts

Restructuring of Loan. (a) Lender, without in any way limiting Lender’s other rights hereunder, in its sole and absolute discretion, shall have the right at any time prior to a Securitization to require Borrower to restructure the Loan into additional multiple notes (which may include component notes and/or senior and junior notes) and/or to create participation interests in the Loan; provided that (i) the total principal amount of the Loan shall equal the total principal amount of the Loan immediately prior to the restructuring and (ii) except in the case of the occurrence of an Event of Default or of a Casualty or Condemnation that results in the payment of principal under the Loan, the debt service payments on the Loan shall equal the debt service payments which would have been payable under the Loan had the restructuring not occurred. (b) Prior to the sale of the Loan Documents in connection with a Securitization, Borrower shall cooperate with all reasonable requests of Lender in order to restructure the Loan and shall, upon ten (10) Business Days written notice from Lender, which notice shall include the forms of documents for which Lender is requesting execution and delivery, (i) execute and deliver such documents, provided that such documents are on substantially the same terms and conditions as the Loan Documents and (ii) cause Borrower’s counsel to deliver such legal opinions as are comparable to the legal opinions delivered by Borrower’s counsel with respect to the Loan, as, in each of the cases of clauses (i) and (ii) above, shall be reasonably required by Lender and required by any Rating Agency in connection therewith, all in form and substance reasonably satisfactory to Lender, including, without limitation, the severance of this Agreement, the Pledge Agreement and the other Loan Documents if requested. (c) Except as may be required in connection with a Securitization pursuant to Section 9.1 hereof, Borrower shall not be obligated to pay any costs or expenses incurred in connection with any such restructuring as set forth in this Section 9.8, other than Borrower’s legal fees up to $25,000.

Restructuring of Loan. (a) Lender, without in any way limiting Lender’s other rights hereunder, in its sole and absolute discretion, shall have the right at any time prior to a Securitization to require Borrower to restructure the Loan into additional multiple notes (which may include component notes and/or senior and junior notes) ), to re-allocate principal among component notes and/or senior and junior notes and/or to create participation interests in the Loan, or the establishment of different interest rates and debt service payments for the Loan, in such order of priority as may be designated by Lender; provided that (i) the total principal amount amounts of the Loan (including any component notes), shall equal the total principal amount of the Loan immediately prior to the restructuring and restructuring, (ii) except in the case of the occurrence of an Event of Default or a default beyond all notice and cure periods, or of a Casualty or Condemnation that results in the payment of principal under the Loan, the weighted average interest rate of the restructured Loan shall, in the aggregate, equal the Interest Rate, and (iii) except in the case of the occurrence of an Event of Default and/or a default beyond all notice and cure periods, or of a Casualty or Taking that results in the payment of principal under the Loan, the aggregate debt service payments on the restructured Loan shall equal the aggregate debt service payments which would have been payable under the Loan had the restructuring not occurred. (b) Prior to the sale of the Loan Documents in connection with a Securitization, Borrower shall cooperate cooperate, at no cost to Borrower, with all reasonable requests of Lender in order to restructure the Note and the Loan and shall, upon ten seven (107) Business Days written notice from Lender, which notice shall include the forms of documents for which Lender is requesting execution and delivery, (i) execute and deliver such documentsdocuments in form reasonably acceptable to Borrower and Guarantor, provided that such documents are on substantially the same terms and conditions as the Loan Documents and (ii) cause Borrower’s counsel to deliver such legal opinions as are comparable to the legal opinions delivered by Borrower’s counsel with respect to the Loan, as, in each of the cases of clauses (i) and (ii) above, shall be reasonably required by Lender and required by any Rating Agency in connection therewith, all in form and substance reasonably satisfactory to LenderLender and Borrower and Guarantor, including, without limitation, the severance of this Agreement, the Pledge Agreement and the other Loan Documents if requested; provided, however, that any such amendments required by Lender shall not result in any economic or other material adverse change in the transaction contemplated by this Agreement or the other Loan Documents. (c) Except as may be required in connection with a Securitization pursuant to Section 9.1 hereof10.1, Borrower shall not be obligated to pay any costs or expenses incurred in connection with any such restructuring as set forth in this Section 9.810.4. All reasonable costs incurred by Borrower shall be paid by Lender. Loan Agreement Loan Number 201916813 #63074348_v17 (d) In the event Borrower fails to execute and deliver such documents described in this Section 10.4 to Lender within fifteen (15) Business Days following such written notice by Lender, other and Lender sends a second notice to Borrower with respect to the delivery of such documents containing a legend clearly marked in not less than Borrower’s legal fees up fourteen (14) point bold face type, underlined, in all capital letters “POWER OF ATTORNEY IN FAVOR OF LENDER DEEMED EFFECTIVE FOR EXECUTION AND DELIVERY OF DOCUMENTS IF NO RESPONSE WITHIN 10 BUSINESS DAYS”, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to $25,000make and execute all documents necessary or desirable to effect such transactions, Borrower ratifying all that such attorney shall do by virtue thereof, if Borrower fails to execute and deliver such documents within ten (10) Business Days of receipt of such second notice.

Restructuring of Loan. (a) Lender, without in any way limiting Lender’s other rights hereunder, in its sole and absolute discretion, shall have the right at any time prior to a Securitization to require Borrower at Lender’s expense (so long as an Event of Default has not occurred and is continuing, including reasonable attorney’s fees and expenses incurred by the Borrower) to restructure the Loan into additional multiple notes (which may include component notes and/or senior and junior notes) ), to re-allocate principal among component notes and/or senior and junior notes and/or to create participation interests in the Loan; provided that (i) the total principal amount amounts of the Loan (including any component notes) shall equal the total principal amount of the Loan immediately prior to the restructuring restructuring, and (ii) except the weighted average interest rate of the Loan shall, in the case of the occurrence of an Event of Default or of a Casualty or Condemnation that results in the payment of principal under the Loanaggregate, the debt service payments on the Loan shall equal the debt service payments which would have been payable under the Loan had the restructuring not occurredInterest Rate. (b) Prior to the sale of the Loan Documents in connection with a Securitization, Borrower shall cooperate with all reasonable requests of Lender in order to restructure the Loan Note, and/or the Loan, if applicable, and shall, upon ten (10) Business Days written notice from Lender, which notice shall include the forms of documents for which Lender is requesting execution and delivery, (i) execute and deliver such documents, provided that such documents are on substantially the same terms and conditions as the Loan Documents and (ii) cause Borrower’s counsel to deliver deliver, at Lender’s expense (so long as an Event of Default has not occurred and is continuing, including reasonable attorney’s fees and expenses incurred by the Borrower), such legal opinions as are comparable to the legal opinions delivered by Borrower’s counsel with respect to the Loan, as, in each of the cases of clauses (i) and (ii) above, shall be reasonably required by Lender and required by any Rating Agency in connection therewithopinions, all in form and substance reasonably satisfactory to Lender, including, without limitation, the severance of this Agreement, the Pledge Agreement Security Instrument and the other Loan Documents if requested; provided, however, any such amendments required by Lender shall not result in any economic or other material adverse change in the transaction contemplated by this Agreement or the other Loan Documents. (c) Except as may be required in connection with a Securitization pursuant In the event Borrower fails to Section 9.1 hereof, Borrower shall not be obligated to pay any costs or expenses incurred in connection with any execute and deliver such restructuring as set forth documents described in this Section 9.89.4 to Lender within ten (10) Business Days following such written notice by Lender, other and Lender sends a second notice to Borrower with respect to the delivery of such documents containing a legend clearly marked in not less than Borrower’s legal fees up fourteen (14) point bold face type, underlined, in all capital letters “POWER OF ATTORNEY IN FAVOR OF LENDER DEEMED EFFECTIVE FOR EXECUTION AND DELIVERY OF DOCUMENTS IF NO RESPONSE WITHIN 10 BUSINESS DAYS”, Borrower hereby absolutely and irrevocably appoints Lender as its true and lawful attorney, coupled with an interest, in its name and stead to $25,000make and execute all documents necessary or desirable to effect such transactions, if Borrower fails to execute and deliver such documents within ten (10) Business Days of receipt of such second notice. It shall be an Event of Default if Borrower fails to comply with any of the terms, covenants or conditions of this Section 9.4 after the expiration of ten (10) Business Days after the second notice thereof.

Restructuring of Loan. (a) Lender, without in any way limiting Lender’s other rights hereunder, in its sole and absolute discretion, shall have In the right at any time prior event that a Lender is entitled to a Securitization payment under Sections 5.3(m), 5.11 or 5.13 (an “Affected Lender”) and without prejudice to require Borrower the Finance Party’s rights hereunder and under any other Operative Document, the Borrower, the Facility Agent and the Affected Lender shall cooperate (at the Borrower’s sole cost and expense) for a period of thirty (30) days to restructure the Loan into additional multiple notes for the Affected Lender with a view to eliminating or reducing the need for any such payment (which may include component notes and/or senior and junior notes) and/or it being agreed that the Affected Lender shall have no obligation to create participation interests in the Loan; provided that (i) the total principal amount of the Loan shall equal the total principal amount of the Loan immediately prior proceed with such restructuring to the extent such restructuring and would or may reasonably be expected to: (ii1) except result in an adverse regulatory consequence for the case of Affected Lender; or (2) involve any unreimbursed or unindemnified cost for the occurrence of an Event of Default or of a Casualty or Condemnation that results in Affected Lender; or (3) be inconsistent with the payment of principal under the LoanAffected Lender’s internal policies). If no restructuring can be arranged within such time period, the debt service payments on Borrower may attempt within such time period to find an entity reasonably satisfactory to the Facility Agent to purchase the Affected Lender’s Loan shall equal Certificate and assume the debt service payments which would have been payable under the Loan had the restructuring not occurredAffected Lender’s Commitment. (b) Prior The Affected Lender shall be paid (by the purchasing entity or the Borrower) the outstanding principal balance of its Loan Certificate, all accrued and unpaid interest thereon, any Break Amount incurred (calculated as if such purchase were a prepayment of such Affected Lender’s Loan Certificate) and all other amounts owed to the sale of the Loan Documents in connection with Affected Lender hereunder and under any other Operative Document as a Securitization, Borrower shall cooperate with all reasonable requests of Lender in order condition precedent to restructure the Loan and shall, upon ten (10) Business Days written notice from Lender, which notice shall include the forms of documents for which Lender is requesting execution and delivery, (i) execute and deliver such documents, provided that such documents are on substantially the same terms and conditions as the Loan Documents and (ii) cause Borrower’s counsel to deliver such legal opinions as are comparable to the legal opinions delivered by Borrower’s counsel with respect to the Loan, as, in each of the cases of clauses (i) and (ii) above, shall be reasonably required by Lender and required by any Rating Agency in connection therewith, all in form and substance reasonably satisfactory to Lender, including, without limitation, the severance of this Agreement, the Pledge Agreement and the other Loan Documents if requestedpurchase. (c) Except In the event the Borrower is unable to find a purchaser of the Affected Lender’s Loan Certificate, then, so long as no Default or Event of Default shall have occurred and be continuing on at least three (3) Business Days’ prior written notice, the Borrower may be required prepay on the date specified in connection its notice of prepayment, in whole the Affected Lender’s Loan Certificate at the principal amount thereof together with a Securitization pursuant accrued and unpaid interest thereon to Section 9.1 hereofthe date of prepayment plus the Break Amount, Borrower shall not be obligated if any, and all other amounts due to pay the Affected Lender hereunder, thereunder and under any costs or expenses incurred in connection with any such restructuring as set forth in this Section 9.8, other than Borrower’s legal fees up to $25,000Operative Document.