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<br />Mortgage, Assignment of Rents,
<br />Security Agreement and Fixture Filing
<br />Page 32
<br />
<br />HEREUNDER, AND WHETHER ARISING OR ASSERTED BEFORE OR AFTER THE DATE
<br />OF THIS INSTRUMENT.
<br />9.12 Adjustable Rate Note. The Project Note secured by this Security Instrument provides for
<br />adjustments in its interest rate from time to time in accordance with its terms. Reference is made
<br />to the Project Note for the time, terms and conditions of the adjustments in the interest rate. Such
<br />times, terms and conditions are incorporated herein by reference.
<br />9.13 REMIC Savings Clause. Notwithstanding anything to the contrary contained herein, if the
<br />Loan is included in a "real estate mortgage investment conduit" (as defined in Section 860D of the
<br />Internal Revenue Code of 1986, as amended, and applicable U.S. Department of Treasury
<br />regulations issued pursuant thereto) (a "REMIC") trust and the ratio of the unpaid principal
<br />balance of the Loan to the value of the Property (as determined by Lender using any commercially
<br />reasonable method permitted to a REMIC trust, and which shall exclude the value of any personal
<br />property (other than fixtures) or going concern value, if any) exceeds or would exceed 125%
<br />immediately after giving effect to the release of any portion of the Property, no release of such
<br />Property will be permitted unless the principal balance of the Loan is prepaid by an amount not
<br />less than the least amount that is a "qualified amount" as that term is defined in Internal Revenue
<br />Service Revenue Procedure 2010-30, as the same may be amended, replaces, supplemented or
<br />modified from time to time, unless Lender receives an opinion of counsel that, if this paragraph is
<br />applicable but not followed or is no longer applicable at the time of such release, the REMIC trust
<br />will not fail to maintain its status as a REMIC trust as a result of the release of such Property.
<br />9.14 Rate Management Transactions. In the event Borrower and Lender, or any subsidiary or
<br />affiliate of Lender, enter into any Rate Management Transaction, Borrower shall be responsible
<br />for any and all obligations, contingent or otherwise, whether now existing or hereafter arising, to
<br />Lender, or to any of Lender's subsidiaries or affiliates or successors, arising under or in connection
<br />with any such Rate Management Transactions, all of which obligations shall be secured by this
<br />Security Instrument and entitled to all of the benefits and protections afforded to Lender under or
<br />pursuant to this Security Instrument. Borrower agrees that for purposes of this Security
<br />Instrument, any indebtedness and obligations which Borrower may have to any subsidiary or
<br />affiliate of Lender in connection with any Rate Management Transaction shall be deemed to be
<br />indebtedness and obligations owed directly to Lender and shall be secured by this Security
<br />Instrument and may be collected and recovered by Lender in any action to enforce this Security
<br />Instrument as if such indebtedness and obligations were directly owed to Lender. For purposes of
<br />this Security Instrument, "Rate Management Transaction" means any transaction (including any
<br />agreement with respect thereto) now existing or hereafter entered into between Borrower and
<br />Lender, or any of Lender's subsidiaries or affiliates or their successors, which is an interest rate
<br />protection agreement, foreign currency exchange agreement, commodity price protection
<br />agreement, or other interest or currency exchange rate or commodity price hedging arrangement,
<br />including without limitation (i) any rate swap, basis swap, forward rate transaction, commodity
<br />swap, commodity option, equity or equity index swap, equity or equity index option, bond option,
<br />interest rate option, foreign exchange transaction, cap transaction, floor transaction, collar
<br />transaction, forward transaction, currency swap transaction, cross-currency rate swap transaction,
<br />currency option or any other similar hedging arrangement or transaction (including any option
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