|
EXHIBIT 6
<br />(k) Under Subordinating Party's Loan Documents, Borrower Is not obligated to
<br />commence construction of the Improvements until , 20 , and construction of the
<br />Improvements need not be completed until 20_, subject to extension for force majeure;
<br />(1) Notwithstanding anything stated to the contrary in the Subordinating Party's Loan
<br />Documents, (1) the limited partner in Borrower shall have the right at any time and from time to time, without
<br />the approval or consent of the Subordinating Party, to assign, sell or otherwise transfer to any third party
<br />Its limited partnership interest in Borrower, provided that Borrower provides notice to the Subordinating
<br />Party of such assignment, sale or transfer concurrently with such assignment, sale or transfer, and (ii) the
<br />general partner in Borrower shall have the right, without the approval or consent of the Subordinating Party,
<br />to pledge or otherwise encumber its partnership interest In Borrower to Governmental Lender and Bank
<br />and the foreclosure of such pledge by Governmental Lender or Bank shall not cause an event of default
<br />under the Subordinating Party's Loan Documents;
<br />(m) Notwithstanding anything stated to the contrary in the Subordinating Party s Loan
<br />Documents, Subordinating Party's Interest in the plans and specifications and all data, drawings, contracts
<br />and agreements relating thereto and all contracts and agreements relating to the construction of the
<br />Improvements shall be subject and subordinate to Governmental Lender's and Bank's interest in the same;
<br />(n) Notwithstanding anything stated to the contrary in the Subordinating Party s Loan
<br />Documents, Subordinating Party's rights in and to the leases and rents of the Property shall be subject and
<br />subordinate to the rights of Governmental Lender and Bank to same; and
<br />(o) Notwithstanding anything stated to the contrary In the Subordinating Party's Loan
<br />Documents, the occurrence of an Event of Default under the Borrower Loan Documents shall not in and of
<br />itself constitute a default or an event of default under any of the Subordinating Parry's Loan Documents
<br />unless the occurrence of such event shall constitute a separate default under the Subordinating Party's
<br />Loan Documents.
<br />(p) The subordination of the Subordinating Parry's Loan shall continue In the event
<br />that any payment with respect to any Borrower Loan Document (whether by or on behalf of Borrower, as
<br />proceeds of security or enforcement of any right of set-off or otherwise) is for any reason repaid or returned
<br />to Borrower or its insolvent estate, or avoided, set aside or required to be paid to Borrower, a trustee, a
<br />receiver or other similar party under any bankruptcy, insolvency or receivership or similar law under any
<br />bankruptcy, insolvency, receivership or similar proceeding. In such event, the Borrower Loan or any part
<br />thereof originally intended to be satisfied shall be deemed to be reinstated and outstanding to the extent of
<br />any repayment, return or other action, as if such payment on account of the Borrower Loan had not been
<br />made.
<br />(q) Subordinating Party shall not commence In or join with any other creditor in
<br />commencing any bankruptcy, insolvency, receivership or similar proceeding involving Borrower and
<br />Subordinating Party shall not initiate any action, motion or request In any such proceeding Involving any
<br />other person or entity, which seeks the consolidation of some or all of the assets of Borrower into such
<br />proceeding. In the event of any such proceeding relating to Borrower or the Property or, in the event of any
<br />such proceeding relating to any other person or entity into which (notwithstanding the covenant in the first
<br />sentence of this clause) the assets or interests of Borrower are consolidated, then in either event, the
<br />Borrower Loan shall first be paid in full before Subordinating Party shall be entitled to receive or retain any
<br />payment or distribution with respect to the Subordinating Party's Loan. Subordinating Party agrees that (1)
<br />the Bank shall receive all payments and distributions of every kind or character in respect of the
<br />Subordinating Party's Loan to which the Subordinating Party would otherwise be entitled, before the
<br />subordination provisions of this Agreement (Including, without limitation, any payments or distributions
<br />during the pendency of any bankruptcy, Insolvency, receivership or similar proceeding Involving Borrower
<br />or the Property) until the Borrower Loan Is repaid in full, and (11) the subordination of the Subordinating
<br />Party's Loan and the Subordinating Parry's Security Documents shall not be affected in any way by the
<br />Bank electing, under Section 1111(b) of the Federal Bankruptcy Code, to have its claim treated as being a
<br />fully secured claim. In addition, Subordinating Party hereby covenants and agrees that, in connection with
<br />-7-
<br />4820.2714.2560v,4 0096250-000020
<br />80A-289
<br />
|