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portion thereof, the proceeds thereof, the Leases thereof, the Rents, issues and profits
<br />therefrom, and the Loss Proceeds payable with respect thereto.
<br />(g) If Junior Lender, by indemnification, subrogation or otherwise, shall
<br />acquire any lien, estate, right or other interest in any of the Property, that lien, estate,
<br />right or other interest shall be fully subject and subordinate to the receipt by Senior
<br />Lender of payment in full of the Senior Indebtedness, and to the Senior Loan Documents,
<br />to the same extent as the Junior Indebtedness and the Junior Loan Documents are
<br />subordinate pursuant to this Agreement.
<br />(h) [Intentionally Omitted].
<br />(i) Junior Lender hereby acknowledges and agrees that Senior Lender may,
<br />without the consent or approval of Junior Lender, agree with Borrower to extend,
<br />consolidate, modify or amend any or all the Senior Loan Documents, or increase the
<br />Senior Loan amount on account of advances by Senior Lender to protect the security or
<br />lien priority of Senior Security Instrument under the Senior Loan Documents or to cure
<br />defaults under the Junior Loan Documents or capitalization of amounts due and owing by
<br />Borrower under the Senior Loan Documents, and otherwise act or fail to act with respect
<br />to any matter set forth in any Senior Loan Document (including, without limitation, the
<br />exercise of any rights or remedies, waiver, forbearance or delay in enforcing any rights or
<br />remedies, the declaration of acceleration, the declaration of defaults or events of default,
<br />the release, in whole or in part, of any collateral or other property, and any consent,
<br />approval or waiver), and all such extensions, consolidations, modifications, amendments
<br />acts and omissions shall not release, impair or otherwise affect Junior Lender's
<br />obligations and agreements hereunder.
<br />3. Junior Lender Agreements.
<br />(a) Without the prior written consent of Senior Lender in each instance, Junior
<br />Lender shall not (i) amend, modify, waive, extend, renew or replace any provision of any
<br />of the Junior Loan Documents, or (ii) pledge, assign, transfer, convey, or sell any interest
<br />in the Junior Indebtedness or any of the Junior Loan Documents; or (iii) accept any
<br />payment on account of the Junior hidebtedness other than a regularly scheduled payment
<br />of interest or principal and interest made not earlier than ten (10) days prior to the due
<br />date thereof; or (iv) take any action which has the effect of increasing the Junior
<br />Indebtedness; or (v) appear in, defend or bring any action in connection with the
<br />Property, Junior Lender shall not collect payments for the purpose of escrowing for any
<br />cost or expense related to the Property or for any portion of the Junior Indebtedness.
<br />(b) Junior Lender hereby agrees that Senior Lender may, at its option (but
<br />without any obligation to do so), at any time (including during the pendency of a
<br />Bankruptcy Proceeding), purchase the Junior Loan at par (and without liability for any
<br />prepayment premiums or liquidated damages set forth in the Junior Loan Documents).
<br />Such transfer and assignment of the Junior Loan shall be without representation or
<br />recourse, except that Junior Lender shall represent that it is the sole holder of the Junior
<br />Loan, that it has authority to assign and convey the Junior Loan Documents, that, to the
<br />Suhord nadon and Intercreditor Agreement (HOME) 6 The Guest House
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