Task or tried assignment by Borrower associated with Agreement otherwise people rights hereunder instead of first obtaining certain written concur away from Lender, or even the giving of the Borrower of any coverage notice, lien and other encumbrances with the people Collateral to virtually any individual other than Lender

(e) Thing Unfavorable Alter. Any material adverse change in the Property, business, financial condition or operations of Borrower or any of Affiliates shall occur, in each case as determined by Lender in its sole good faith discretion, or any other condition shall exist which, in Lender’s sole good faith discretion, constitutes a material impairment of Borrower’s ability to perform its obligations under this Agreement or any other Loan Document.

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(f) . A breach by Borrower of every of one’s representations, guarantees or covenants or loans established in Areas 3.01, step three.07, step 3.several, 3.23, 6.01, six.03, six.17, 6.21, six.twenty two, six.27, or 6.31 associated with Arrangement.

(g) More Infraction off Image or Covenant. A material breach by Borrower of any other material representation, warranty or covenant set forth in this Agreement (and not otherwise specified in Section 7.01(f) above), if such breach is not cured within five (5) Business Days.

(k) View. A final judgment or judgments for the payment of money in excess of $10,000,000 shall be rendered against Borrower or any Affiliates by one or more courts, administrative tribunals or other bodies having jurisdiction and the same shall not be satisfied, discharged (or provision shall not be made for such discharge) or bonded, or a stay of execution thereof shall not be procured, within thirty (30) days from the date of entry thereof.

(l) Authorities Step. Any Governmental Authority or any person, agency or entity acting or purporting to act under governmental authority shall have taken any action to condemn, seize or appropriate, or to assume custody or control of, all or any substantial part of the Property of Borrower or any Affiliate thereof, or shall have taken any action to displace the management of Borrower or any Affiliate thereof or to curtail its authority in the conduct of the business of Borrower or any Affiliate thereof, or takes any action in the nature of enforcement to remove, limit or restrict the approval of Borrower or Affiliate as an issuer, buyer or a seller/servicer of Mortgage Loans or securities backed thereby, and such action provided for in this subparagraph (l) shall not have been discontinued or stayed within 30 days.

(m) Incapacity to do. A Responsible Officer of Borrower shall admit its inability to, or its intention not to, perform any of Borrower’s Obligations hereunder or any Loan Document.

(n) Shelter Focus. This Agreement shall for any reason cease to create a valid, security interest in any material portion of the Collateral purported to be covered hereby.

Borrower fails to pledge a material portion of the Guarantee to Financial towards the applicable Improve Date (considering Lender enjoys tendered the fresh new associated Financing Improve)

(o) Economic Comments. Borrower’s audited annual financial statements or the notes thereto or other opinions or conclusions stated therein shall be qualified or limited by reference to the status of Borrower as a going concern or a reference of similar import.

(p) Legitimacy of Agreement. For any reason, this Agreement at any time shall not be in full force and effect in all material respects or shall not be enforceable in all material respects in accordance with its terms, or any Lien granted pursuant thereto shall fail to be perfected, or Borrower or any Affiliate of Borrower shall seek to disaffirm, terminate, limit or reduce its obligations hereunder;