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ASSIGNM�NT OF R�NTS 2 O i O U� E 2 i
<br />Laan No: 3408320944 (COntinued) Page 4
<br />CONSEN"C TO SELL LUAN. The parties hereto agree: (a) Lender may sell or transfer all or part of this loan to one or more purchasers,
<br />whether related or unrelated to Lender; (b) Lender may provide to any purchaser, or potential purchaser, any information or knowledge
<br />Lender may have about the parties or about any other matter relating tp this loan obiigation, and the parties waive any rights to privacy it
<br />may have with respact to such matters; (c1 the purchaser of a loan will be considered its absolute owner and will have all the rights
<br />granted under the loan dacuments or agreements governing the sale of the loan; and (d) the purchaser pf a Ioan may enforce its interests
<br />irrespective of any claims or defenses that the parties may have against Lender.
<br />FACSIMILE AND COUNTERPART. This document may be signed in any number ot separate copies, each of which shall be affective as an
<br />original, but all pf which taken together shall constitute a single document. An electronic transmission or other facsimile of this document
<br />or any related document shall be deemed an original and shall be admissible as evidence of the document and the signer's execution.
<br />ARBITRATION AGREEMENT. Arbitration - Binding Arhitration. Lender and each party to this agreement hereby agree, upon demand by any
<br />party, to submit any Dispute to binding ar6itration in accordence with the terms of this Arbitration Program. A"Dispute" shall include any
<br />dispute, claim or controversy of any kind, whether in contract or in tort, legat or equitable, now existing or hereafter arising, relating in any
<br />way to any aspect of this agreement, or any related agreement incorporating this Arbitration Program (the "Documants"1, ar any renewal,
<br />extension, modification or refinancing of any indebtedness or obligation relating thereto, including wi#hput limitation, their negotiation,
<br />execution, collateralization, administration, rapayment, modification, extansivn, substitution, formation, inducement, enforcement, default
<br />or [ermination. DISPUTES SUBMITTED Tp ARBITRATION ARE NOT RESOI.V�D IN COURT BY A JUDGE OR JURY.
<br />A. Governin� Rulas. Any arbitration proceeding will (i) be governed by the Federal Arbitration Act ITitle 9 of the United States Cpde►,
<br />nptwithstanding any conflicting choice of law provision in any of the documents between the parties; and (ii) he conducted by the
<br />American Ar6itration Association ("AAA"►, or such other administrator as the parties shall mutually agree upon, in accordance with the
<br />AAA's commarcial disputa rasolutiqn prpcedures, unless the claim or counterclaim is at least $1,00O,OOQAO axclusive of claimed interest,
<br />arbitration fees and costs, in which case the arbitratipn shall 6e conducted in accordancs with the AAA's optional procedures for large,
<br />complex commercial disputes (the commercial dispute resolution procedures or the pptional procedures for large, complex commercial
<br />disputes are referred to herein, as applicable, as the "Rules"1. If there is any inconsistency between the terms hereof and [he Rules, the
<br />terms and procedures set forth herein shall control. Arbitration proceedings hereunder shall be conducted at a location mutually egreeable
<br />to the parties, or if they cannat agree, then at a location selected by the AAA in the state of the applicabla suhstantive law primarily
<br />governing [he Note. Any party who fails or rsfuses tp su6mit tq arbitration fpllowing a demand by any other party shall bear all costs and
<br />expenses incurred by such other party in compelling arbitration nf any Dispute. Arbitration may be demanded at any time, and may be
<br />compellsd by summary proceedings in Court. The institution and maintenance of an action for judicial relief or pursuit of a provisional or
<br />ancillary remedy shall not constitute a waiver of the right of any party, including the plaintiff, to submit the cpntroversy or claim to
<br />arbitration if any other party cnntests such action for judicial relief. The arbitrator shall award all costs and expanses of the arbitration
<br />proceeding. Nothing contained herein shall be deemed to be a waiver by any party that is a bank of the protections afforded to it under 12
<br />U.S.C. Section 91 or any similar applicable state Iaw.
<br />B. No Waiver of Provisional Remedies, Self-Help and Fereclqsure. The arbitration requirement does not limit the right of any party [o (i)
<br />foreclose against real or personal property cpllateral; (ii) exarcise salf-help remedies relating to collateral or proceeds of collateral such as
<br />setoff or repossession; or (iii) obtain provisional or ancillary remediss such as replevin, injunctive relief, attachment or the appointment of a
<br />receiver, before during or after the pendency of any arbitration proceeding. This exclusion does not constitute a waiver of the right or
<br />obligation of any party to submit any Dispute to arbitration or reference hereunder, including those arising from the exercise of the actions
<br />detailed in sections (i►, (ii) and (iii) of this paragraph.
<br />C. Arbitrator Qualifications and Powers. Any arbi[ration proceeding in which the amount in controversy is 55,000,000.�� or less will be
<br />decided by a singla arbitrator selected according to the Rules, and who shall not render an award of graater than S5,OQO,OOA.QO. Any
<br />Dispute in which the amount in controversy exceeds $5,ODO shall be decided by majority vpte of a panel of three arbitrators;
<br />provided however, that all three arbitrators must actively participate in all haarings and deliberations. Every arbitrator must be a neutral
<br />practicing attorney or a retired member of the state or federal judiciary, in either case with a minimum of ten years experience in the
<br />su�stantive law applicable to the subject matter of the Dispute. The arbitrator will determine whether or not an issue is arbitratable and
<br />will give effact to the statutes af limitation in determining any claim. In any arbitration proceeding the arbitrator will decide (by documents
<br />only or with a hearing at the arbitrator's discretion) any pre-hearing motions which are similar to motions ta dismiss fpr failure to state a
<br />claim or motions fqr summary adjudication. T'he arbitrator shall resolve all Disputes in accordance with the applicable substantive law and
<br />may grant any remedy or relief that a enurt of such state could order or grant within the scope hereof and such ancillary relief as is
<br />necessary to make effective any award. Tha arbitratar shall also have the power to award racovery of all costs and fees, to impose
<br />sanctions and to take such other action as the arbitratar deems neoessary to the same axtent a judge could pursuant to the Federal Rules
<br />of Civil Procedure, the applicable state rules of civil procedure, or other applicable law. Judgment upon the award rendered by the
<br />�rbitrator may be entered in any court having jurisdiction. The institution and maintenance of an action for judicial relief or pursuit of a
<br />provisiqnal pr ancillary remedy shall not constitute a waiver of the right of any party, including the plaintiff, to submit the controversy or
<br />claim to arbitration if any other party contests such action for judicial relief.
<br />D. Discovery. In any arbitration proceeding discovery will be permitted in accordance with the Rules. All discovery shall be expressly
<br />limited to matters directly relevant to the Dispute being arbitrated and must be completed no later than 20 days before the hearing date.
<br />Any requests for an extension of the discovery periods, or any discovery disputes, will be subject to final determination by #he arbitrator
<br />upon a showing that the request for discovery is essential for the party's presentation and that no altarnative means for obtaining
<br />intbrmation is available.
<br />E�Cl�ss Proceedings and Consolidations. No party shall be entitled to join or consolidate disputes by or against others who are not parties
<br />to this agreement or related Documents in any arbitration, or to include in any arbitration any dispute as a representative or member of a
<br />class, or tp act in any arbitration in the interest of the general public pr in a private attorney general capacity.
<br />F. Miscellaneous. To the maximum extent practiceble, ths AAA, the arbitrators and the parties shall take all action required to conclude
<br />any arbitration proceeding within 1$p days nf the filing of the Dispute with the AAA. No arbitrator qr other party to an arbitration
<br />proceeding may disclose the existence, content or results thereof, except for disclosures of informatipn by a party required in the ordinary
<br />course of its business ar by applica6le law or regulation. If more than one agreement for arbitratipn hy or between the parties potentially
<br />applies to a Dispute, the arbitration provision most directly related [o the documents between the parties or the subject matter of the
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