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2olioss�c
<br />DEED OF TRUST
<br />Loan No: 2935477005 (Continued) Page 10
<br />A. Governing R�les. Any arbitration proceeding will (i) be governed by the Federal Arbitration Act (Title 9 of the United
<br />States Code), notwithstanding any conflicting choice of law provision in any of the documents between the parties; and
<br />(ii) be conducted by the American Arbitration Association ("AAA"), or such other administrator as the parties shatt
<br />mutually agree upon, in accordance with the AAA's commercial dispute resotution procedures, unless the claim or
<br />counterciaim is at least $1,000,000.00 exclusive of claimed interest, arbitration Tees and costs, in which case the
<br />arbitration shall be conducted in accordance with the AAA's optiona! procedures for large, complex commercial
<br />disputes (the commercia! dispute resolution procedures or the optional procedures for large, complex commercial
<br />disputes are referred to herein, as applicable, as the "Rules"). If there is any inconsistency between the terms hereof
<br />and the Rules, the terms and procedures set forth herein shall control. Arbitration proceedings hereunder shall be
<br />conducted at a location mutually agreeable to the parties, or if they cannot agree, then at a location selected by the
<br />AAA in the state of the applicable substantive law primarily goveming the Note. Any party who faiis or refuses to
<br />submit to arbitration foliowing a demand by any other party shall bear all costs and expenses incurced by such other
<br />party in compelling arbitration of any Dispute. Nothing contained herein shall be deemed to be a waiver by any party
<br />that is a bank of the protections afforded to it under 12 U.S.C. Section 99 or any similar applicable state law.
<br />B. No Waiver of Provisional Remedies Self-He� and Foreclos�re The arbitration requirement does not iimit the right
<br />of any party to (i) foreclose against real or personal property collateral; (ii) exercise self-help remedies relating to
<br />coflateral or proceeds of coiiaterai such as setoff or repossession; or (+ii) obtain provisional or ancillary remedies such as
<br />repievin, injunctive relief, attachment or the appointment of a receiver, before during or after the pendency of any
<br />arbitration proceeding. This exclusion does not constitute a waiver of the right or obligation of any party to submit any
<br />Dispute to arbitration or reference hereunder, including those arising from the exercise of the actions detailed in
<br />sections (i), {ii) and (iii) of this paragraph.
<br />C. Arbitrator Qualifications and Powers. Any arbitration proceeding in which the amount in controversy is
<br />$5,000,000.00 or less will be decided by a single arbitrator selected according to the Rules, and who shall not render
<br />an award of greafer than $5,000,000.00. Any Dispute in which the amount in controversy exceeds $5,000,000.00
<br />shall be decided by majority vote of a panel of three arbitrators; provided however, that all three arbitrators must
<br />actively participate in all hearings and deliberations. Every arbitrator must be a neutral practicing attomey or a retired
<br />member of the state or federal judiciary, in either case with a minimum of ten years experience in the substantive !aw
<br />applicable to the subject matter of the Dispute. The arbitrator wili determine whether or not an issue is arbitratable and
<br />will give effect to the statutes of limitation in determining any claim: In any arbitration proceeding the arbiUator will
<br />decide (by documents only or with a hearing at the arbitrator's discretion) any pre-hearing motions which are similar to
<br />motiorts to d+smiss for failure to state a claim or motions for summary adjudication. The arbitrator sha�l resolve all
<br />Disputes in accordance with the applicable substantive law and may grant any remedy or relief that a court of such
<br />state could order or grant within the scope hereof and such ancillary relief as is necessary to make effective any award.
<br />The arbitrator shall also have the power to award recovery of all costs and fees, to impose sanctions and to take such
<br />other action as the arbitrator deems necessary to the same extent a judge cou(d pursuant to the Federai Rules of Civil
<br />Procedure, the applicable state rules of civil procedure, or other applicable law. Judgment upon the award rendered by
<br />the arbitrator may be entered in any court having jurisdictian. The institution and maintenance of an action for judicial
<br />retief or pursuit of a provisional or ancillary remedy shall not constitute a waiver of the right of any party, including the
<br />plaintiff, to submit the controversy or claim to arbitration if any other party contests such action for judicial relief.
<br />D. Discoverv. In any arbitration proceeding discovery wili be permitted in accordance with the Rules. All discovery
<br />shali be expressly limited to matters direcNy relevant to the Dispute being arbitrated and must be completed no later
<br />than 20 days before the hearing date. Any requests for an extension of the discovery periods, or any discovery
<br />disputes, will be subject to final determination by the arbitrator upon a showing that the request for discovery is
<br />essential for the party's presentation and that no altemative means for obtaining information is available.
<br />E. Ctass Proceed��� and G�ns�!�!�a<<��s. No party hereto shall be entiYled to join or consolidate disputes by or against
<br />non-parties in any arbitration, or to include in any arbitration any dispute as a representative or member of a class, or to
<br />act in any arbitration in the interest of the general public or in a private attomey general capacity. As used herein,
<br />"non-parties" shall mean all persons and entities except Lender and the party(ies) executing this agreement or any
<br />related Document
<br />F. Miscellaneous. To the maximum extent practicable, the AAA, the arbitrators and the parties shall take all action
<br />required to conGude any arbitration proceeding within 180 days of the filing of the Dispute with the AAA. No arbitrator
<br />or other party to an arbitration proceeding may disclose the existence, content or results thereof, except for disclosures
<br />of information by a party required in the ordinary course of its business or by applicable law or regulation. tf more than
<br />one agreement for arbitration by or between the paRies potentia(fy applies to a Dispute, the arbitration provision most
<br />directly related to the documents between the parties or the subject matter of the Dispute shali control. This arbitration
<br />provision shaff survive the repayment of the Note and the termination, amendment or expiration of any of the
<br />Documents or a�y relationship betweert the parties.
<br />�`�' ._' ' - . ,
<br />If Delaware or Penn_qyNania law aovems the Diso�te. the following provision is inciuded:
<br />Confession of Judgment. Notwithstanding anything herein to the contrary, the arbitration requirement does not limit or
<br />preclude the right of Lender to confess judgment pursuant to a warrant of attomey provision set forth in the Note or
<br />Related Documents. No party shali have the right to demand binding arbitration of any claim, dispute or controversy
<br />seeking to (i) strike-off or open a judgment obtained by confession pursuant Yo a warrant of attomey contained in the
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