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201006921 �� �� ���1�-09332
<br />obligor.is lia�le for under the Le s Loan Documents, maintaining collateral, a,._. �r protecting the lien(s) securing the
<br />Lender Loan, (b) are not cross-collateralized with any other financing now or hereafter to be provided by Lender, (c) have no
<br />�� early call features, (d) are not payable on demand unless the Lender Loan is in default, (e) have a term that at least equals,
<br />and do not require a balloon payment prior to, the term of the previous Third Party Lender Loan unless SBA has approved a
<br />shorter term, (fl have a reasonable interest rate that does not, and will not, exceed the maximum interest rate for a Third Party
<br />Loan as published by SBA and in effect as of the date of this Agreement, and (g) do not establish a preference in favor of
<br />Lender, as compared to CDC and SBA, related to making, servicing, or liquidating the Lender Loan (including but not
<br />limited to, with respect to repayment, collateral, guarantees, control, maintenance of a compensating balance, purchase of a
<br />certificate of deposit, or acceptance of a separate or companion loan) other than Lender's senior lien position(s) on the
<br />Collateral. Lender agrees that if Lender's Loan Documents or any provision therein does not comply with these
<br />requirements, then Lender waives its right to enforce any such noncomplying document or provision unless Lender has
<br />obtained the prior written consent of CDC and/or SBA permitting such enforcement.
<br />(7) Subordination of Default Charees. "Default Charges" mean any prepayment penalties, fees, or charges incurred in
<br />prepaying the Lender Loan, in whole or in part, prior to the stated maturity; any late fees or charges due in connection with
<br />the Lender Loan; any escalated, increased, or default interest charged in excess of the rate of interest in Lender's note absent
<br />a default, event of default, or other delinquency; and any other default charges, penalties, or fees of any nature whatsoever
<br />due because of a default, event of default, or other delinquency in co�nection �vith the Lender Loan. Lender liereL
<br />subordinates the collection of any Default Chazges to the collection by CDC and/or SBA of the 504 Loan and, to the extent
<br />that Lender's Loan Documents secure any Default Charges, Lender hereby subordinates such lien(s) to the lien(s) securing
<br />the 504 Loan.
<br />(8) Notice of Default Under the Lender Loan. If any default, event of default or delinquency, upon which Lender
<br />intends to take action, occurs under the Lender's Loan Documents, then Lender agrees to give CDC and SBA written notice
<br />of such default, event of default or delinyuency and the opportunity to cure the default, event of default, or delinquency and
<br />bring the Lender Loan current or to purchase Lender's note, provided that the amount to bring the Lender Loan current or to
<br />purchase Lender's note will be net of all amounts attributable to Default Charges. Lender further agrees that if Lender
<br />receives from CDC or SBA any amounts attributable to Default Charges, then Lender will immediately remit such amounts
<br />to SBA. Notice hereunder must be given within thirty (30) days after the default, event of default or delinquency upon which
<br />Lender intends to take action and at least sixty (60) days prior to the date of any proposed sale of Collateral and Lender will
<br />not sell all or any portion ofthe Collateral without giving CDC and the SBA such notice. A default in the obligation secured
<br />by the Lender's Mortgage may be cured (including purchase of the property at foreclosure sale) by the SBA via cash,
<br />certified funds, or a United States Treasury check, at the option of the SBA. Notice under this Agreement shall be deemed to
<br />have been given when sent by certified or registered mail, return receipt requested, addressed, as the case may be, to NEDCO
<br />(CDC) at 1610 S. 70`�' St., Suite 201, Lincoln, NE 68506, Attention: Servicing, and also to the SBA at 2719 North Air Fresno
<br />Drive, Suite 107, Fresno, California 93727.
<br />(9) Collection and Liquidation. In the event that either the Lender Loan or the 504 Loan is declared in default; Lender,
<br />CDC and SBA agree to cooperate in liyuidating and/or selling the Collateral. Lender agrees (a) to accept cash, certified funds
<br />or a U.S. Treasury check(s) in connection with any purchase of Lender's note or any foreclosure or liyuidation bid by CDC
<br />or SBA; (b) to provide CDC and SBA with the loan payment status, loan payment history, and an itemized payoff statement
<br />of the Lender I.oan; (c) to provide CDC and SBA with copies of any �Ppraisals environmenta] investigations, or title
<br />examinations or seazches of the Collateral conducted by or for Lender; and (d) to provide any other information about
<br />Bonower or the Lender Loan requested by CDC and/or SBA in writing.
<br />(10) No Implied Third Partv Beneficiaries. Except to the extent stated in this Agreement, this Agreement does not
<br />modify or affect otherwise any other agreement that either party may have with third parties, including but not limited to,
<br />Borrower. This Agreement also does not grant any right, benefit, priority, or interest to any third parties, including but not
<br />limited to, Borrower.
<br />(11) Successors and Assi�ns. This Agreement shall inure to the benefit of and bind the respective parties to this
<br />Agreement and their respective heirs, successors and assigns, including any party acquiring the Lender Loan or Lender's
<br />Loan Documents by sale, assignment, or other transfer.
<br />(12) Federal Law. When SBA is the holder of the note evidencing the 504 Loan, this Agreement and all documents
<br />evidencing or securing the 504 Loan will be construed in accordance with federal law. CDC or SBA may use local or state
<br />procedures for purposes such as filing papers, recording documents, giving notice, foreclosing liens, and other purposes. By using
<br />these procedwes, SBA does not waive any federal immunity from local or state control, penalty, tax, or liability. No Borrower or
<br />guarantor of the 504 Loan may claim or assert against SBA any local or state law to deny any obligation of Borrower, or defeat
<br />any claim of SBA with respect to the 504 Loan.
<br />Mr. G's Car Care Center Subordination 2
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