Common use of Temporary Forbearance Clause in Contracts

Temporary Forbearance. Subject to the satisfaction of the terms and conditions set forth herein, during the period (the “Forbearance Period”) commencing on the date of this Agreement and continuing until that date which is the earliest to occur of (a) September 30, 2011, and (b) the date of the occurrence of any one or more of the Events of Termination set forth in this Agreement, the Bank will not exercise or enforce its rights or remedies against Borrowers to which Bank would be entitled under the terms of the Loan Documents by reason of the occurrence of the Forbearance Defaults; provided that such forbearance shall not act as a waiver of Bank’s right to enforce any such right or remedy after the termination or conclusion of the Forbearance Period. Upon the occurrence of any Event of Termination, the Bank shall have the immediate right to exercise all of the rights and remedies which are available to it under the Loan Documents, at law and in equity. Upon the lapse or termination of the Forbearance Period, all Obligations under the Loan Agreement, including without limitation all principal, all accrued and unpaid interest, fees, and charges, if any, and all unpaid or unreimbursed amounts due pursuant to this Agreement shall be and become immediately due and payable, without notice or demand. All payments received by Bank with respect to the Obligations, howsoever designated by Borrowers, may be applied by Bank to the indebtedness and obligations related to the Loan, including principal, accrued and unpaid interest fees and charges, and costs incurred by Bank, in such order as Bank, acting in its sole and absolute discretion may elect. (b) The first sentence of clause 3(a)(ii) of the Forbearance Agreement is hereby amended to (y) delete the following amount: “Seven Million Six Hundred Thousand Dollars ($7,600,000.00)” and (z) insert the following amount: “Seven Million Dollars ($7,000,000.00)” in lieu thereof. (c) Sub-Paragraph 3(d) of the Forbearance Agreement is hereby amended and restated to read as follows:

Temporary Forbearance. (a) Subject to the satisfaction of the terms and conditions set forth hereinConditions Precedent (as defined below), during the period (the “Forbearance Period”) commencing on the date of this Agreement and continuing until that date which is the earliest to occur of (a) September 30, 2011, and (b) the date of the occurrence of any one or more Event of the Events of Termination set forth in this AgreementTermination, the Bank Lender will not exercise or enforce its rights or remedies against Borrowers Borrower or Guarantor to which Bank Lender would be entitled under the terms of the Loan Documents by reason of solely with respect to the occurrence of Deferred Debt Service not being paid as originally required under the Forbearance DefaultsLoan Documents; provided provided, however, that such forbearance shall not act as a waiver of BankLender’s right to enforce any such right or remedy after the termination or conclusion of the Forbearance Period. Upon the occurrence of any Event of Termination. Notwithstanding anything to the contrary set forth in any of the Loan Documents, Borrower agrees to pay in full in cash on the date of an Event of Termination, the Bank shall have the immediate right outstanding principal amount of Borrower’s indebtedness to exercise all of the rights and remedies which are available to it Lender under the Loan Documents, at law and in equity. Upon the lapse or termination of the Forbearance Period, together with all Obligations under the Loan Agreement, including without limitation all principal, all accrued and unpaid interest, fees, and charges, if any, interest thereon and all unpaid or unreimbursed amounts due pursuant to this Agreement shall be and become immediately due and payable, without notice or demand. All payments received by Bank with respect to the Obligations, howsoever designated by Borrowers, may be applied by Bank to the indebtedness and obligations related to the Loan, including principal, accrued and unpaid interest fees and charges, and costs expenses of Lender incurred by Bank, in such order as Bank, acting in its sole and absolute discretion may electconnection therewith. (b) The first sentence Borrower and Guarantor each acknowledge that Lender is agreeing to the Debt Service Deferral and the forbearance described herein in substantial part based on the agreements, acknowledgements, terms and conditions set forth in this Agreement, and Borrower and Guarantor are each making such agreements, acknowledgements, terms and conditions in consideration of clause 3(a)(ii) of the Forbearance Agreement is hereby amended to (y) delete the following amount: “Seven Million Six Hundred Thousand Dollars ($7,600,000.00)” such Debt Service Deferral and (z) insert the following amount: “Seven Million Dollars ($7,000,000.00)” in lieu thereofforbearance by Lender. BORROWER AND GUARANTOR EACH ACKNOWLEDGE AND AGREE THAT LENDER’S AGREEMENT TO THE DEBT SERVICE DEFERRAL AND TO FORBEAR AS PROVIDED HEREUNDER IS FULL, FAIR, VALUABLE, REASONABLY EQUIVALENT AND ADEQUATE CONSIDERATION FOR ALL OF BORROWER’S AND GUARANTORS’ AGREEMENTS AND OBLIGATIONS UNDER THIS AGREEMENT. (c) Sub-Paragraph 3(d) of the Forbearance Agreement is hereby amended and restated to read as follows:

Temporary Forbearance. Landlord hereby provides notice to each of Tenant Parties of the Default. Subject to the satisfaction of the terms and conditions set forth hereinin this Agreement, during the period until that date (the “Forbearance PeriodTermination Date”) commencing on the date of this Agreement and continuing until that date ), which is the earliest to occur of (a) September thirty (30, 2011) calendar days after the Effective Date, and (b) the date of the occurrence of any one or more of the Events of Termination set forth in this Agreement, the Bank Landlord will not exercise or enforce its rights or remedies against Borrowers the Tenant Parties to which Bank Landlord would be entitled under the terms of the Loan Subject Documents by reason of the occurrence of the Forbearance Defaultssuch Default; provided that (i) such forbearance shall not act as a waiver of BankLandlord’s right to enforce any such right or remedy after the termination Forbearance Termination Date, (ii) Landlord sending one or conclusion more additional notices of an event of default under the Subject Documents shall not violate the terms hereof, and (iii) the foregoing shall not apply to any additional events of default under the Subject Documents occurring on or after the date hereof. Furthermore, nothing contained herein shall be construed as requiring Landlord to extend the Forbearance Termination Date. Notwithstanding anything to the contrary set forth in the Subject Documents, the Tenant Parties acknowledge that the amount described in Section 2 above, together with all interest thereon and all fees and expenses of the Landlord incurred in connection therewith, will be payable in full on the Forbearance Termination Date. The term “Forbearance Period” as used herein shall mean the period commencing on the date hereof and ending on the Forbearance Termination Date. Upon The Tenant Parties each agree that the occurrence of any Event of Termination, the Bank shall have the immediate right to exercise all obligations of the rights and remedies which are available to it under Tenant Parties hereunder shall survive the Loan Documents, at law and in equity. Upon the lapse or termination of the Forbearance Period, all Obligations under the Loan Agreement, including without limitation all principal, all accrued and unpaid interest, fees, and charges, if any, and all unpaid or unreimbursed amounts due pursuant to this Agreement shall be and become immediately due and payable, without notice or demand. All payments received by Bank with respect to the Obligations, howsoever designated by Borrowers, may be applied by Bank to the indebtedness and obligations related to the Loan, including principal, accrued and unpaid interest fees and charges, and costs incurred by Bank, in such order as Bank, acting in its sole and absolute discretion may electTermination Date. (b) The first sentence of clause 3(a)(ii) of the Forbearance Agreement is hereby amended to (y) delete the following amount: “Seven Million Six Hundred Thousand Dollars ($7,600,000.00)” and (z) insert the following amount: “Seven Million Dollars ($7,000,000.00)” in lieu thereof. (c) Sub-Paragraph 3(d) of the Forbearance Agreement is hereby amended and restated to read as follows:

Temporary Forbearance. Subject to the satisfaction of the terms and conditions set forth herein, during the period (the “Forbearance Period”) commencing on the date of this Agreement and continuing until that date which is the earliest to occur of (a) September November 30, 2011, and (b) the date of the occurrence of any one or more of the Events of Termination set forth in this Agreement, the Bank will not exercise or enforce its rights or remedies against Borrowers to which Bank would be entitled under the terms of the Loan Documents by reason of the occurrence of the Forbearance DefaultsExisting Events of Default; provided that such forbearance shall not act as a waiver of Bank’s right to enforce any such right or remedy after the termination or conclusion of the Forbearance Period. Upon the occurrence of any Event of Termination, the Bank shall have the immediate right to exercise all of the rights and remedies which are available to it under the Loan Documents, at law and in equity. Upon the lapse or termination of the Forbearance Period, all Obligations under the Loan Agreement, including without limitation all principal, all accrued and unpaid interest, fees, and charges, if any, and all unpaid or unreimbursed amounts due pursuant to this Agreement shall be and become immediately due and payable, without notice or demand. All payments received by Bank with respect to the Obligations, howsoever designated by Borrowers, may be applied by Bank to the indebtedness and obligations related to the Loan, including principal, accrued and unpaid interest fees and charges, and costs incurred by Bank, in such order as Bank, acting in its sole and absolute discretion may elect. (b) The first sentence of clause Clause 3(a)(ii) of the Forbearance Agreement is hereby amended to (y) delete the following amount: “Seven Million Six Hundred Thousand Dollars ($7,600,000.00)” and (z) insert the following amount: “Seven Million Dollars ($7,000,000.00)” in lieu thereof. (c) Sub-Paragraph 3(d) of the Forbearance Agreement is hereby amended and restated in its entirety to read as follows: