Assignment of Management Agreement

The new manager and the borrower must sign a management assignment contract in the form then used by the lender. The lender must also have received from the borrower the fully executed counterparties of the management assignment agreement and other loan documents. Subject to the terms of the applicable subordination, certification and security agreement and/or assignment of the management agreement, the lender and any person designated by the lender shall have the right to enter the respective individual assets at any time and from time to time for the purpose of carrying out such measures. If, at any time, the lender agrees to the appointment of a new property manager, that new property manager and borrower will enter into a management contract in a form acceptable to the lender as a condition of the lender`s approval. .

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