West Orange Fourth Round HEFSP_adopted 111025_Appendices

other Loan Document, or failure by the Owner to produce satisfactory evidence of compliance therewith; (c) the filing by the Owner under any federal or state bankruptcy or insolvency law or other similar law of any petition in bankruptcy or for reorganization or composition with creditors or the making of an assignment for the benefit of creditors; (d) the filing against the Owner of a petition seeking its adjudication as a bankrupt or the appointment of a receiver for the benefit of its creditors which shall not have been dismissed within sixty (60) calendar days of the filing thereof, or the adjudication of the Owner as a bankrupt or the appointment of a receiver for the benefit of its creditors; or the appoint by court order of a custodian (such as a receiver, liquidator or trustee) of the Owner or f its property or the taking of possession of the Owner or any of its property for the benefi creditors and such order remains in effect or such possession continues for more than sixt. ndar days; or the inability to replace or restore the Project in accordan ith Section L1, or failure to maintain insurance that fully complies with the Agency insura ents set forth at Section 11 or in Agency insurance specifications minimum requirem lure to provide, immediately or no later than 30 days from notice, replacement insuran: Agency insurance requirements as set forth in Section 11 during the term of the Mortg Loan and the Project by or on behalf of the (f) any representation in conjuncti any respect or warranty of the Owner that is Owner that is knowingly false or misl breached; obligations or any failure to observe its covenants under ments; and (g) any breach by the Owne Toject. quire, rehabilitate, operate and/or maintain the Project in accordance of Default until the prohibited acts, failure to perform or observe, or breaches shall remain uncured for a period of thirty (30) calendar days after the Agency's written notice to the Owner, specifying such prohibited act, failure or breach and requesting that it be remedied, unless the Agency shall agree in writing to an extension of such time prior to its expiration; provided, however, that after the Rehabilitation Period only, if the prohibited act, failure, or breach stated in each notice is correctable, but cannot be corrected within the 30-day period, the Agency may not unreasonably withhold its consent

tion Period only, if the prohibited act, failure, or breach stated in each notice is correctable, but cannot be corrected within the 30-day period, the Agency may not unreasonably withhold its consent to an extension of up to 120 calendar days from the delivery of the written notice referred to herein if corrective action is instituted by the Owner, within the initial 30-day period and diligently pursued.

The failure of the Owner to comply with any of the provisions of Section 25 or 31 of this Agreement shall not be deemed an Event of Default hereunder unless such failure has not been corrected within a period of 60 calendar days, have actual or constructive knowledge of such failure or after the Agency’s written notice to the owner, whichever is earlier. Section 32. Remedies. Upon the occurrence of any Event of Default, the Agency may at its option take any one or more of the following actions or remedies and no failure to exercise any remedy or take any action enumerated shail constitute a waiver of such right or preclude a subsequent exercise by the Agency of any such remedy: other liabilities of the (a) declare the entire principal sum of the Mortgage together with Owner under the Note to be immediately due and payable; (b) cease making disbursements to the Owner of any funds, Loan or from reserves held by the Agency; ce in the accounts for Project (c) apply any reserves held by the Agency or s, to the payment of the Owner's disbursements and revenues, or any combination of liabilities hereunder; ect and Land or a portion thereof, including t placed in or on the Project and Land. In ‘o the appointment of a receiver of the rents and Out notice, with power to collect the rents, uses and eeduring the pendency of such foreclosure suit, such ed and pledged as additional security for the payment oftgage without regard to the value of the Project or the for payment of the mortgaged indebtedness. The Owner for itself and any such subsequeritowngr hereby waives any and all defenses to the application for a receiver as above and hereby spetifically consents to such appointment without notice, but nothing herein contained is to be trued to deprive the holder of the Mortgage of any other right, remedy or privilege it may note under the law to have a receiver appointed. The provisions for the appointment of a i f the rents and profits and the assignment of such rents and profits, is made an expre: ion upon which the Loan hereby secured are made. Upon such foreclosure the Agency shall ‘Rave the right to have a receiver appointed for the Project and the rent from the Project; (d) foreclose the lien of the Mortgage without limitation all Improvements existi any action to foreclose, the Agency shall be profits of the Project as a matter of right ad profits of

m the Project; (d) foreclose the lien of the Mortgage without limitation all Improvements existi any action to foreclose, the Agency shall be profits of the Project as a matter of right ad profits of said Project, due and becomi, rents and profits being hereby expres. of the indebtedness secured by.th solvency of any person or pergons li (e) pursuant to its rights under the Act and the Program, remove the Project Manager(s) after consultation with the Owner, or, if the Agency, after consultation with the Owner, decides, it is in the best interest of the Project and Clients, hereinafter defined, the Owner shall deed the Project and Land to the Agency; (f) take possession of the Project and Land or a portion thereof; (g) without judicial process, collect all rents and other revenue including federal and State subsidies as the agent of the Owner (which upon the occurrence of any Event of Default the Agency 17

is deemed to have been irrevocably appointed by the Owner), and apply the same at the Agency's option either to the operation and maintenance of the Project or to the liabilities of the Owner under the Mortgage; (h) act as landlord of the Project and rent or lease the same on any terms approved by it, or dispossess by summary proceedings or other available means any tenant defaulting under the terms of the lease of a dwelling unit; (i) take possession of equipment, appliances or other tangibie personal property in which a security interest has been granted by this Agreement or the Mortgage and dispose of the same in any commercially reasonable manner. The Agency shall have the op' dispose of any such equipment and personal property either separately from the Project a: or in conjunction with a sale of the Project and Land, and the Owner agrees that eith disposition shall be commercially reasonable; y the Owner to the Agency, in to exercise any and all rights of the the Agency to proceed with the s by the Owner made with respect to the ‘he Loan; (j) make effective an assignment of the Architect’ which event the Agency is specifically empowered by the Owner under the Architect’s Contract, and at th rehabilitation of the Project, in which event all pa Architect’s Contract shall be treated as disburse for a mandatory injunction or other equitable of its obligations under this Agreement or the Owner agrees with the Agency that the Agency's ince of the Owner's obligations under the Mortgage or ents is not adequate by reason, among other things, of the quate, safe and sanitary dwelling units; (k) subject to Section 40 hereof, sus relief requiring performance by the Own Mortgage or the other Loan Docume: remedy at law for the violation or no: this Agreement or the other Loan Agency's public purpose to provi () after consultationywith tie Owner, sue under the Architect’s Contract or on a warranty to recover any amount ble té*the Owner pursuant to the Architect’s Contract or payable to the Owner pursuant to an warranty and to settle any such claim or liability and release the same and apply the proc 'y such suit, settlement or release to the liabilities of the Owner under this Agreement 6 gage; )wner commits a breach or threatens to commit a breach of any of the provisions of the Mortgages or other Loan Documents, the Agency shall have the right, without

e Owner under this Agreement 6 gage; )wner commits a breach or threatens to commit a breach of any of the provisions of the Mortgages or other Loan Documents, the Agency shall have the right, without posting bond or other security, to seek injunctive relief or specific performance, it being acknowledged and agreed that any such breach, or threatened breach, will cause irreparable injury to the Agency and that money damages will not provide an adequate remedy; and/or {n) to undertake reasonable maintenance and make reasonable repairs to the Project and to add the cost thereof to the principal balance of the Mortgages. (0) notwithstanding the above enumeration of remedies, the Agency shall have available to it all other remedies provided at law or in equity or any other action permitted by law subject to the provisions of Section 40 of this Agreement; 18

Section 33. Expenses Due to Default. All expenses (including reasonable attorneys’ fees and costs and allowances) incurred in connection with an action to foreclose the Mortgage or in exercising any other remedy provided by the Mortgage or this Agreement or the other Loan Documents, including the curing of any Event of Default, shall be paid by the Owner, together with interest at the then current rate being received by the Agency on its investments as determined in good faith by the Agency. Any such sum or sums and the interest thereon shall be a further lien on the Project, Land and improvements, and shall be secured by this Agreement and the Mortgage. Section 34. Burden and Benefit. The Agency and the Owner hereby declare their understanding and intent that the burden of the covenants set forth her uch and concern the Land in that the Owner's legal interest in the Land and the Project is rend valuable thereby. The Agency and the Owner hereby further declare their understandi: that the benefit of such covenants touch and concern the Land by enhancing and ine enjoyment and use of the Land and part of the Project as housing for persons wit disabilities. , reservations and restrictions Section 35. Uniformity; Common Plan. The hereof shall apply uniformly to the entire Project and ns hereof are imposed upon and made Il be enforceable against the Owner or any st in the Project at the time of such violation ovisions hereof as to any breach or violation y entitled to enforce the provisions hereof or to on or repetition of such breach or violation or any time or times. Section 36. Remedies; Enforceability. Th applicable to the Land and shall run with the other person or entity that has or had an ow! or attempted violation. No delay in ento: shall impair, damage or waive the right obtain relief against or recover for the ae similar breach or violation hereof at ices; Waivers. This Agreement and the Mortgage may be ‘ing executed and acknowledged on behalf of the Agency and instrument may be recorded. amended only by an instrume the Owner in such manney {hat t No waiver by gency in any particular instance of any Event of Default or required performance by the*Qwxer’and no course of conduct of the parties or failure by the Agency to enforce or insistponspertormance of any of the obligations of the Owner under this Agreement, the Mortgage, or undefthe other

*Qwxer’and no course of conduct of the parties or failure by the Agency to enforce or insistponspertormance of any of the obligations of the Owner under this Agreement, the Mortgage, or undefthe other Loan Documents at any time shall preclude enforcement of any of the terms of this Agreement, the Mortgage, the Note, or the other Loan documents thereafter. Any provisions of this Agreement, the Mortgage or other Loan Documents requiring the consent or approval of the Agency for the taking of any action or the omission of any action requires such consent by the Agency in writing signed by a duly authorized officer of the Agency. Any such consent or approval, unless it expressly states otherwise, is limited to the particular action or omission referred to therein and does not apply to subsequent similar actions or omissions. Notice provided for under this Agreement shall be given in writing signed by a duly authorized officer and any notice required to be given hereunder shall be given by recognized private carrier with acknowledgment of delivery or by confirmed facsimile, with a hard copy sent by 19

certified mail,-return.receipt requested, or by certified or registered mail, postage prepaid, return receipt requested, at the addresses specified below, or at such other addresses as may be specified in writing by the parties hereto. Agency: Executive Director New Jersey Housing and Mortgage Finance Agency 637 South Clinton Avenue, CN 18550 Trenton, NJ 08650-2085 Owner: Jewish Services for the Developmentally Disabled of MetroWest, Inc. 270 Pleasant Valley Way West Orange, NJ 07052 Attention: Executive Director Q All notices shall be deemed given when received. © Section 38. Severability. The invalidity of any peer hereof shall not affect the validity, legality and enforceability of the remaining pertions féfeof, and to this end the provisions of this Agreement shall be severable. > Section 39. Successors and Assigns. Thi Geigement and all rights, duties, obligations and e benefit of the parties hereto and their interests arising hereunder shall bind and respective heirs, personal “ro e and permitted assigns. Section 40. Personal Lining Wisin g any other provision contained in this Agreement, the other loan document: other document or instrument executed by the owner in connection herewith or therewit ialges agrees, on behalf of itself and any future holder of the Note, that the liability of the general or limited partner, member or shareholder of the Owner, if applicable, and itsespegtive heirs, representatives, successors and assigns, for the payment of its obligations heretifider and under the other loan documents, including, without limitation, the payment uF interest and other charges due hereunder and thereunder, shall be limited to the collate ged under the mortgage and the other loan documents, and that the Agency shall have ghtto seek a personal judgment against the Owner, any general or limited partner, membi older of the Owner, if applicable and its respective heirs, representatives, successors and a: s, individually, except to the extent necessary to subject the collateral (including the Project and Land) pledged under the Mortgage and the other loan documents to the satisfaction of the Mortgage debt, and provided, however, that the Agency shall retain the right to exercise any and all remedies granted to it under the Mortgage, this Agreement and the other loan documents, including without limitation the right to sue for injunctive

ency shall retain the right to exercise any and all remedies granted to it under the Mortgage, this Agreement and the other loan documents, including without limitation the right to sue for injunctive or other equitable relief. The foregoing limitation of liability shall not apply to any party to the extent such party has committed fraudulent, criminal or other unlawful acts and shall not apply to such amounts due to the Lender pursuant to Sections 10, 11, 12, 15, and 33 of this Agreement. Section 41. Reserved. Section 42. Disclaimer of Warranties, Liability; Indemification/Defense. 20