14-20 Cedar Glen Bond Ordinance Addendums

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which Issuer and MBI may have pursuant to any law of the United States of America or any rule, regulation or order of any department or agency thereof and nothing herein shall be deemed to make unlawful any transaction or conduct by Issuer and MBI which is lawful pursuant to,or which is permitted by,any of the foregoing. Section 19.26 Counterparts. This Agreement may be executed in counterparts, each of which shall constitute an original though not fully executed, but all of which, when taken together, shall constitute but one instrument. Any party hereto may execute this Agreement by executing any such counterpart. The signature and acknowledgement page(s) of any counterpart may be detached from a counterpart without impairing the legal effect of the signature(s) thereon and attached to any other counterpart identical thereto except for the signature and acknowledgement page attached to it. Any executed counterpart which is transmitted to MBI or its attorneys by facsimile or electronic mail transmission shall be deemed to have been properly executed and delivered by all parties executing such counterpart for all purposes hereof to the same effect as if such original executed counterpart was delivered to MBI or its attorneys. Section 19.27 Captions. The captions or headings herein have been inserted solely for the convenience of reference and in no way define or limit the scope, intent or substance of any provision of this Agreement. Section 19.28 MBI Determinations. Issuer, pursuant to the terms and provisions of this Agreement, assignedrights its ri hts and title to the Loan to MBI who will administer such loan for the benefit of the bondholders. Notwithstanding anything contained in any Loan Document to the contrary, Borrower and Issuer hereby acknowledge and agree that any determinations, discretionary actions, approvals, consents, discretionary decisions or waivers to be made by Issuer pursuant to the Loan Documents shall not be made without written direction from MBI. Notwithstanding anything contained in any Loan Document to the contrary, Borrower hereby acknowledges and agrees that any determinations, discretionary actions, approvals, consents, discretionary decisions or waivers made by Issuer that are not accompanied by a written direction from MBI shall be void and have no force and effect unless and until accompanied by a written direction from MBI. Section 19.29 Issuer Deliverables. Notwithstanding anything contained in any Loan Document to the contrary, Borrower and Issuer hereby acknowledge and agree that any items to be provided to Issuer pursuant to the Loan Documents shall be provided to MBI instead. Notwithstanding anything contained in any Loan Document to the contrary, Borrower and Issuer hereby acknowledge and agree that any reserve, deposit, escrow or account established or to be established by Borrower with Issuer, as applicable, pursuant to the terms and conditions of any Loan Document shall be established by Issuer and Borrower at a bank or banks selected by MBI, in its sole discretion. Furthermore, MBI shall have the right of setoff with respect to any such reserves,deposits, escrows or accounts. Section 19.30 MBI Indemnification. Borrower hereby acknowledges and agrees that any indemnification provisions set forth in any Loan Document indemnifying Issuer shall also indemnify MBI to the same extent as such provisions indemnify Issuer. ARTICLE XX. CASUALTY AND CONDEMNATION Section 20.1 Assignment of Insurance Policies, Application of Proceeds and Additional Requirements. All insurance policies are to be held by and, to the extent of its interests, for the benefit of and, subject to the HUD Mortgage, payable in case of loss to MBI, and Borrower shall deliver to MBI a new policy as replacement for any expiring policy at least fifteen (15) days before the date of Page 68