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Priority and Subordination Agreement 15 Teanaway Court <br />Condemnation or a Casualty made by the Senior Lender, following the <br />consultation by the Senior Lender with the Subordinate Lender in <br />adjusting or settling any claim for which Loss Proceeds may reasonably <br />be expected to exceed $25,000; <br />ii. subject to the proviso set forth in this subsection (f) below, all Loss <br />Proceeds shall be applied either to payment of the costs and expenses of <br />Restoration or to payment on account of the Indebtedness secured by the <br />Deeds of Trust, as and in the manner determined by the Senior Lender, <br />in its sole discretion; <br />iii. subject to the proviso set forth in this subsection (f) below, in the event <br />the Senior Lender applies or releases Loss Proceeds for the purposes of <br />Restoration of the Property, the Subordinate Lender shall release for such <br />purpose all of its right, title and interest, if any, in and to such Loss <br />Proceeds; and <br />iv. subject to the proviso set forth in this subsection (f) below, if the Senior <br />Lender elects to apply Loss Proceeds to payment on account of its Senior <br />Indebtedness, and if the application of such Loss Proceeds results in the <br />payment in full of its entire Senior Indebtedness, any remaining Loss <br />Proceeds held by the Senior Lender shall be paid to the Subordinate <br />Lender (in the order of priority as set forth in Section 2(b)) unless another <br />party has asserted a claim to the remaining Loss Proceeds; <br />provided, however, that notwithstanding the foregoing, so long as any Subordinate <br />Deed of Trust, excluding the CPF Sponsor Deed of Trust and the County Funds <br />Sponsor Deed of Trust, remains in effect on any part of the Property, in the event <br />of a Condemnation or a Casualty, any Loss Proceeds shall be applied first to <br />Restoration, and any amounts secured by any Deed of Trust shall not be accelerated <br />as a result of such Condemnation or Casualty, unless: <br /> <br />i. at the time of the Condemnation or Casualty, there is an uncured or <br />uncurable Event of Default under a Senior Loan Document, and such <br />Event of Default is not waived by the Senior Lender; <br />ii. after consultation among the Lenders, the Senior Lender determines, in <br />its sole commercially reasonable discretion, that Restoration is not <br />feasible or that adequate funds are not available therefor, which <br />determination shall occur no later than fourteen (14) days after <br />consultation among the Lenders, provided that for purposes of satisfying <br />any condition regarding the sufficiency of funds for Restoration, a <br />commitment of additional loan funds from the Subordinate Lender on <br />terms reasonably acceptable to the Senior Lender, shall be deemed <br />equivalent to the deposit of such funds by Partnership;