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Trust,the Regulatory Agreement,or the Loan Agreement and following the expiration of applicable <br /> notice and cure periods, the City finds it necessary or desirable to secure the services or advice of <br /> one or more attorneys with regard to collection of this Note against Borrower,any guarantor,or any <br /> other party liable therefor; or to the protection of its rights under this Note, the Deed of Trust, the <br /> Regulatory Agreement; or the Loan Agreement; or(ii)the City seeks to have the Project abandoned <br /> by or reclaimed from any estate in bankruptcy, or attempts to have any stay or injunction prohibiting <br /> the enforcement or collection of the Note or prohibiting the enforcement of the Deed of Trust or any <br /> other agreement evidencing or securing this Note lifted by any bankruptcy or other court. <br /> 9. Enforcement. If the City shall be made a party to or shall reasonably intervene in any action <br /> or proceeding, whether in court or before any governmental agency,affecting the Project or the title <br /> thereto or the interest of the City under the Deed of Trust, including without limitation,any form of <br /> condemnation or eminent domain proceeding,the City shall be reimbursed by Borrower immediately <br /> upon demand for all costs, charges, and reasonable attorneys' fees incurred by the City in any such <br /> case, and the same shall be secured by the Deed of Trust as a further charge and lien upon the <br /> Project. <br /> 10. Notices. Any notices provided for in this Note shall be given by mailing such notice by <br /> certified mail, return receipt requested at the addresses set forth in the Loan Agreement or at such <br /> address as either party may designate by written notice. <br /> 11. Binding on Successors. This Note shall be binding upon Borrower, its successors and <br /> assigns. <br /> 12. Non-Recourse. This Note is nonrecourse and neither Borrower nor any member, officer, <br /> partner or employee of Borrower shall have any personal liability for repayment of the sums <br /> evidenced hereby, and the City must resort only to the Project for repayment should the Borrower <br /> fail to repay the sums evidenced hereby. <br /> 13. Governing Law. This Note shall be construed in accordance with and be governed by the <br /> laws of the State of California. <br /> 14. Severability. If any provision of this Note shall be invalid, illegal or unenforceable, the <br /> validity, legality and enforceability of the remaining provisions hereof shall not in any way be <br /> affected or impaired thereby. <br /> [SIGNATURE ON FOLLOWING PAGE] <br />