Page 65 - ALTA Endorsements Guide

A L T A E N D O R S E M E N T

1-06 to 9.6.1-06 9.7-06 to 17.1-06 17.2-06 to 28.3-06 29-06 to 36.6-06 36.7-06 to 46-06

ALTA ENDORSEMENT 16-06

MEZZANINE FINANCING

Adopted (6-17-06)

1. The Mezzanine Lender is: ___________________________________________ and each successor
in ownership of its loan (“Mezzanine Loan”) reserving, however, all rights and defenses as to any
successor that the Company would have had against the Mezzanine Lender, unless the successor
acquired the indebtedness as a purchaser for value without Knowledge of the asserted defect, lien,
encumbrance, adverse claim, or other matter insured against by this policy as affecting Title.

2. The Insured
a. assigns to the Mezzanine Lender the right to receive any amounts otherwise payable to the Insured
under this policy, not to exceed the outstanding indebtedness under the Mezzanine Loan; and
b. agrees that no amendment of or endorsement to this policy can be made without the written consent
of the Mezzanine Lender.

3. The Company does not waive any defenses that it may have against the Insured, except as expressly
stated in this endorsement.

4. In the event of a loss under the policy, the Company agrees that it will not assert the provisions of
Exclusions from Coverage 3(a), (b) or (e) to refuse payment to the Mezzanine Lender solely by reason
of the action or inaction or Knowledge, as of Date of Policy, of the Insured, provided
a. the Mezzanine Lender had no Knowledge of the defect, lien, encumbrance or other matter creating
or causing loss on Date of Policy.

b. this limitation on the application of Exclusions from Coverage 3(a), (b) and (e) shall
i. apply whether or not the Mezzanine Lender has acquired an interest (direct or indirect) in the
Insured either on or after Date of Policy, and
ii. benefit the Mezzanine Lender only without benefiting any other individual or entity that holds
an interest (direct or indirect) in the Insured or the Land.

5. In the event of a loss under the Policy, the Company also agrees that it will not deny liability to the
Mezzanine Lender on the ground that any or all of the ownership interests (direct or indirect) in the
Insured have been transferred to or acquired by the Mezzanine Lender, either on or after the Date of
Policy.

6. The Mezzanine Lender acknowledges

a. that the Amount of Insurance under this policy shall be reduced by any amount the Company may
pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which the
Insured has agreed, assumed, or taken subject, or which is hereafter executed by an Insured and
which is a charge or lien on the Title, and the amount so paid shall be deemed a payment under
this policy; and
b. that the Company shall have the right to insure mortgages or other conveyances of an interest in
the Land, without the consent of the Mezzanine Lender.

7. If the Insured, the Mezzanine Lender or others have conflicting claims to all or part of the loss payable
under the Policy, the Company may interplead the amount of the loss into Court. The Insured and the

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