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B R I G G S A N D M O R G A N and the payment of the amounts due under the Promissory Note evidencing the $6.825 MM loan from the HRA to F &C Member (the "HRA Guaranties "). Under the terms of the HRA Guaranties, the HRA may commence an action against the guarantors if F &C Member fails to repay the HRA loans when and as due or otherwise defaults under the HRA Loan Agreement or the HRA Notes. The Debt Subordination Agreement restricts the HRA's right to enforce the guaranties as follows: 1. The HRA retains the unrestricted right to enforce the guaranties at all times prior to PNC's first advance and after PNC has been paid in full. 2. After PNC's first advance and prior to PNC's receipt of payment in full, the HRA retains the unfettered right to enforce the personal guarantees if: 4509147v3 a. PNC voluntarily satisfies or releases the Mortgage; b. PNC releases the guarantors from the terms of PNC's guarantees or otherwise agrees not to enforce the PNC guarantees(which could happen in a deed in lieu situation); or c. PNC forecloses the PNC mortgage and the amount bid at the foreclosure sale equals the amount owed to PNC; and 3. If After PNC's first advance and prior to PNC's receipt of payment in full, F &C defaults in the performance of its obligations under the PNC loan documents and PNC either accepts a deed in lieu of foreclosure without releasing or agreeing not to enforce the PNC guarantees, or PNC forecloses but the amount PNC receives from the foreclosure sale is less than the amount that PNC owes, either PNC or the HRA may commence enforcement of their rights under their respective guarantees but only after providing the other party with 30 days prior written notice and subject to the requirement that any resulting enforcement action will be taken jointly by PNC and the HRA and the proceeds from such joint action will be allocated between PNC and the HRA on a pro rata basis based on the then - outstanding balances of the PNC loan and the HRA loans. If notice of an enforcement action is given and the other party elects not to proceed with enforcement then the party providing the notice is free to pursue collection under its own guarantees; and 4. If PNC and F &C Apartments amend the terms of the PNC loan documents to extend the maturity date of the PNC loans beyond March 1, 2018, the HRA may commence an action to enforce its guarantees but enforcement is subject to the same joint enforcement provisions described in Subsection 3 above. As described in Section IV with respect to the HRA's right to obtain a judgment against F &C Member, if the HRA obtains payments from the guarantors that are prohibited by the terms of the Debt Subordination Agreement, the Debt Subordination Agreement requires that the HRA 5