Common use of Appointment of Receiver Clause in Contracts

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee If an Event of Default shall have occurred and be continuing, in any action addition to foreclose this Mortgage all other rights, powers and remedies herein conferred or conferred by operation of law, Secured Party shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver of the rents, income and profits Collateral without the necessity of the Mortgaged Property. If an Event posting of Default (hereinbelow defined) occurs under this Mortgagea bond or notice; and shall, to the extent not prohibited by applicable law, be entitled to such receiver as a matter of right and right, without regard to the solvency or insolvency of Debtor, the value or adequacy of the Collateral or the Collateral being in danger of being materially injured or reduced in value as security by removal, destruction, deterioration, accumulation of prior liens or otherwise; and such receiver may be appointed by any security for court of competent jurisdiction upon ex parte application, and without notice, notice being expressly waived by Debtor to the Noteextent such waiver is not prohibited by applicable law. Debtor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment, and agrees not to oppose any application therefor by Secured Party, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the rights of Secured Party under this ARTICLE V. Nothing herein is to be construed to deprive Secured Party of any other right, remedy or privilege it may now or hereafter have under law to have a receiver appointed. Any money advanced by Secured Party in connection with any such receivership shall be a demand obligation owing by Debtor to Secured Party and shall bear interest, from the date of making such advancement until paid, at the Default Rate. Any such receiver shall have all powers conferred by the court appointing such receiver, which powers shall, to the extent not prohibited by applicable law include, the Mortgagor, right to enter upon demand and take immediate possession of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property Collateral or any part thereof, to exclude Debtor therefrom, to hold, use, operate, manage and control such Collateral, to make all such repairs, replacements, alterations, additions and improvements to the same as such receiver or institute proceedings for Secured Party may deem proper or expedient, to lease, sell or otherwise transfer the complete Collateral or partial foreclosure any portion thereof as such receiver or Secured Party may deem proper or expedient, to sell all of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof Hydrocarbons included in the name same subject to the provisions of ARTICLE III hereof, to demand and for the account collect all of the Mortgagor or Mortgagee and collectother earnings, receive and sequester the rents, revenuesissues, earningsprofits, incomeproceeds and other sums due or to become due with respect to such Collateral, products accounting for only the net earnings arising therefrom after charging against the receipts therefrom all fees, costs, expenses, charges, damages and profits therefrom, and out losses incurred by reason thereof plus interest thereon at the Default Rate without any liability to Debtor in connection therewith which net earnings shall be turned over by such receiver to Secured Party to be applied by Secured Party to the payment of the same and any other monies received hereunder pay or provide for Obligations in the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payorder set forth in Section 5.10.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Mortgaged Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Mortgaged Property for the repayment of the indebtedness Debt or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Debt, upon and Mortgagor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents pursuant to other terms and profits provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagorfull power to hold, upon demand of develop, rent, lease, manage, maintain, operate and otherwise use or permit the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part use of the Mortgaged Property together with upon such terms and conditions as said receiver may deem to be prudent and reasonable under the bookscircumstances as more fully set forth in Section 3.3 below. Such receivership shall, papersat the option of Mortgagee, and accounts continue until full payment of all of the Mortgagor pertaining thereto, and Debt or until title to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee If an Event of Default shall have occurred and be continuing, in any action addition to foreclose this Mortgage all other rights, powers and remedies herein conferred or conferred by operation of law, Secured Party shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver of the rents, income and profits Collateral without the necessity of the Mortgaged Property. If an Event posting of Default (hereinbelow defined) occurs under this Mortgagea bond or notice; and shall, to the extent not prohibited by applicable law, be entitled to such receiver as a matter of right and right, without regard to the solvency or insolvency of Debtor, the value or adequacy of the Collateral or the Collateral being in danger of being materially injured or reduced in value as security by removal, destruction, deterioration, accumulation of prior liens or otherwise; and such receiver may be appointed by any security for court of competent jurisdiction upon ex parte application, and without notice, notice being expressly waived by Debtor to the Noteextent such waiver is not prohibited by applicable law. Debtor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment, and agrees not to oppose any application therefor by Secured Party, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the rights of Secured Party under this Article V. Nothing herein is to be construed to deprive Secured Party of any other right, remedy or privilege it may now or hereafter have under law to have a receiver appointed. Any money advanced by Secured Party in connection with any such receivership shall be a demand obligation owing by Debtor to Secured Party and shall bear interest, from the date of making such advancement until paid, at the Default Rate. Any such receiver shall have all powers conferred by the court appointing such receiver, which powers shall, to the extent not prohibited by applicable law include, without limitation, the Mortgagor, right to enter upon demand and take immediate possession of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property Collateral or any part thereof, to exclude Debtor therefrom, to hold, use, operate, manage and control such Collateral, to make all such repairs, replacements, alterations, additions and improvements to the same as such receiver or institute proceedings for Secured Party may deem proper or expedient, to lease, sell or otherwise transfer the complete Collateral or partial foreclosure any portion thereof as such receiver or Secured Party may deem proper or expedient, to sell all of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof Hydrocarbons included in the name same subject to the provisions of Article III hereof, to demand and for the account collect all of the Mortgagor or Mortgagee and collectother earnings, receive and sequester the rents, revenuesissues, earningsprofits, incomeproceeds and other sums due or to become due with respect to such Collateral, products accounting for only the net earnings arising therefrom after charging against the receipts therefrom all fees, costs, expenses, charges, damages and profits therefrom, and out losses incurred by reason thereof plus interest thereon at the Default Rate without any liability to Debtor in connection therewith which net earnings shall be turned over by such receiver to Secured Party to be applied by Secured Party to the payment of the same and any other monies received hereunder pay or provide for Obligations in the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payorder set forth in Section 5.10.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgageshall have occurred, Mortgagee, as a matter of right and without notice to Debtor or anyone claiming under Debtor, and without regard to the adequacy then value of any security the Mortgaged Property or the interest of Debtor therein, or the insolvency of Debtor or the then-owner of the Mortgaged Property, may seek the appointment of a receiver for the Note, the Mortgagor, Mortgaged Property upon demand ex parte application to any court of the Mortgageecompetent jurisdiction; provided, however, Mortgagee shall surrender use good faith efforts to provide telephonic notice to Exxxxx X. Xxxxxxxxx, or such other party designated by Debtor in a written notice to FFCA, of such application prior to filing of such ex parte application. Debtor waives any right to any hearing or notice of hearing prior to the possession of, and it appointment of a receiver. Such receiver shall be lawful for Mortgageeempowered (a) to take possession of the Mortgaged Property and any businesses conducted by Debtor thereon and any business assets used in connection therewith, by (b) to exclude Debtor and Debtor's agents, servants and employees from the Mortgaged Property, or, at the option of the receiver, in lieu of such officer or agent as it may appointexclusion, to take possession, of all or collect a fair market rental from any such persons occupying any part of the Mortgaged Property together with Property, (c) to collect the booksrents, papersissues, profits and accounts of the Mortgagor pertaining theretoincome therefrom, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, (d) to complete any construction that may be in progress, (e) to continue the development, marketing and equipping sale of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, (f) to do such maintenance and make such repairs and alterations as the receiver deems necessary, (g) to use all stores of materials, supplies and maintenance equipment on the Mortgaged Property and replace such items at the expense of the receivership estate, (h) to pay all taxes and assessments against the Mortgaged Property, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or lease subsequent encumbrance, (i) to request that Mortgagee advance such funds as may reasonably be necessary to the Premises or any part thereof effective exercise of the receiver's powers, on such terms as may be agreed upon by the receiver and Mortgagee, but not in excess of the Default Rate (as defined in the name Note), and for the account (j) generally to do anything that Debtor could legally do if Debtor were in possession of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.Mortgaged

Appointment of Receiver. Mortgagee in In any action to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the MortgagorOneida, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possessionpossession of, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor Oneida pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay. The Receiver shall also be authorized to collect from Oneida, and Oneida agrees to pay, the fair rental value of Oneida's use and occupancy of the Mortgaged Property.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Mortgaged Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Mortgaged Property for the repayment of the indebtedness Debt or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Debt, upon and Mortgagor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagorfull power to hold, upon demand of develop, rent, lease, manage, maintain, operate and otherwise use or permit the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part use of the Mortgaged Property together with upon such terms and conditions as said receiver may deem to be prudent and reasonable under the bookscircumstances as more fully set forth in Section 15.3 below. Such receivership shall, papersat the option of Mortgagee, and accounts continue until full payment of all of the Mortgagor pertaining thereto, and Debt or until title to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitledAfter the occurrence and during the continuance of an Event of Default, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of MortgagorAgent may, upon at Agent's sole option, make application to any a court having jurisdiction, to the of competent jurisdiction for appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the booksProperty, papersas a matter of strict right and without notice to Mortgagor, and accounts Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Agent, but nothing herein is construed to deprive Agent of any other right, remedy or privilege Agent may now have under the law to have a receiver appointed; provided that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Agent to receive payment of all of the Mortgagor pertaining theretorents, issues, deposits and profits pursuant to other terms and provisions set forth in this Mortgage. Such appointment may be made either before or after sale, without notice; without regard to the solvency or insolvency, at the time of application for such receiver, of the person or persons, if any, liable for the payment of the Obligations; without regard to the value of the Mortgaged Property at such time and whether or not the same is then occupied as a homestead; without bond being required of the applicant; and Agent hereunder or any employee or agent thereof may be appointed as such receiver. Such receiver shall have all powers and duties prescribed by law, including the power to take possession, control and care of the Mortgaged Property and to holdcollect all rents, operate issues, deposits, profits and manage avails thereof during the samependency of such foreclosure suit and apply all funds received toward the Obligations, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course event of a sale and a deficiency where Mortgagor has not waived its statutory rights of redemption, during the full statutory period of redemption, as well as during any further times when Mortgagor or its devisees, legatees, administrators, legal representatives, successors or assigns, except for the intervention of such construction receiver, would be entitled to collect such rents, issues, deposits, profits and avails, and shall have all other powers that may be necessary or equipping to useful in such cases for the protection, possession, control, management and operation of the Mortgaged Property during the whole of any such period. To the extent permitted by law, such receiver may extend or modify any then existing leases and make such changes to the same as it may deem desirable; and Mortgagee may sell new leases of the Mortgaged Property or any part thereof, which extensions, modifications and new leases may provide for terms to expire, or institute proceedings for options to lessees to extend or renew terms to expire, beyond the complete Maturity Date, it being understood and agreed that any such leases, and the options or partial foreclosure of the lien of this Mortgage on other such provisions to be contained therein, shall be binding upon Mortgagor and all persons whose interests in the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior Property are subject to the lien hereof, and upon the purchaser or purchasers at any such foreclosure sale, notwithstanding any redemption from sale, discharge of this Mortgage which Mortgagee may deem it wise indebtedness, satisfaction of foreclosure decree or issuance of certificate of sale or deed to payany purchaser.

Appointment of Receiver. To the extent permitted by law, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Secured Obligations or the solvency of Mortgagorany person liable therefor, upon application to any court having jurisdictionand with or without taking possession of the Property, to the appointment of a receiver for the Property upon ex-parte application to any court of competent jurisdiction. Mortgagor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. Such receiver and its agents shall be empowered to (a) take possession of the Property and any businesses conducted by Mortgagor or any other person thereon and any business assets used in connection therewith, (b) exclude Mortgagor and Mortgagor’s agents, servants, and employees from the Property, (c) collect the rents, issues, profits, and income therefrom, (d) complete any construction which may be in progress, (e) do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) use all stores of materials, supplies, and maintenance equipment on the Property and replace such items at the expense of the Mortgaged receivership estate, (g) pay all taxes and assessments against the Property and the Chattels, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (h) generally do anything which Mortgagor could legally do if Mortgagor were in possession of the Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as All expenses incurred by the receiver or its agents shall constitute a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property Secured Obligations. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys’ fees incurred by the receiver and by Mortgagee, together with interest thereon at the books, papersDefault Rate from the date incurred until repaid, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage balance shall be applied toward the same, and from time to time to make all needed repairs and improvements Secured Obligations in such order or manner as Mortgagee shall deem wise; andmay in its sole discretion elect or in such other manner as the court may direct. Unless sooner terminated with the express consent of Mortgagee, if Mortgagee deems it necessary any such receivership will continue until the Secured Obligations have been discharged in full, or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; Property has passed after foreclosure sale and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure all applicable periods of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. Mortgagee in Upon, or at any action time after, the filing of a complaint to foreclose (or partially foreclose) this Mortgage Leasehold Mortgage, the court in which such complaint is filed shall, upon petition by Leasehold Mortgagee, appoint a receiver for the Property; which receiver shall be entitledbound by the Property Lease and the Agreement Regarding Lease. Such appointment may be made either before or after any foreclosure sale, without notice and as a matter of right and notice, without regard to the adequacy solvency or insolvency, at the time of any security application for such receiver, of the indebtedness person or persons, if any, liable for the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver payment of the rentsSecured Indebtedness, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand value of the Mortgagee, shall surrender Property at such time and whether or not the possession ofsame is occupied as a homestead, and it without bond being required of the applicant. Leasehold Mortgagee or any employee of Leasehold Mortgagee thereof may be appointed as such receiver. Such receiver shall be lawful for Mortgageehave all powers and duties prescribed by applicable law, by such officer or agent as it may appoint, including the power to take possession, of all or any part control, and care of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to holdcollect all rents thereof during the pendency of such foreclosure suit and, operate in the event of a sale and manage deficiency, where Leasehold Mortgagor has not waived its statutory rights of redemption, during the samefull statutory period of redemption, and as well as during any further times when Leasehold Mortgagor or its devisees, legatees, heirs, executors, administrators, legal representatives, successors, or assigns, except for the intervention of such receiver, would be entitled to collect such rents. The court from time to time time, either before or after entry of judgment of foreclosure, may authorize the receiver to make all needed repairs and improvements as Mortgagee shall deem wise; andapply the net income in his hands in payment in whole or in part of: (a) the indebtedness secured hereby, if Mortgagee deems it necessary or desirableby any decree foreclosing this Leasehold Mortgage, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereoftax, special assessment or institute proceedings for the complete other lien which may be or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior become superior to the lien hereof or of this Mortgage which Mortgagee may deem it wise such decree, provided such application is made prior to payany foreclosure sale, and (b) the deficiency in case of a sale and deficiency.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Mortgaged Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Mortgaged Property for the repayment of the indebtedness Debt or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Debt, upon and Mortgagor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents pursuant to other terms and profits provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagorfull power to hold, upon demand of develop, rent, lease, manage, maintain, operate and otherwise use or permit the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part use of the Mortgaged Property together with upon such terms and conditions as said receiver may deem to be prudent and reasonable under the bookscircumstances as more fully set forth in Section 3.3 below. Such receivership shall, papersat the option of Mortgagee, and accounts continue until full payment of all of the Mortgagor pertaining thereto, and Debt or until title to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial subject to foreclosure of the lien of shall have passed by foreclosure sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in In any action to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the MortgagorBuffalo China, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possessionpossession of, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor Buffalo China pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay. The Receiver shall also be authorized to collect from Buffalo China, and Buffalo China agrees to pay, the fair rental value of Buffalo China's use and occupancy of the Mortgaged Property.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitledshall, as a matter of right, without notice and as a matter of right without giving bond to the Company or anyone claiming by, under or through it, and without regard to the adequacy of any security solvency or insolvency of the indebtedness Company or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits then value of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as be entitled to have a matter of right and without regard receiver appointed pursuant to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, Act of all or any part of the Mortgaged Property together and the rents, issues and profits thereof, with such power as the bookscourt making such appointment shall confer (including, papersbut not limited to, the rights of a receiver pursuant to Minn. Stat. § 576.01), and accounts the Company hereby consents to the appointment of such receiver and shall not oppose any such appointment. Any such receiver may, to the extent permitted under applicable law, without notice, enter upon and take possession of the Mortgagor pertaining theretoMortgaged Property or any part thereof by summary proceedings, ejectment or otherwise, and to may remove the Company or other persons and any and all property therefrom, and may hold, operate and manage the samesame and receive all earnings, income, rents, issues and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property proceeds accruing with respect thereto or any part thereof, whether during the pendency of any foreclosure or institute proceedings for until any right of redemption shall expire or otherwise, and perform the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester apply the rents, revenues, earnings, income, products issues and profits therefrom, and out to the payment of the same expenses enumerated in Minn. Stat. § 576.01, Subd. 2 in the priority mentioned therein and any other monies received hereunder pay or provide to all expenses for maintenance of the payment of, all proper Mortgaged Property and to the costs and expenses of taking, holding, leasing, selling and managing the samereceivership, including reasonable compensation attorney’s fees, to the repayment of the Indebtedness Hereby Secured hereby and as further provided in any assignment of leases and rents executed by the Company to the Mortgagee whether contained in this Mortgage or in a separate instrument. The Company does hereby irrevocably consent to such appointment. The purchaser at any foreclosure sale, including the Mortgagee, its agents shall have the right, at any time and counselwithout limitation as provided in Minn. Stat. § 582.03, to advance the money to any receiver appointed hereunder to pay any part or all of the items which the receiver would otherwise be authorized to pay if cash were available from the Mortgaged Property and the sum so advanced, with interest at the rate then in effect under the terms of the Note, shall be a part of the sum required to be paid to redeem from any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure sale.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, ----------------------- initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Trust Property, without notice and as a matter of strict right and without notice to Grantor and without regard to the adequacy of any security the Trust Property for the repayment of the indebtedness Debt or the solvency of MortgagorGrantor or any person or persons liable for the payment of the Debt, upon and Grantor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Xxxxxxxxxxx, but nothing herein is to be construed to deprive Beneficiary of any court having jurisdictionother right, remedy or privilege Beneficiary may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Beneficiary to receive payment of the rents, income Rents pursuant to other terms and profits provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Trust Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Beneficiary, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the Debt or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Trust Property subject to foreclosure shall have passed by foreclosure sale under this Deed of Trust or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee If an Event of Default shall have occurred and be continuing, then for so long as, and until, the indebtedness secured hereby is repaid in any action to foreclose this Mortgage shall be entitledfull, without notice Lender and Trustee shall, as a matter of right right, upon ex parte application and without regard to the adequacy of any security value of the indebtedness Property or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Noteindebtedness secured hereby and without regard to whether Lender has commenced an action to foreclose the lien of this Security Instrument and without requirement for prior notice, be entitled to the Mortgagor, upon demand appointment of the Mortgagee, shall surrender the possession of, and it shall be lawful a receiver for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property, whether such receivership be part of the Property together with the books, papersor otherwise, and accounts without regard to the nature of the Mortgagor pertaining theretoaction in which the appointment of a receiver is sought, and Borrower hereby consents to, and waives prior notice of, the appointment of such a receiver and will not oppose any such appointment. Such receiver or other official shall have all rights and powers permitted by applicable law and such other rights and powers as the court making such appointment may confer, but the appointment of such receiver or other official shall not impair or in any manner prejudice the rights of Lender to holdreceive the receipts with respect to any of the Property pursuant to this Security Instrument or any other Loan Documents. Without limiting the generality of the foregoing, operate and manage such receiver shall have, as permitted by the court ordering the same, and from time to time the power to make Leases to be binding upon all needed repairs parties, including Borrower, the purchaser at a sale pursuant to a judgment of foreclosure and improvements as Mortgagee any person acquiring an interest in the Property after entry of a judgment of foreclosure and the power to extend or modify any then-existing Leases, which extensions and modifications may provide for terms to expire, or for options for tenants to extend or renew beyond the stated maturity date of the Note, it being understood and agreed that any such Leases, and the options or other provisions to be contained therein, shall deem wise; andbe binding upon Borrower and all the persons whose interest in the Property are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, if Mortgagee deems it necessary or desirablenotwithstanding any redemption, to complete construction and equipping reinstatement, discharge of the Indebtedness, satisfaction of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereofforeclosure judgment, or institute proceedings for issuance of any certificate of sale or deed to any purchaser. In addition, such receiver shall have, as permitted by the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing court ordering the same, including reasonable compensation all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the Property during the whole of the period of such receivership. Lender or Trustee may also seek a temporary restraining order or other injunctive relief with respect to Mortgagee, its agents and counsel, and any charges act of Mortgagee hereunder, and any taxes and other charges prior to the lien omission constituting an Event of this Mortgage which Mortgagee may deem it wise to payDefault.

Appointment of Receiver. Mortgagee in Upon, or at any action time after the filing of a complaint to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver of the Mortgaged Property by the court in which such complaint is filed, and Mortgagor hereby consents to such appointment. Such appointment may be made either before or after sale, without notice, without regard to the solvency or insolvency of Mortgagor at the time of application for such receiver and without regard to the then value of the Mortgaged Property or whether the same shall be then occupied as a homestead or not and Mortgagee or any holder of the Notes may be appointed as such receiver. Such receiver shall have power: (a) to collect the rents, income issues and profits of the Mortgaged Property. If an Event Property during the pendency of Default (hereinbelow defined) occurs under this Mortgagesuch foreclosure suit and, in case of a sale and a deficiency, during the full statutory period of redemption, whether there be redemption or not, as well as during any further times when Mortgagor, except for the intervention of such receiver, would be entitled to collect such rents, issues and profits; (b) to extend or modify any then existing leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the indebtedness hereunder and beyond the date of the issuance of a matter of right deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and without regard agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and all persons whose interests in the premises are subject to the adequacy lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge of the mortgage indebtedness, satisfaction of any security foreclosure decree, or issuance of any certificate of sale or deed to any purchaser; and (c) all other powers which may be necessary or are usual in such cases for the Noteprotection, the Mortgagorpossession, upon demand control, management, and operation of the Mortgagee, shall surrender premises during the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, whole of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and said period. The court from time to time may authorize the receiver to make all needed repairs and improvements as Mortgagee shall deem wise; andapply the net income in his hands in payment in whole or in part of: (a) the indebtedness secured hereby, if Mortgagee deems it necessary or desirableby any decree foreclosing this mortgage, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereoftax, special assessment or institute proceedings for the complete other lien which may be or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior become superior to the lien hereof or of this Mortgage which Mortgagee may deem it wise such decree, provided such application is made prior to payforeclosure sale; (b) the deficiency in case of a sale and deficiency.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage Beneficiary shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Indebtedness or the solvency of Mortgagor, upon application to any court having jurisdictionperson liable therefor, to the appointment of a receiver for the Property upon ex parte application to any court of competent jurisdiction. Grantor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. Such receiver and his agents shall be empowered (a) to take possession of the Property and any businesses conducted by Grantor or any other person thereon and any business assets used in connection therewith and, if the receiver deems it appropriate, to operate the same, (b) to exclude Grantor and Grantor’s agents, servants, and employees from the Property, (c) to collect the rents, issues, profits, and income therefrom, (d) to complete any construction which may be in progress, (e) to do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) to use all stores of materials, supplies and maintenance equipment on the Property and replace such items at the expense of the Mortgaged receivership estate, (g) to pay all taxes and assessments against the Property and the Chattels, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (h) generally to do anything which Grantor could legally do if Grantor were in possession of the Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as All expenses incurred by the receiver or his agents shall constitute a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property Indebtedness. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys’ fees incurred by the receiver and by Beneficiary, together with interest thereon at the books, papersDefault Rate from the date incurred until repaid, and accounts the balance shall be applied toward the Indebtedness or in such other manner as the court may direct. Unless sooner terminated with the express consent of Beneficiary, any such receivership will continue until the Mortgagor pertaining theretoIndebtedness has been discharged in full, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; Property has passed after foreclosure sale and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure all applicable periods of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex-parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver, without notice and trustee, liquidator or conservator for all or any part of the Property, as a matter of strict right and without notice to Borrower and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorBorrower or any person or persons liable for the payment of the indebtedness secured hereby, upon and Borrower does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Lender, but nothing herein is to be construed to deprive Lender of any court having jurisdictionother right, remedy or privilege Lender may now have under the law to have a receiver, trustee, liquidator or conservator appointed, provided, however, that the appointment of a receiver such receiver, trustee, liquidator or conservator or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Lender to receive payment of the rentsRents and Profits pursuant to other terms and provisions of this Security Instrument or the Assignment. Any such receiver, income and profits trustee, liquidator or conservator shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers, as a matter of right and trustees, liquidators or conservators in similar cases, including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Lender, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property shall have passed by foreclosure sale under this Security Instrument or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. To the extent permitted by law, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Secured Obligations or the solvency of Mortgagorany person liable therefor and whether or not proceedings for the foreclosure of the Mortgage have been commenced, upon application to any court having jurisdictionand if such proceedings have been commenced, whether or not a foreclosure sale has occurred, to the appointment of a receiver for the Property upon ex-parte application to any court of competent jurisdiction. Mortgagor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. To the extent permitted by applicable law, such receiver and its agents shall be empowered, but shall not be obligated, to (a) take possession of the Property and any businesses conducted by Mortgagor or any other person thereon and any business assets used in connection therewith, (b) exclude Mortgagor and Mortgagor’s agents, servants, and employees from the Property, (c) collect the rents, issues, profits, and income therefrom, (d) complete any construction which may be in progress, (e) do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) use all stores of materials, supplies, and maintenance equipment on the Property and replace such items at the expense of the Mortgaged receivership estate, (g) pay all taxes and assessments against the Property and the Chattels, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (h) generally do anything which Mortgagor could legally do if Mortgagor were in possession of the Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as All expenses incurred by the receiver or its agents shall constitute a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property Secured Obligations. Any revenues collected by the receiver shall be applied, to the extent permitted by applicable law, first to the expenses of the receivership, including attorneys’ fees incurred by the receiver and by Mortgagee, together with interest thereon at the books, papersDefault Rate from the date incurred until repaid, and accounts the balance shall be applied in accordance with Section 8.3 hereof. Unless sooner terminated with the express consent of Mortgagee, any such receivership will continue until the Mortgagor pertaining theretoSecured Obligations have been discharged in full, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; Property has passed after foreclosure sale and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure all applicable periods of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior to foreclose this Mortgage shall be entitledor after, without notice initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to a court of competent jurisdiction for appointment of a receiver for all or any part of the Property, as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee or Lender of any court having jurisdictionother right, remedy or privilege Mortgagee or Lender may now have under the law to have a receiver appointed, provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Upon the occurrence of a Default as hereinabove defined, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver to enter upon and take and maintain full control of the Property in order to perform all acts necessary and appropriate for the operation and maintenance thereof including, but not limited to, the execution, cancellation or modification of leases, the making of repairs to the Property and the execution or termination of contracts providing for the management or maintenance of the Property, all on such terms as are deemed best to protect the security of this Mortgage. The receiver shall be entitled to receive a reasonable fee for so managing the Property. All rents collected pursuant to this paragraph shall be applied first to the costs of taking control of and managing the Property and collecting the rents, income including, but not limited to, attorney's fees, receiver's fees, premium of receiver's bonds, cost of repairs to the Property, premiums on insurance policies, taxes, assessments and profits other charges on the Property and the costs of discharging any obligation or liability of Mortgagor as lessor or landlord of the Mortgaged PropertyProperty and then to the sums secured by this Mortgage. Mortgagee or the receiver shall have access to the books and records used in the operation and maintenance of the Property and shall be liable to account only for those rents actually received. Mortgagee shall not be liable to Mortgagor, anyone claiming under or through Mortgagor, or anyone having an interest in the Property by reason of anything done of left undone by Mortgagor under this paragraph. If an Event the rents of Default (hereinbelow defined) occurs under the Property are not sufficient to meet the costs of taking control of and managing the Property and collecting the rent, Mortgagee, at its sole option, may advance funds to meet the costs. Any funds expended by Mortgagee for such purposes shall become indebtedness of Mortgagor to Mortgagee secured by this Mortgage. Unless Mortgagee and Mortgagor agree in writing to other terms of payment, such amounts shall be payable upon notice from Mortgagee to Mortgagor requesting payment thereof and shall bear interest from the date of disbursement at the rate stated in the Loan Agreement. The entering upon and taking and maintaining of control of the Property by Mortgagee or the receiver and the application of rents as a matter provided herein shall not cure or waive any default hereunder or invalidate any other right or remedy of right and without regard Mortgagee hereunder. Notwithstanding the appointment of any receiver or other custodian, Mortgagee shall be entitled as secured party hereunder to the adequacy possession and control of any security for cash deposits or instruments at the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereofheld by, or institute proceedings for payable under the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior to foreclose this Mortgage shall be entitledor after, without notice initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to a court of competent jurisdiction for appointment of a receiver for all or any part of the Property, as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all noticed of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to 66 have a receiver appointed, provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, at the option of Mortgagee, continue until full payment of all of the indebtedness secured hereby or until title to the Property shall have passed by foreclosure sale under this Mortgage or deed in lieu of foreclosure. This Mortgage is given upon the conditions stated herein and from time to time to make all needed repairs and improvements as upon the statutory conditions for any breach of which Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping have statutory power of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to paysale.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgageshall have occurred and be continuing, Beneficiary, as a matter of right and without notice to Trustor or anyone claiming under Trustor, and without regard to the adequacy then value of the Trust Estate or the interest of Trustor therein, shall have the right to apply to any court having jurisdiction to appoint a receiver or receivers of the Trust Estate, and Trustor hereby irrevocably consents to such appointment and waives notice of any security for application therefor. Any such receiver or receivers shall have all the Note, usual powers and duties of receivers in like or similar cases and all the Mortgagor, upon demand powers and duties of Beneficiary in case of entry as provided in Paragraph 0 and shall continue as such and exercise all such powers until the later of (i) the date of confirmation of sale of the MortgageeTrust Estate; (ii) the disbursement of all proceeds of the Trust Estate collected by such receiver and the payment of all expenses incurred in connection therewith; or (iii) the termination of such receivership with the consent of Beneficiary or pursuant to an order by a court of competent jurisdiction. REMEDIES NOT EXCLUSIVE. Trustee and Beneficiary, and each of them, shall surrender be entitled to enforce payment and performance of any of the possession ofSecured Obligations and to exercise all rights and powers under this Deed of Trust or under any of the other Loan Documents or other agreement or any laws now or hereafter in force, notwithstanding that some or all of the Indebtedness and Secured Obligations may now or hereafter be otherwise secured, whether by mortgage, deed of trust, pledge, lien, assignment or otherwise. Neither the acceptance of this Deed of Trust nor its enforcement, whether by court action or pursuant to the power of sale or other powers herein contained, shall prejudice or in any manner affect Trustee's or Beneficiary's right to realize upon or enforce any other security now or hereafter held by Trustee or Beneficiary, it being agreed that Trustee and Beneficiary, and it each of them, shall be lawful for Mortgageeentitled to enforce this Deed of Trust and any other security now or hereafter held by Beneficiary or Trustee in such order and manner as they or either of them may in their absolute discretion determine. No remedy herein conferred upon or reserved to Trustee or Beneficiary is intended to be exclusive of any other remedy herein or by law provided or permitted, but each shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by such officer statute. Every power or agent as it may appoint, to take possession, of all or remedy given by any part of the Mortgaged Property together with the booksLoan Documents to Trustee or Beneficiary, papersor to which either of them may be otherwise entitled, may be exercised concurrently or independently, from time to time and as often as may be deemed expedient by Trustee or Beneficiary, and accounts either of them may pursue inconsistent remedies. ACCOMMODATION DEED OF TRUST. With respect to any Trustor under this Deed of Trust who is not obligated to repay the Mortgagor pertaining theretoIndebtedness, such Trustor: Authorizes Beneficiary without notice or demand and to holdwithout affecting the security granted hereunder, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; andrenew, if Mortgagee deems it necessary compromise, extend, accelerate or desirableotherwise change the time for payment of or otherwise change the terms of the indebtedness secured hereby, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, including increase or institute proceedings decrease of the rate of interest thereon; Waives any right to require Beneficiary to proceed against the persons liable for the complete Indebtedness secured hereby, to proceed against or partial foreclosure exhaust any other security securing the Secured Obligations secured hereby or to pursue any other remedy in Beneficiary's power whatsoever; Waives any defense arising by reason of any disability, other defense, or the cessation from any cause whatsoever of the lien liability of any person liable for the Indebtedness secured hereby. Until all indebtedness secured by this Mortgage Deed of Trust shall have been paid in full, and no commitment on the Mortgaged Propertypart of the Beneficiary to make future advances or extend credit either to Trustor or a third party exists, Trustor shall have no right of subrogation, and waives any right to enforce any remedy which Beneficiary now has or lease the Premises or may hereafter have against any part thereof in the name and person liable for the account Indebtedness, and waives any benefit of, any right to participate in any security now or hereafter held by Beneficiary and without limiting the generality of the Mortgagor foregoing, Trustor specifically waives and relinquishes as against Beneficiary any defense or Mortgagee benefit otherwise available to Trustor should Beneficiary make an election of remedies as against any person liable for the Indebtedness (and collectirrespective of the circumstances or manner in which or whereby such election is made) which destroys or impairs Trustor's subrogation rights or rights to proceed against any person liable for the indebtedness secured hereby for reimbursement and, receive further, to the extent Trustor may be deemed a guarantor hereunder, such guarantor waives all rights and sequester defenses arising out of an election of remedies by the rentscreditor, revenueseven though that election of remedies, earningssuch as non-judicial foreclosure with respect to security for a guaranteed obligation, income, products has destroyed the guarantor's rights of subrogation and profits therefromreimbursement against the principal by the operation of Section 580d of the California Code of Civil Procedure or otherwise. Trustor assumes the responsibility for being and keeping himself informed of the financial condition of any person liable for the indebtedness secured hereby and of all other circumstances bearing upon the risk of nonpayment of the indebtedness secured hereby which diligent inquiry would reveal, and out agrees that Beneficiary shall have no duty to advise Trustor of the same and any other monies received hereunder pay information known to it regarding such condition or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to paycircumstances.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Borrower and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorBorrower or any person or persons liable for the payment of the indebtedness secured hereby, upon and Borrower does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Lender, but nothing herein is to be construed to deprive Lender of any other right, remedy or privilege Lender may now have under the law to have a receiver appointed, provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court having jurisdictionorder, statute or regulation shall not impair or in any manner prejudice the rights of Lender to receive payment of the Rents and Profits pursuant to other terms and provisions of this Mortgage or the Assignment. Any such receiver shall have all of the usual powers and duties of receivers in similar cases, including, without limitation, the full power to hold, develop, rent, lease, manage, maintain, operate and otherwise use or permit the use of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, at the option of Lender, continue until full payment of all of the indebtedness secured hereby or until title to the Property shall have passed by foreclosure sale under this Mortgage or deed in lieu of foreclosure. Lender shall also be entitled to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof circumstances described in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to paySection 5.2 hereof.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee If, at any time after a default hereunder, Lender deems, in any action Lender's sole discretion, that a receivership may be necessary to foreclose protect the Property or its rents, issues, license fees, issues, profits or income, including termination fees and taking proceeds, whether before or after maturity of the Note and whether before or at the time of or after the institution of suit to collect such Loan, or to enforce this Mortgage shall be entitledMortgage, without notice and Lender, as a matter of strict right and without regard to the adequacy of any security regardless of the indebtedness value of the Property or the amounts due hereunder or secured hereby, or of the solvency of Mortgagorany party bound for the payment of such indebtedness, shall have the right, upon ex parte application and without notice to anyone, and by any court having jurisdiction, to the appointment of a receiver to take charge of, manage, preserve, protect and operate the Property, to collect the Rents thereof, to make all necessary and needful repairs, and to pay all taxes, assessments, insurance premiums and all other such charges against and expenses of the rentsProperty, income and profits to do such other acts as may by such court be authorized and directed, and after payment of the Mortgaged expenses of the receivership and the management of the Property, to apply the net proceeds of such receivership in reduction of the Loan secured hereby or in such other manner as the said court shall direct, notwithstanding the fact that the amount owing thereon may not then be due and payable or the said Loan may otherwise be adequately secured. If an Event Such receivership shall, at the option of Default (hereinbelow defined) occurs Lender, continue until full payment of all sums hereby secured or until title to the Property shall have passed by sale under this Mortgage, . Borrower hereby specifically waives its right to object to the appointment of a receiver as aforesaid and hereby expressly agrees that such appointment shall be made as an admitted equity and as a matter of absolute right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payLender.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex-parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to the appointment of have a receiver appointed. Any such receiver shall have all of the rentsusual powers and duties of receivers in similar cases, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgageincluding, as a matter of right and without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, ----------------------- initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Grantor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorGrantor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Grantor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege Beneficiary may now have under the law to have a receiver appointed, provided, however, that the -------- ------- appointment of such receiver, trustee or other appointee by virtue of any court having jurisdictionorder, statute or regulation shall not impair or in any manner prejudice the rights of Beneficiary to the appointment of a receiver receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership ----------- shall, and from time to time to make at the option of Beneficiary, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property shall have passed by foreclosure sale under this Deed of Trust or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitledshall, as a matter of right, without notice and as a matter of right without giving bond to Mortgagor or anyone claiming by, under or through it, and without regard to the adequacy solvency or insolvency of any security Mortgagor or the then value of the indebtedness or the solvency of MortgagorPremises, upon application be entitled to any court having jurisdiction, have a receiver appointed pursuant to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, Act of all or any part of the Mortgaged Property together Premises and the rents, issues and profits thereof, with such power as the books, paperscourt making such appointment shall confer (including but not limited to the rights of a receiver pursuant to Minn. Stat. Section 576.01), and accounts Mortgagor hereby consents to the appointment of such receiver and shall not oppose any such appointment. Any such receiver may, to the extent permitted under applicable law, without notice, enter upon and take possession of the Mortgagor pertaining theretoPremises or any part thereof by summary proceedings, ejectment or otherwise, and to may remove Mortgagor or other persons and any and all property therefrom, and may hold, operate and manage the samesame and receive all earnings, income, rents, issues and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property proceeds accruing with respect thereto or any part thereof, whether during the pendency of any foreclosure or institute proceedings for until any right of redemption shall expire or otherwise, and perform the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester apply the rents, revenues, earnings, income, products issues and profits therefrom, and out to the payment of the same expenses enumerated in Minn. Stat. Section 576.01, Subd. 2 in the priority mentioned therein and any other monies received hereunder pay or provide to all expenses for maintenance of the payment of, all proper Premises and to the costs and expenses of taking, holding, leasing, selling and managing the samereceivership, including reasonable compensation attorney’s fees, to the repayment of the indebtedness secured hereby and as further provided in any assignment of leases and rents executed by the Mortgagor to the Mortgagee whether contained in this Mortgage or in a separate instrument. The Mortgagor does hereby irrevocably consent to such appointment. The purchaser at any foreclosure sale, including the Mortgagee, its agents shall have the right, at any time and counselwithout limitation as provided in Minn. Stat. Section 582.03, to advance the money to any receiver appointed hereunder to pay any part or all of the items which the receiver would otherwise be authorized to pay if cash were available from the Premises and the sum so advanced, with interest at the rate then in effect under the terms of the Note, shall be a part of the sum required to be paid to redeem from any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure sale.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, ----------------------- initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any other right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that, the -------- ------- appointment of such receiver, trustee or other appointee by virtue of any court having jurisdictionorder, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to the appointment of a receiver receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Upon the occurrence and during the continuance of an Event of Default, subject to the terms of the Credit Agreement, the Intercreditor Agreement, any First Lien Intercreditor Agreement and any Other Intercreditor Agreement, the Mortgagee in any action to foreclose this Mortgage shall be entitled, without additional notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the NoteObligations secured hereby, whether the same shall then be occupied as a homestead or not, or the solvency of any party bound for its payment, to make application for the appointment of a receiver to take possession of and to operate the Premises, and to collect the rents, issues, profits, and income thereof, all expenses of which shall be added to the Obligations and secured hereby. The receiver shall have all the rights and powers provided for under the laws of the state in which the Premises are located, including without limitation, the power to execute leases, and the power to collect the rents, sales proceeds, issues, profits and proceeds of the Premises during the pendency of such foreclosure suit, as well as during any further times when the Mortgagor, upon demand its successors or assigns, except for the intervention of such receiver, would be entitled to collect such rents, sales proceeds, issues, proceeds and profits, and all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the MortgageePremises during the whole of said period. Receiver’s fees, shall surrender reasonable attorneys’ fees and costs incurred in connection with the possession of, and it appointment of a receiver pursuant to this Section 5.2 shall be lawful for Mortgageesecured by this Mortgage. Notwithstanding the appointment of any receiver, trustee or other custodian, subject to the Credit Agreement, the Intercreditor Agreement, any First Lien Intercreditor Agreement and any Other Intercreditor Agreement, the Mortgagee shall be entitled to retain possession and control of any cash or other instruments at the time held by such officer or agent as it may appoint, to take possession, of all payable or any part deliverable under the terms of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes Mortgage to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payfullest extent permitted by law.

Appointment of Receiver. Mortgagee in Upon, or at any action time after, the filing of a complaint to foreclose this Mortgage Mortgage, the court in which such complaint is filed shall appoint a receiver of the Property whenever Mortgagee when entitled to possession so requests. Such appointment may be entitled, without notice and as a matter of right and made either before or after foreclosure sale pursuant to applicable law; without regard to the adequacy solvency or insolvency, at the time of any security application for such receiver, of the indebtedness person or persons, if any, liable for the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver payment of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and Secured Indebtedness; without regard to the adequacy of any security for the Note, the Mortgagor, upon demand value of the MortgageeProperty at such time and whether or not the same is occupied as a homestead; and without bond being required of the applicant. Mortgagee or any employee of Mortgagee thereof may be appointed as such receiver. Such receiver shall have all powers and duties prescribed by applicable law, shall surrender including the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, power to take possession, of all or any part control, and care of the Mortgaged Property together with and to collect all rents thereof during the bookspendency of such foreclosure suit and, papersin the event of a sale and deficiency, where Mortgagor has not waived its statutory rights of redemption, during the full statutory period of redemption, as well as during any further times when Mortgagor or its devisees, legatees, heirs, executors, administrators, legal representatives, successors, or assigns, except for the intervention of such receiver, would be entitled to collect such rents, and accounts the power to make leases to be binding upon all parties, including the Mortgagor after redemption, the purchaser at a sale pursuant to a judgment of foreclosure and any person acquiring an interest in the mortgaged real estate after entry of a judgment of foreclosure. In addition, such receiver shall also have the following powers: (a) to extend or modify any then existing leases, which extensions and modifications may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the Mortgagor pertaining theretoSecured Indebtedness and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to holdbe contained therein, operate shall be binding upon Mortgagor and manage all persons whose interests in the sameProperty are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption, discharge of the mortgage indebtedness, satisfaction of any foreclosure judgment, or issuance of any certificate of sale or deed to any purchaser; and (b) all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the Property during the whole of the period of receivership. The court from time to time time, either before or after entry of judgment of foreclosure, may authorize the receiver to apply the net income in his hands in payment in whole or in part of: (a) the Secured Indebtedness, or any amounts included in any judgment of foreclosure or supplemental judgment or other item for which Mortgagee is authorized to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefroma protective advance, and out (b) the deficiency in case of the same a sale and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to paydeficiency.

Appointment of Receiver. Mortgagee If an Event of Default shall have occurred and be continuing, and if (a) the Lease shall have been declared to be in default following the occurrence of a Lease Event of Default thereunder pursuant to Article XIX thereof, or (b) the principal amount of all of the Secured Notes at the time Outstanding shall have been declared (or deemed to be declared) to be due and payable pursuant to Section 7.01, (i) the Indenture Trustee shall, to the extent permitted by law, be entitled to the appointment of a trustee, liquidator, conservator or receiver for all or any action part of the Estate, whether such receivership be incidental to foreclose this Mortgage shall be entitleda proposed sale of the Estate or otherwise and without regard to the value of the Estate or the solvency of any Person or Persons liable for the payment of the indebtedness secured hereby, without notice and as a matter of right and without regard to the adequacy of security for the indebtedness secured hereby, and without regard for the solvency of the Grantor, the Lessee or any security other person, firm or other entity liable for the payment of the indebtedness secured hereby, and without regard for any other statutory or common law requirements otherwise applicable to the appointment of a trustee, liquidator, conservator or receiver, and the Grantor hereby consents to the appointment of such receiver and will not oppose any such appointment and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the rights of Indenture Trustee or the solvency Holders to application of MortgagorRents as provided in any Operative Document and (ii) immediately upon the commencement of any action, upon application suit or other legal proceedings by the Indenture Trustee to obtain judgment for the indebtedness secured hereby, or of any court having jurisdictionother nature in aid of the enforcement of the Secured Notes or of this Indenture, the Grantor will (x) waive the issuance and service of process and enter its voluntary appearance in such action, suit or proceeding, and (y) consent to the appointment of a receiver or receivers of the Estate and of all the earnings, revenues, rents, issues, profits and income and profits thereof. Nothing herein shall be deemed to require the commencement of a suit or the consent of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, Grantor as a matter condition precedent for the right of right and without regard the Indenture Trustee to the adequacy appointment of a receiver or the exercise of any security for other rights or remedies available to the Note, Indenture Trustee. Notwithstanding the Mortgagor, upon demand appointment of any receiver of the MortgageeGrantor, shall surrender the possession ofor of any of its property, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property secured property or any part thereof, or institute proceedings for the complete or partial foreclosure Indenture Trustee shall be entitled to retain possession and control of all property now and hereafter covered by this Indenture. Nothing herein is to be construed to deprive the lien of this Mortgage on the Mortgaged Property, or lease the Premises Indenture Trustee or any part thereof in the name and for the account Holder of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay right, remedy or provide for privilege it may have under the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing law to have a receiver appointed. Any money advanced by any Holder in connection with any such receivership shall be a demand obligation (which obligation the same, including reasonable compensation Grantor hereby promises to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior pay) owing by the Grantor to the lien of this Mortgage which Mortgagee may deem it wise to payrelevant Person or Persons with interest from the date incurred.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, an Event of Default hereunder or any of the Loan Documents or initiating the exercise of any foreclosure by power of sale or any other foreclosure of the security titles, liens and security interests provided for herein or any other legal proceedings or exercise of remedies hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Secured Property, without notice and as a matter of strict right and without notice to Borrower and without regard to the adequacy of any security the Secured Property for the repayment of the indebtedness Indebtedness secured hereby or the solvency of MortgagorBorrower or any person or persons liable for the payment of the Indebtedness secured hereby, upon and Borrower does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Lender, but nothing herein is to be construed to deprive Lender of any court having jurisdictionother right, remedy or privilege Lender may now have under the law to have a receiver appointed; provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, state or regulation shall not impair or in any manner prejudice the rights of Lender to receive payment of the rents, income Rents pursuant to other terms and profits provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Secured Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Paragraph 20(c) below. Such receivership shall, and from time to time to make at the option of Lender, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the Indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Secured Property shall have passed by foreclosure sale under this Deed or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Following the occurrence, and during the continuance, of an Event of Default, Mortgagee in any action to foreclose this Mortgage shall be entitledshall, as a matter of right, without notice and as a matter of right without giving bond to Mortgagee or anyone claiming by, under or through it, and without regard to the adequacy solvency or insolvency of any security Mortgagor or the then value of the indebtedness or the solvency of MortgagorProperty, upon application be entitled to any court having jurisdiction, have a receiver appointed pursuant to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, Act of all or any part of the Mortgaged Property together and the rents, issues and profits thereof, with such power as the bookscourt making such appointment shall confer (including, papersbut not limited to, the rights of a receiver pursuant to Minn. Stat. Ch. 576), and accounts Mortgagor hereby consents to the appointment of such receiver and shall not oppose any such appointment. Any such receiver may, to the extent permitted under applicable law, without notice, enter upon and take possession of the Mortgagor pertaining theretoProperty or any part thereof by summary proceedings, ejectment or otherwise, and to may remove Mortgagor or other persons and any and all property therefrom, and may hold, operate and manage the samesame and receive all earnings, income, rents, issues and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property proceeds accruing with respect thereto or any part thereof, whether during the pendency of any foreclosure or institute proceedings for until any right of redemption shall expire or otherwise, and perform the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester apply the rents, revenues, earnings, income, products issues and profits therefrom, and out to the payment of the same expenses enumerated in Minn. Stat. Ch. 576 in the priority mentioned therein and any other monies received hereunder pay or provide to all expenses for maintenance of the payment of, all proper Property and to the costs and expenses of taking, holding, leasing, selling and managing the samereceivership, including reasonable compensation attorney’s fees, to the repayment of the indebtedness secured hereby and as further provided in any assignment of leases and rents executed by the Mortgagor to Mortgagee whether contained in this Mortgage or in a separate instrument. Mortgagor does hereby irrevocably consent to such appointment. The purchaser at any foreclosure sale, including Mortgagee, its agents shall have the right, at any time and counselwithout limitation as provided in Minn. Stat. § 582.03, to advance the money to any receiver appointed hereunder to pay any part or all of the items which the receiver would otherwise be authorized to pay if cash were available from the Property and the sum so advanced, with interest at the rate then in effect under the terms of the Loan Agreement, shall be a part of the sum required to be paid to redeem from any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure sale.

Appointment of Receiver. Mortgagee If any condition of this Mortgage shall not have been satisfied or if any other Event of Default shall have occurred and be continuing, Mortgagee, in any action to foreclose this Mortgage (whether by judicial proceedings or in connection with any exercise of the Power of Sale), shall be entitled, without notice and entitled as a matter of right night and without notice to Mortgagor, unless otherwise required by applicable law, and without regard to the adequacy of any security or inadequacy of the indebtedness Mortgaged Property or any other collateral as security for the Indebtedness and Obligations or the solvency interest of MortgagorMortgagor therein, upon application and without the proof required by statute, and without regard to any court having jurisdictionMortgagee's election of nonjudicial Power of Sale foreclosure or judicial foreclosure, shall have the right to the appointment of a receiver or receivers or other manager of the rentsMortgaged Property by any court of competent jurisdiction, income without requiring the posting of a surety bond and profits without reference to the adequacy or inadequacy of the value of the Mortgaged Property or the solvency or insolvency of Mortgagor or any other party obligated for payment of all or any part of the Indebtedness, and whether or not waste has occurred with respect to the Mortgaged Property. If an Event Mortgagor hereby irrevocably consents to such appointment and waives notice of Default any application therefor (hereinbelow defined) occurs under except as may be required by law). Any such receiver or receivers or other manager shall have all the usual powers and duties of receivers in like or similar cases and all the powers and duties of Mortgagee in case of entry as provided in this Mortgage, as a matter of right including, without limitation and without regard to the adequacy of any security for the Noteextent permitted by law, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, right to take possession, enter into leases of all or any part of the Mortgaged Property together with the books, papersProperty, and accounts shall continue as such and exercise all such powers until the date of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping confirmation of any Improvements and in the course sale of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payunless such receivership is sooner terminated.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Borrower and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorBorrower or any person or persons liable for the payment of the indebtedness secured hereby, upon and Borrower does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Lender, but nothing herein is to be construed to deprive Lender of any court having jurisdictionother right, remedy or privilege Lender may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Lender to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions of this Security Deed or the Countryside Lake Lanier Xxxxxnment. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Lender, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property shall have passed by foreclosure sale under this Security Deed or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon the occurrence of any action to foreclose this Mortgage Event of Default, unless the same shall have been waived as herein provided, the Trustee, acting as assignee of the Authority, shall be entitled, without notice and entitled as a matter of right if it shall so elect, without notice or demand (such notice being expressly waived hereby), ex parte, (a) forthwith and without regard declaring the Bonds or Parity Indebtedness to be due and payable; (b) after declaring the adequacy same to be due and payable; or (c) upon the commencement of an action to enforce the specific performance hereof or in aid thereof or upon the commencement of any security other judicial proceeding to enforce any right of the indebtedness Trustee, the Bondholders or the solvency holders of Mortgagor, upon application to any court having jurisdictionParity Indebtedness, to the appointment of a receiver or receivers of any or all of the rentsSpringdale Property, income the Lxxxxx Property, the Junction Property and profits the Wxxxx Property with such powers as the court making such appointment shall confer. The Company hereby consents and agrees, and will if requested by the Trustee consent and agree at the time of application by the Trustee for appointment of a receiver of the Mortgaged Springdale Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right the Lxxxxx Property, the Junction Property and without regard the Wxxxx Property, to the adequacy appointment of any security for such receiver of the NoteSpringdale Property, the MortgagorLxxxxx Property, upon demand of the MortgageeJunction Property and the Wxxxx Property and that such receiver may be given, shall surrender the possession ofright, power and it shall be lawful for Mortgagee, by such officer or agent as it may appointauthority, to the extent the same may lawfully be given to take possession, possession of all or any part of the Mortgaged Property together and operate and deal with the booksSpringdale Property, papersthe Lxxxxx Property, the Junction Property and accounts of the Mortgagor pertaining theretoWxxxx Property and the revenues, profits and proceeds therefrom, with like effect as the Company could do so, and to hold, operate borrow money and manage the same, and from time to time to make all needed repairs and improvements issue evidences of indebtedness as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payreceiver.

Appointment of Receiver. Mortgagee in Upon the occurrence of any action to foreclose this Mortgage Event of Default, unless the same shall have been waived as herein provided, the Trustee, acting as assignee of the City, shall be entitled, without notice and entitled as a matter of right if it shall so elect, without notice or demand (such notice being expressly waived hereby), ex parte, (a) forthwith and without regard declaring the Bonds or Parity Indebtedness to be due and payable; (b) after declaring the adequacy same to be due and payable; or (c) upon the commencement of an action to enforce the specific performance hereof or in aid thereof or upon the commencement of any security other judicial proceeding to enforce any right of the indebtedness Trustee, the Bondholders or the solvency holders of Mortgagor, upon application to any court having jurisdictionParity Indebtedness, to the appointment of a receiver or receivers of any or all of the rentsSpringdale Property, income the Lxxxxx Property, the Junction Property and profits the Wxxxx Property with such powers as the court making such appointment shall confer. The Company hereby consents and agrees, and will if requested by the Trustee consent and agree at the time of application by the Trustee for appointment of a receiver of the Mortgaged Springdale Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right the Lxxxxx Property, the Junction Property and without regard the Wxxxx Property, to the adequacy appointment of any security for such receiver of the NoteSpringdale Property, the MortgagorLxxxxx Property, upon demand of the MortgageeJunction Property and the Wxxxx Property and that such receiver may be given, shall surrender the possession ofright, power and it shall be lawful for Mortgagee, by such officer or agent as it may appointauthority, to the extent the same may lawfully be given to take possession, possession of all or any part of the Mortgaged Property together and operate and deal with the booksSpringdale Property, papersthe Lxxxxx Property, the Junction Property and accounts of the Mortgagor pertaining theretoWxxxx Property and the revenues, profits and proceeds therefrom, with like effect as the Company could do so, and to hold, operate borrow money and manage the same, and from time to time to make all needed repairs and improvements issue evidences of indebtedness as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payreceiver.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagorthe Company, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Noteobligations of the Company under the Reimbursement Agreement, the MortgagorCompany, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor Company pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor Company or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitledIf, without notice and as a matter result of right and without regard a default by Borrower under the Loan Documents, Lender elects to the adequacy of any security enforce its rights under Section 2938(c) of the indebtedness or the solvency of Mortgagor, upon application to California Civil Code by any court having jurisdiction, to means other than the appointment of a receiver and Lender receives Rents from the Premises pursuant to such enforcement, and Borrower thereafter makes written demand upon Lender to pay the reasonable costs of protecting and preserving the Premises pursuant to the provisions of Section 2938(g) of the rentsCalifornia Civil Code, income then Borrower agrees that the obligation of Lender to pay the “reasonable costs of protecting and profits preserving the Premises” pursuant to Section 2938(g) shall be deemed fully satisfied upon payment by Lender from and to the extent of Rents actually received by Lender of the Mortgaged Propertyfollowing costs: (i) delinquent real property taxes with respect to the Premises only to the extent that such amounts subject the Premises to an imminent tax sale which has been set for sale by the applicable taxing authority pursuant to applicable law; (ii) costs necessary to maintain the insurance coverage required under the Mortgage; provided, however, that Lender shall not be required to purchase any rental interruption insurance or earthquake insurance and Lender may satisfy all or any portion of such obligation by insuring the Premises through Lender’s blanket insurance policy; and (iii) the reasonable cost to correct any building or housing code violations only to the extent the applicable governmental building authority makes a written demand to Lender to comply therewith. If an Notwithstanding anything to the contrary contained herein, Lender may, but shall not be obligated to, apply any or all Rents to the payment of costs which Lender believes, in its sole and absolute discretion, are necessary or desirable for the protection and preservation of the Premises (it being the intent of Borrower and Lender that nothing contained herein shall be deemed to impair, define or limit Lender’s rights or remedies pursuant to the Loan Documents, including, but not limited to, the right of Lender as beneficiary under the Mortgage and other Loan Documents to protect and preserve the security for such Mortgage in the Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to paythereunder).

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness Debt or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Debt, upon and Xxxxxxxxx does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the Debt or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. To the extent permitted by law, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Secured Obligations or the solvency of Mortgagor, upon application to any court having jurisdictionperson liable therefor, to the appointment of a receiver for the Property upon ex-parte application to any court of competent jurisdiction. Mortgagor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. Such receiver and its agents shall be empowered to (a) take possession of the Property and any businesses conducted by Mortgagor or any other person thereon and any business assets used in connection therewith, (b) exclude Mortgagor and Mortgagor's agents, servants, and employees from the Property, (c) collect the rents, issues, profits, and income therefrom, (d) complete any construction which may be in progress, (e) do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) use all stores of materials, supplies, and maintenance equipment on the Property and replace such items at the expense of the Mortgaged receivership estate, (g) pay all taxes and assessments against the Property and the Chattels, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (h) generally do anything which Mortgagor could legally do if Mortgagor were in possession of the Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as All expenses incurred by the receiver or its agents shall constitute a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property Secured Obligations. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys' fees incurred by the receiver and by Mortgagee, together with interest thereon at the books, papersDefault Rate from the date incurred until repaid, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage balance shall be applied toward the same, and from time to time to make all needed repairs and improvements Secured Obligations in such order or manner as Mortgagee shall deem wise; andmay in its sole discretion elect or in such other manner as the court may direct. Unless sooner terminated with the express consent of Mortgagee, if Mortgagee deems it necessary any such receivership will continue until the Secured Obligations have been discharged in full, or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; Property has passed after foreclosure sale and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure all applicable periods of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. Mortgagee in Upon or at any action time after the filing of any complaint to foreclose the lien of this Mortgage shall be entitledMortgage, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagorcourt may, upon application to any court having jurisdictionapplication, to the appointment of appoint a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this MortgageSuch appointment may be made either before or after foreclosure sale, as a matter of right and without notice; without regard to the adequacy solvency or insolvency, at the time of any security application for such receiver, of the person or persons, if any, liable for the Note, the Mortgagor, upon demand payment of the Mortgagee, indebtedness secured hereby; without regard to the value of the Mortgaged Property at such time and whether or not the same is then occupied as a homestead; and without bond being required of the applicant. Such receiver shall surrender have the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, power to take possession, control, and care of the Mortgaged JPMorgan Chase Bank, N.A. Mortgage Property and to collect all rents, issues, deposits, and avails thereof during the pendency of such foreclosure suit and, in the event of a sale and a deficiency where Mortgagor has not waived its statutory rights of redemption, during the full statutory period of redemption, as well as during any further times when Mortgagor or any part its devisees, legatees, heirs, executors, administrators, legal representatives, successors, or assigns, except for the intervention of such receiver, would be entitled to collect such rents, issues, deposits, profits, and avails, and shall have all other powers that may be necessary or useful in such cases for the protection, possession, control, management, and operation of the Mortgaged Property together with during the bookswhole of any such period. To the extent permitted by law, papers, and accounts of such receiver may be authorized by the Mortgagor pertaining thereto, court to extend or modify any then existing leases and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping new leases of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, which extensions, modifications, and new leases may provide for terms to expire, or institute proceedings for options to lessees to extend or renew terms to expire, beyond the complete or partial foreclosure maturity date of the lien of this Mortgage on indebtedness secured hereby, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and all persons whose interests in the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior Property are subject to the lien hereof, and upon the purchaser or purchasers at any such foreclosure sale, notwithstanding any redemption from sale, discharge of this Mortgage which Mortgagee may deem it wise indebtedness, satisfaction of foreclosure decree, or issuance of certificate of sale or deed to payany purchaser.

Appointment of Receiver. Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to Upon the adequacy occurrence of any security Default, or at any time thereafter, Lender may, at its option, apply to a court of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to competent jurisdiction for the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this MortgageSuch appointment may be made either before or after sale, as a matter of right and without notice; without regard to the adequacy solvency or insolvency, at the time of any security application for such receiver, of the person or persons, if any, liable for the Note, the Mortgagor, upon demand payment of the Mortgagee, shall surrender indebtedness secured hereby; without regard to the possession of, value of the Mortgaged Property at such time; without bond being required of the applicant; and it shall be lawful for Mortgagee, by such officer Lender hereunder or any employee or agent thereof may be appointed as it may appointsuch receiver. Such receiver shall have all powers and duties customarily granted to court-appointed receivers, including the power to take possession, of all or any part control and care of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to holdcollect all rents, operate issues, deposits, profits and manage avails thereof and apply all funds received toward the sameindebtedness secured by this Mortgage, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course event of a foreclosure sale and a deficiency where Borrower has not waived its statutory rights of redemption, during the full statutory period of redemption, as well as during any further times when Borrower or its devisees, legatees, administrators, legal representatives, successors or assigns, except for the intervention of such construction receiver, would be entitled to collect such rents, issues, deposits, profits and avails, and shall have all other powers that may be necessary or equipping to useful in such cases for the protection, possession, control, management and operation of the Mortgaged Property during the whole of any such period. To the extent permitted by law, such receiver may extend or modify any then existing leases and make such changes to the same as it may deem desirable; and Mortgagee may sell new leases of the Mortgaged Property or any part thereof, which extensions, modifications and new leases may provide for terms to expire, or institute proceedings for options to lessees to extend or renew terms to expire, beyond the complete or partial foreclosure maturity date of the lien of this Mortgage on Loan, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Borrower and all persons whose interests in the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior Property are subject to the lien hereof, and upon the purchaser or purchasers at any such foreclosure sale, notwithstanding any redemption from sale, discharge of this Mortgage which Mortgagee may deem it wise indebtedness, satisfaction of foreclosure judgment or issuance of a deed to payany purchaser.

Appointment of Receiver. Mortgagee in any action In addition to foreclose this Mortgage shall be entitledall other remedies herein provided for, without notice and as a matter Grantor agrees that upon the occurrence of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs hereunder or under the Note, under this MortgageDeed of Trust or under any of the other Loan Documents, and if the same is not cured within any applicable cure period, Beneficiary shall, as a matter of right and without regard right, upon ex parte application, be entitled to the adequacy appointment of any security an ex parte receiver or receivers for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property, whether such receivership be incident to a proposed sale of the Property together or otherwise, and without regard to the value of the Property or the solvency of Grantor or any person or persons liable for the payment of the Indebtedness and Obligations secured hereby. Grantor does hereby consent to the appointment of such receiver or receivers, ex parte, and waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Beneficiary, but nothing herein to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed, provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Beneficiary to receive payment of the rents, issues and profits pursuant to other terms and provisions hereof. In connection with any action brought by Beneficiary for appointment of a receiver as allowed herein, Grantor hereby consents to and confesses to the jurisdiction and venue of any competent court within the State of Colorado, including, without limitation, the Xx Xxxx Xxxxxx Xxxxxxxx Xxxxx, Xxxxx xx Xxxxxxxx. Any money advanced by Beneficiary in connection with any such receivership shall be a demand obligation owing by Grantor to Beneficiary, shall bear interest from the date of making such advancement by Beneficiary until paid at the Default Rate, shall be added to the principal balance of the Note and shall be a part of the Indebtedness. The receiver or its agents shall be entitled to enter upon and take possession of any and all of the Property to the same extent and in the same manner as Grantor might lawfully do. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and may have, hold, use, operate, manage and control the same and each and every part thereof, and in the name of Grantor or Grantor’s agents, may exercise all of their rights and powers and use all of the then existing materials, current supplies, stores and assets and, at the expense of Grantor, maintain, restore, insure and keep insured the properties, equipment, and apparatus provided or required for use in connection with the books, papers, business or businesses operated on the Land and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to may make all needed repairs such necessary and proper repairs, renewals and replacements and all such useful alterations, additions, betterments and improvements as Mortgagee shall the receiver may deem wise; andjudicious. Such receivership shall, if Mortgagee deems it necessary at the option of Beneficiary, continue until full payment of all of the Indebtedness and Obligations secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property shall have passed by foreclosure sale under this Deed of Trust or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Upon the occurrence of an Event of Default, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver to enter upon and take and maintain full control of the Premises in order to perform all acts necessary and appropriate for the operation and maintenance of the Premises including the execution, cancellation, or modification of leases, the making of repairs to the Premises, and the execution or termination of contracts providing for the construction, management, or maintenance of the Premises, all on such terms as are deemed best to protect the security of this Mortgage. The receiver shall be entitled to receive a reasonable fee for so managing the Premises. All rents collected pursuant to this paragraph shall be applied first to the costs of taking control of and managing the Premises and collecting the rents, income including attorneys' fees, receiver's fees, premiums on receiver's bonds, costs of repairs to the Premises, premiums on insurance policies, taxes, assessments and profits other charges on the Premises, and the costs of discharging any obligation or liability of Mortgagor as lessor or landlord of the Mortgaged PropertyPremises and then to the Obligations. Mortgagee or the receiver shall have access to the books and records used in the operation and maintenance of the Premises and shall be liable to account only for those rents actually received. Mortgagee shall not be liable to Mortgagor or anyone claiming under or through Mortgagor, or anyone having an interest in the Premises by reason of anything done or left undone by Mortgagor under this Section. If the rents of the Premises are not sufficient to meet the costs of taking control of and managing the Premises and collecting the rents, Mortgagee, at its sole option, may advance funds to meet the costs. Any funds expended by Mortgagee for such purposes shall become Obligations of Mortgagor to Mortgagee. Unless Mortgagee and Mortgagor agree in writing to other terms of payment, such amounts shall be payable upon notice from Mortgagee to Mortgagor requesting payment thereof and shall bear interest from the date of disbursement at the rate stated 'in the Note after the occurrence of an Event of Default. The entering upon and taking and maintaining of control of the Premises by Mortgagee or the receiver and the application of rents as provided in this Mortgage shall not cure or waive any vent of Default (hereinbelow defined) occurs or invalidate any other right or remedy of Mortgagee under this Mortgage. Notwithstanding the appointment of any receiver or other custodian, Mortgagee shall be entitled as a matter of right and without regard secured party hereunder to the adequacy possession and control of any security for cash deposits or instrument at the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereofheld by, or institute proceedings for payable or deliverable under the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Propertyto, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, PROVIDED, HOWEVER, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee After the occurrence and during the continuance of an Event of Default, Xxxxxxxx hereby agrees and acknowledges that in addition to any action to foreclose other remedy under the Loan Documents, this Mortgage Agreement, or at law or equity, that the Lender shall be entitled, without notice and as a matter of right and without regard is entitled to the adequacy appointment of any security of a receiver under either state or federal receivership law and the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, Borrower hereby consents to the appointment of a receiver of the rentsLender’s choice for purposes of effectuating the provisions of this paragraph. Xxxxxxxx further agrees and consents that, income at the Lender’s choosing, such receiver will be entitled to take exclusive possession and profits control, to the exclusion of Borrower and its agents, of all or substantially all of Borrower’s Collateral or such limited or specific property of Borrower constituting Collateral as the Lender at its discretion may identify or select. Borrower further agrees that such receiver shall be vested with such powers as the appointing court determines are necessary and appropriate to possess, maintain, operate, control, and/or liquidate property placed into the control of the Mortgaged Propertyreceiver and specifically agrees that at the specific request of the Lender, the receiver may be vested with the power to operate the Borrower as a going concern in all respects, and to collect accounts, enforce and settle claims, and to liquidate Borrower’s property or the Collateral. If Xxxxxxxx shall and hereby agrees to cooperate in all reasonable receiver requests for assistance and information necessary to effectuate the duties ascribed to the receiver by the court. Borrower hereby grants to the Lender, solely upon the occurrence and during the continuation of an Event of Default (hereinbelow defined) occurs under during the term of this MortgageAgreement, as a matter its limited power of right and without regard attorney authorizing the Lender to represent the Borrower’s consent to the adequacy appointment of a receiver in any security for order that the Note, the Mortgagor, upon demand Lender may present to a court. Xxxxxxxx further agrees and acknowledges that three (3) Business Days’ notice of the Mortgagee, shall surrender the possession of, and it a hearing appointing such receiver shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course considered reasonable notice of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien hearing. The provisions of this Mortgage on Section 12.6 shall survive the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien termination of this Mortgage which Mortgagee may deem it wise to payAgreement.

Appointment of Receiver. Upon the occurrence of an Event of Default, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver to enter upon and take and maintain full control of the Premises in order to perform all acts necessary and appropriate for the operation and maintenance of the Premises including the execution, cancellation, or modification of leases, the making of repairs to the Premises, and the execution or termination of contracts providing for the construction, management, or maintenance of the Premises, all on such terms as are deemed best to protect the security of this Mortgage. The receiver shall be entitled to receive a reasonable fee for so managing the Premises. All rents collected pursuant to this paragraph shall be applied first to the costs of taking control of and managing the Premises and collecting the rents, income including attorneys' fees, receiver's fees, premiums on receiver's bonds, costs of repairs to the Premises, premiums on insurance policies, taxes, assessments and profits other charges on the Premises, and the costs of discharging any obligation or liability of Mortgagor as lessor or landlord of the Mortgaged PropertyPremises and then to the Obligations. Mortgagee or the receiver shall have access to the books and records used in the operation and maintenance of the Premises and shall be liable to account only for those rents actually received. Mortgagee shall not be liable to Mortgagor or anyone claiming under or through Mortgagor, or anyone having an interest in the Premises by reason of anything done or left undone by Mortgagor under this Section. If the rents of the Premises are not sufficient to meet the costs of taking control of and managing the Premises and collecting the rents, Mortgagee, at its sole option, may advance funds to meet the costs. Any funds expended by Mortgagee for such purposes shall become Obligations of Mortgagor to Mortgagee. Unless Mortgagee and Mortgagor agree in writing to other terms of payment, such amounts shall be payable upon notice from Mortgagee to Mortgagor requesting payment thereof and shall bear interest from the date of disbursement at the rate stated in the Note after the occurrence of an Event of Default. The entering upon and taking and maintaining of control of the Premises by Mortgagee or the receiver and the application of rents as provided in this Mortgage shall not cure or waive any Event of Default (hereinbelow defined) occurs or invalidate any other right or remedy of Mortgagee under this Mortgage. Notwithstanding the appointment of any receiver or other custodian, Mortgagee shall be entitled as a matter of right and without regard secured party hereunder to the adequacy possession and control of any security for cash deposits or instrument at the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereofheld by, or institute proceedings for payable or deliverable under the complete or partial foreclosure of the lien terms of this Mortgage on the Mortgaged Propertyto, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. To the extent permitted by law, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Secured Obligations or the solvency of Mortgagor, upon application to any court having jurisdictionperson liable therefor, to the appointment of a receiver for the Property upon ex-parte application to any court of competent jurisdiction. Mortgagor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. Such receiver and its agents shall be empowered to (a) take possession of the Property and any businesses conducted by Mortgagor or any other person thereon and any business assets used in connection therewith, (b) exclude Mortgagor and Xxxxxxxxx's agents, servants, and employees from the Property, (c) collect the rents, issues, profits, and income therefrom, (d) complete any construction which may be in progress, (e) do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) use all stores of materials, supplies, and maintenance equipment on the Property and replace such items at the expense of the Mortgaged receivership estate, (g) pay all taxes and assessments against the Property and the Chattels, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (h) generally do anything which Mortgagor could legally do if Mortgagor were in possession of the Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as All expenses incurred by the receiver or its agents shall constitute a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property Secured Obligations. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys' fees incurred by the receiver and by Mortgagee, together with interest thereon at the books, papersDefault Rate from the date ten (10) days following demand therefor until paid, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage balance shall be applied toward the same, and from time to time to make all needed repairs and improvements Secured Obligations in such order or manner as Mortgagee shall deem wise; andmay in its sole discretion elect or in such other manner as the court may direct. Unless sooner terminated with the express consent of Mortgagee, if Mortgagee deems it necessary any such receivership will continue until the Secured Obligations have been discharged in full, or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; Property has passed after foreclosure sale and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure all applicable periods of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. To the extent permitted by law, Mortgagee in any action to foreclose this Mortgage shall be entitled, without notice and as a matter of absolute right and without regard to the adequacy value of any security of for the indebtedness Secured Obligations or the solvency of Mortgagor, upon application to any court having jurisdictionperson liable therefor, to the appointment of a receiver for the Property upon ex-parte application to any court of competent jurisdiction. Mortgagor waives any right to any hearing or notice of hearing prior to the appointment of a receiver. Such receiver and its agents shall be empowered to (a) take possession of the Property and any businesses conducted by Mortgagor or any other person thereon and any business assets used in connection therewith, (b) exclude Mortgagor and Mortgagor's agents, servants, and employees from the Property, (c) collect the rents, issues, profits, and income therefrom, (d) complete any construction which may be in progress, (e) do such maintenance and profits make such repairs and alterations as the receiver deems necessary, (f) use all stores of materials, supplies, and maintenance equipment on the Property and replace such items at the expense of the Mortgaged Property. If an Event of Default receivership estate, (hereinbelow definedg) occurs under this Mortgagepay all taxes and assessments against the Property and the Chattels, as a matter of right all premiums for insurance thereon, all utility and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession ofother operating expenses, and it shall be lawful for Mortgageeall sums due under any prior or subsequent encumbrance, by such officer or agent as it may appoint, to take possession, of all or any part of (h) lease the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure and (i) generally do anything which Mortgagor could legally do if Mortgagor were in possession of the lien Property. All expenses incurred by the receiver or its agents shall constitute a part of this Mortgage on the Mortgaged PropertySecured Obligations. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys' fees incurred by the receiver and by Mortgagee, together with interest thereon at the Default Rate from the date incurred until repaid, and the balance shall be applied toward the Secured Obligations in such order or manner as Mortgagee may in its sole discretion elect or in such other manner as the court may direct. Unless sooner terminated with the express consent of Mortgagee, any such receivership will continue until the Secured Obligations have been discharged in full, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior until title to the lien Property has passed after foreclosure sale and all applicable periods of this Mortgage which Mortgagee may deem it wise to payredemption have expired.

Appointment of Receiver. Mortgagee in In any action to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the MortgagorBMC, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possessionpossession of, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor BMC pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay. The Receiver shall also be authorized to collect from BMC, and BMC agrees to pay, the fair rental value of BMC's use and occupancy of the Mortgaged Property.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver for all or any part of the Property, without notice and as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions of this Mortgage or the Assignment. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintains operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account Lien of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to foreclose this Mortgage shall be entitled, without notice and a court of competent jurisdiction for appointment of a receiver for all or any part of the Property as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness Debt or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Debt, upon and Mortgagor does hereby irrevocably consent to such appointment, waive any and all notices of and defenses to such appointment and agree not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 15.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the Debt or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior or after, initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application, ex-parte, to foreclose this Mortgage shall be entitleda court of competent jurisdiction for appointment of a receiver, without notice and trustee, liquidator or conservator for all or any part of the Property, as a matter of strict right and without notice to Grantor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorGrantor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Grantor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any court having jurisdictionother right, remedy or privilege Beneficiary may now have under the law to have a receiver, trustee, liquidator or conservator appointed, provided, however, that the appointment of a receiver such receiver, trustee, liquidator or conservator or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Beneficiary to receive payment of the rentsRents and Profits pursuant to other terms and provisions of this Security Instrument or the Assignment. Any such receiver, income and profits trustee, liquidator or conservator shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers, as a matter of right and trustees, liquidators or conservators in similar cases, including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Beneficiary, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property shall have passed by foreclosure sale under this Security Instrument or any part thereof, or institute proceedings for the complete or partial foreclosure deed in lieu of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior to foreclose this Mortgage shall be entitledor after, without notice initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to a court of competent jurisdiction for appointment of a receiver for all or any part of the Property, as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness Obligations or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the Obligations, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain, operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the Obligations or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee Upon occurrence of a Default or in any action to foreclose this Mortgage shall be entitled, without notice and as a matter the event of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful Authority or Owner or for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together Facilities, or in the event bankruptcy proceedings are instituted by or against the Authority or Owner or in the event the Authority or Owner makes an assignment of a substantial part of its assets for the benefit of its creditors, or in the event the Authority or Owner fails to strictly and promptly comply with any of its or their covenants and agreements herein or to strictly and promptly perform any provisions hereof and thereof (after the books, papers, Trustee has first given ten (10) days written notice to the Authority and accounts Owner and upon failure of the Mortgagor pertaining theretoAuthority and Owner to comply within said 10-day period), and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course event the priority of such construction or equipping to make such changes the mortgage, pledge and assignment contained in this Loan Agreement shall not be established and at all times fully maintained upon and with respect to the same as it may deem desirable; Facilities and Mortgagee may sell the Mortgaged Property or any every part thereof; or in the event the Owner is found or adjudged not to have had good right and full power and authority to mortgage, pledge or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises assign said Facilities or any part thereof in the name manner hereby contemplated; then and in any such event, the Trustee shall be entitled at its option and election and without prior notice to or demand upon the Authority or Owner, to have or cause to be appointed a receiver or temporary trustee or trustees for the Authority and/or Owner to take charge of said Facilities for the purpose of exercising all rights and remedies conferred by this Loan Agreement to the extent necessary for the full and complete protection of the security and rights of the Trustee, and for the account purpose of doing all things necessary to assure the most remunerative use of the Mortgagor Facilities. Every appointment shall be in writing or Mortgagee shall be made pursuant to an action filed in a court of competent jurisdiction and collect, receive and sequester shall specify the rents, revenues, earnings, income, products and profits therefromDefault or Defaults existing hereunder or the other grounds for receivership stated in this Section whereby the power of appointment hereby granted is invoked, and out shall designate by name the person or persons to be such receiver or temporary trustee or trustees; and the trustees of the same Authority so supplanted shall ipso facto cease to have any power or authority under the Trust Indenture and under this Loan Agreement. The receiver, temporary trustee or trustees shall receive a reasonable fee for his or their services in an amount fixed by the Trustee or the court, to be paid as Secured Indebtedness unless otherwise agreed by the Trustee. In the event of any vacancy in the office or position of any receiver, temporary trustee or trustees, no permanent trustee so supplanted shall be entitled to act as trustee under the Trust Indenture or this Loan Agreement by reason thereof, but such vacancy shall continue to exist until some person be appointed as temporary trustee under this Section. The written appointment of any receiver, temporary trustee or trustees hereunder shall be sent by registered mail to the Clerk of the County. Upon the curing of the Default, Defaults or grounds for receivership under any of the provisions of this instrument, the Owner or permanent trustees of the Authority may give written notice to the Trustee or the court of the curing of said Default, Defaults or grounds for receivership, and of the non-existence of any other monies received hereunder pay Default or provide grounds for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee receivership hereunder, and any taxes and other charges prior upon the delivery of said notice to the lien Trustee or court and its acquiescence therein, the receiver, temporary trustee or trustees appointed hereunder shall ipso facto cease to have any power or authority under the Trust Indenture or under this Loan Agreement, and the trustees of the Authority shall be reinstated as trustees under the Trust Indenture and this Loan Agreement with all rights and powers to the same extent as though a receiver or temporary trustee or trustees had not been appointed. During the period of continuance of any Default hereunder, the receiver or temporary trustee or trustees appointed as provided herein shall take charge of the Facilities for the purpose of exercising all rights and remedies conferred by this Loan Agreement to the extent necessary for the full and complete protection of the security and rights of the Trustee and Bondholders and for the purpose of doing all things necessary to assure the most remunerative use of the Facilities. Any trustee or receiver of the Facilities, whether appointed by the Trustee or court, shall be appointed and serve pursuant to this Section. The rights and protection of the Trustee and Bondholders set out herein are essential to the security of the Trustee and Bondholders and receivership and trusteeship procedures hereunder shall be exclusive. All Facilities and proceeds thereof shall be applied to payment of the Indebtedness in accordance with the Indenture. The appointment of any receiver or temporary trustee or trustees pursuant to the provisions of this Mortgage which Mortgagee Section shall not be construed as curing or waiving any Default hereunder, and notwithstanding any such appointment of any receiver or temporary trustee or trustees, the Trustee may deem it wise to payenforce any other remedy provided in the Project Documents.

Appointment of Receiver. Mortgagee in Upon or at any action time after the filing of any complaint to foreclose this Mortgage shall Mortgage, and after an Event of Default has occurred and is continuing, the court in which such foreclosure is filed may, upon application by Mortgagee, appoint a receiver of the Premises (which may be entitledMortgagee) and Mortgagor hereby consents to such appointment. Such appointment may be made either before or after sale, without notice and as a matter of right and notice, without regard to the adequacy solvency or insolvency, at the time of the application for such receiver, of any security party liable for the payment of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under secured by this Mortgage, as a matter of right and without regard to the adequacy then value of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or whether the Premises are then occupied as a homestead or not and without the posting of any part thereof bond being required of the applicant. Such receiver shall have the power to take possession of and to operate, manage and control the Premises, to collect and receive all rents, issues and profits from the Premises during the pendency of such foreclosure suit and, in the name case of a sale and a deficiency, during the full statutory period of redemption, if any, as well as during any further times when Mortgagor, its successors or assigns, except for the account intervention of such receiver, would be entitled to collect such rents, issues and profits and to exercise all other powers which may be necessary or desirable for the protection, possession, operation, management and control of the Mortgagor or Mortgagee and collect, receive and sequester Premises during the rents, revenues, earnings, income, products and profits therefrom, and out whole of the same and aforesaid period. To the extent permitted by law, such receiver may be authorized by the court to cancel or terminate any other monies received hereunder pay tenancy, lease or provide sublease for the payment ofany cause or reason which would entitle Mortgagor to cancel such tenancy, all proper costs and expenses of takinglease or sublease, holdingelect to disaffirm any tenancy, leasing, selling and managing the same, including reasonable compensation lease or sublease made subsequent to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior this Mortgage or subordinated to the lien of this Mortgage and extend or modify any then existing leases and tenancies and to make new leases, which Mortgagee extensions, modifications and new leases may deem provide for terms or options for terms to expire beyond the maturity date of the indebtedness secured by this Mortgage, it wise being understood and agreed that any such leases and the options and other provisions contained therein shall be binding upon Mortgagor, upon all persons whose interests in the Premises are subject to paythe lien of this Mortgage and upon any purchaser or purchasers at any foreclosure sale notwithstanding any redemption from sale, discharge of the indebtedness secured by this Mortgage, satisfaction of any foreclosure decree or issuance of any certificate of sale or deed to any purchaser or purchasers at any foreclosure sale.

Appointment of Receiver. Upon the occurrence and during the continuance of an Event of Default, subject to the terms of any applicable Intercreditor Agreement (as defined in the Guarantee EXHIBIT C to FIRST LIEN CREDIT AGREEMENT and Collateral Agreement), the Mortgagee in any action to foreclose this Mortgage shall be entitled, without additional notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the NoteObligations secured hereby, whether the same shall then be occupied as a homestead or not, or the solvency of any party bound for its payment, to make application for the appointment of a receiver to take possession of and to operate the Premises, and to collect the rents, issues, profits, and income thereof, all expenses of which shall be added to the Obligations and secured hereby. The receiver shall have all the rights and powers provided for under the laws of the state in which the Premises are located, including without limitation, the power to execute leases, and the power to collect the rents, sales proceeds, issues, profits and proceeds of the Premises during the pendency of such foreclosure suit, as well as during any further times when the Mortgagor, upon demand its successors or assigns, except for the intervention of such receiver, would be entitled to collect such rents, sales proceeds, issues, proceeds and profits, and all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the MortgageePremises during the whole of said period. Receiver’s fees, shall surrender reasonable attorneys’ fees and costs incurred in connection with the possession of, and it appointment of a receiver pursuant to this Section 5.2 shall be lawful for Mortgageesecured by this Mortgage. Notwithstanding the appointment of any receiver, trustee or other custodian, subject to any applicable Intercreditor Agreement (as defined in the Guarantee and Collateral Agreement), the Mortgagee shall be entitled to retain possession and control of any cash or other instruments at the time held by such officer or agent as it may appoint, to take possession, of all payable or any part deliverable under the terms of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes Mortgage to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payfullest extent permitted by law.

Appointment of Receiver. Mortgagee in In any action to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, to the appointment of a receiver of the rents, income and profits of the Mortgaged Property. If an Event of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possessionpossession of, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay. The Receiver shall also be authorized to collect from Mortgagor, and Mortgagor agrees to pay, the fair rental value of Mortgagor's use and occupancy of the Mortgaged Property.

Appointment of Receiver. Mortgagee in Upon, or at any action time prior to foreclose this Mortgage shall be entitledor after, without notice initiating the exercise of any power of sale, instituting any judicial foreclosure or instituting any other foreclosure of the liens and security interests provided for herein or any other legal proceedings hereunder, make application to a court of competent jurisdiction for appointment of a receiver for all or any part of the Property, as a matter of strict right and without notice to Mortgagor and without regard to the adequacy of any security the Property for the repayment of the indebtedness secured hereby or the solvency of MortgagorMortgagor or any person or persons liable for the payment of the indebtedness secured hereby, upon and Mortgagor does hereby irrevocably consent to such appointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by Mortgagee, but nothing herein is to be construed to deprive Mortgagee of any court having jurisdictionother right, remedy or privilege Mortgagee may now have under the law to have a receiver appointed, provided, however, that, the appointment of a receiver such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of Mortgagee to receive payment of the rents, income Rents and profits Profits pursuant to other terms and provisions hereof. Any such receiver shall have all of the Mortgaged Property. If an Event usual powers and duties of Default (hereinbelow defined) occurs under this Mortgagereceivers in similar cases, as a matter of right and including, without regard to the adequacy of any security for the Notelimitation, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and full power to hold, develop, rent, lease, manage, maintain. operate and manage otherwise use or permit the sameuse of the Property upon such terms and conditions as said receiver may deem to be prudent and reasonable under the circumstances as more fully set forth in Section 3.3 below. Such receivership shall, and from time to time to make at the option of Mortgagee, continue until full payment of all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary of the indebtedness secured hereby or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes until title to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial shall have passed by foreclosure of the lien of sale under this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof deed in the name and for the account lieu of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payforeclosure.

Appointment of Receiver. Mortgagee 25. If, at any time after a default hereunder and the expiration of the applicable cure periods, if any, expressly provided for herein, in any action the sole discretion of Mortgagee, a receivership may be necessary to foreclose protect the Property or its rents, issues, revenue, profits or proceeds, whether before or after maturity of the Note and whether before or at the time of or after the institution of foreclosure or suit to collect such indebtedness, or to enforce this Mortgage shall be entitledMortgage, without notice and Mortgagee, as a matter of strict right and without regard to the adequacy of any security regardless of the indebtedness value of the Property or the amounts due hereunder or secured hereby, or of the solvency of Mortgagorany party bound for the payment of such indebtedness, shall have the right, upon ex parte application and without notice to anyone, and by any court having jurisdiction, to the appointment of a receiver of to take charge of, manage, preserve, protect and operate the Property, to collect the rents, issues, revenues, profits, proceeds and income thereof, to make all necessary and profits needful repairs, and to pay all taxes, assessments and charges against the Property and all premiums for insurance thereon, and to do such other acts as may by such court be authorized and directed, and after payment of the Mortgaged expenses of the receivership and the management of the Property, to apply the net proceeds of such receivership in reduction of the indebtedness secured hereby or in such other manner as the said court shall direct notwithstanding the fact that the amount owing thereon may not then be due and payable or the said indebtedness is otherwise adequately secured. If an Event Such receivership shall, at the option of Default (hereinbelow defined) occurs Mortgagee, continue until full payment of all sums hereby secured or until title to the Property shall have passed by sale under this Mortgage, . Mortgagor hereby specifically waives its right to object to the appointment of a receiver as aforesaid and hereby expressly agrees that such appointment shall be made as an admitted equity and as a matter of absolute right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to pay.

Appointment of Receiver. Mortgagee If, at any time after a default hereunder, in any action the sole discretion of Lender, a receivership may be necessary to foreclose protect the Property or its rents, issues, revenue, profits or proceeds, whether before or after maturity of the indebtedness secured hereby and whether before or at the time of or after the institution of suit to collect such indebtedness, or to enforce this Mortgage shall be entitledMortgage, without notice and Lender, as a matter of strict right and without regard to the adequacy of any security regardless of the indebtedness value of the Property or the amounts due hereunder or secured hereby, or of the solvency of Mortgagorany party bound for the payment of such indebtedness, shall have the right, upon ex parte application and without notice to anyone, and by any court having jurisdiction, to the appointment of a receiver of to take charge of, manage, preserve, protect and operate the Property, to collect the rents, issues, revenues, profits, proceeds and income thereof, to make all necessary and profits needful repairs, and to pay all taxes, assess ments and charges against the Property and all premiums for insurance thereon, and to do such other acts as may by such court be authorized and directed, and after payment of the Mortgaged expenses of the receivership and the management of the Property, to apply the net proceeds of such receivership in reduction of the indebtedness secured hereby or in such other manner as the said court shall direct, notwithstanding the fact that the amount owing thereon may not then be due and payable or the said indebtedness may otherwise be adequately secured. If an Event Such receivership shall, at the option of Default (hereinbelow defined) occurs Lender, continue until full payment of all sums hereby secured or until title to the Property shall have passed by sale under this Mortgage, . Borrower hereby specifically waives its right to object to the appointment of a receiver as aforesaid and hereby expressly agrees that such appointment shall be made as an admitted equity and as a matter of absolute right and without regard to the adequacy of any security for the Note, the Mortgagor, upon demand of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with the books, papers, and accounts of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and from time to time to make all needed repairs and improvements as Mortgagee shall deem wise; and, if Mortgagee deems it necessary or desirable, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereof, or institute proceedings for the complete or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior to the lien of this Mortgage which Mortgagee may deem it wise to payLender.

Appointment of Receiver. Mortgagee in Upon, or at any action time after the filing of a complaint to foreclose this Mortgage Mortgage, Mortgagee shall be entitled, without notice and as a matter of right and without regard to the adequacy of any security of the indebtedness or the solvency of Mortgagor, upon application to any court having jurisdiction, entitled to the appointment of a receiver of the rentsDevelopment by the court in which such complaint is filed, income and profits Mortgagor hereby consents to such appointment. Such appointment may be made either before or after sale, without notice, without regard to the solvency or insolvency of Mortgagor at the Mortgaged Property. If an Event time of Default (hereinbelow defined) occurs under this Mortgage, as a matter of right application for such receiver and without regard to the adequacy then value of the Development or whether the same shall be then occupied as a homestead or not and Mortgagee or any holder of the Notes may be appointed as such receiver. Such receiver shall have power: (a) to collect the rents, issues and profits of the Development during the pendency of such foreclosure suit and, in case of a sale and a deficiency, during the full statutory period of redemption, whether there be redemption or not, as well as during any further times when Mortgagor, except for the intervention of such receiver, would be entitled to collect such rents, issues and profits; (b) to extend or modify any then existing leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the indebtedness hereunder and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to be contained herein, shall be binding upon Mortgagor and all persons whose interests in the premises are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge or the mortgage indebtedness, satisfaction of any security foreclosure decree, or issuance of any certificate of sale or deed to any purchaser, and (c) all other powers which may be necessary or are usual in such cases for the Noteprotection, the Mortgagorpossession, upon demand control, management, and operation of the Mortgagee, shall surrender the possession of, and it shall be lawful for Mortgagee, by such officer Development or agent as it may appoint, to take possession, of all or any part of the Mortgaged Property together with Premises during the books, papers, and accounts whole of the Mortgagor pertaining thereto, and to hold, operate and manage the same, and said period. The court from time to time may authorize the receiver to make all needed repairs and improvements as Mortgagee shall deem wise; andapply the net income of his hands in payment in whole or in part of: (a) the indebtedness secured hereby, if Mortgagee deems it necessary or desirableby any decree foreclosing this mortgage, to complete construction and equipping of any Improvements and in the course of such construction or equipping to make such changes to the same as it may deem desirable; and Mortgagee may sell the Mortgaged Property or any part thereoftax, special assessment, or institute proceedings for the complete other lien which may be or partial foreclosure of the lien of this Mortgage on the Mortgaged Property, or lease the Premises or any part thereof in the name and for the account of the Mortgagor or Mortgagee and collect, receive and sequester the rents, revenues, earnings, income, products and profits therefrom, and out of the same and any other monies received hereunder pay or provide for the payment of, all proper costs and expenses of taking, holding, leasing, selling and managing the same, including reasonable compensation to Mortgagee, its agents and counsel, and any charges of Mortgagee hereunder, and any taxes and other charges prior become superior to the lien hereof or of this Mortgage which Mortgagee may deem it wise such decree, provided such application is made prior to payforeclosure sale; (b) the deficiency in case of a sale and deficiency.