Common use of Performance by Lender Clause in Contracts

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants contained in this Article VI or elsewhere herein, and if such failure shall continue for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 and 6.15, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including the payment of taxes, the satisfaction of Liens, the performance of obligations owed to Account Debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Rate. To facilitate Lender’s performance or observance of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or Lender’s delegate, acting alone, as Borrower’s attorney in fact (which appointment is coupled with an interest) with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28.

Performance by Lender. If In addition to all of Lender's rights and remedies set forth in this Agreement and any other Borrower Document; if Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinany Borrower Document, and if such failure shall continue for a period of ten calendar days 10 Business Days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.06 and 6.157.07 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Rate. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is of Borrower, coupled with an interest) , with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI Agreement, in the Mortgage or elsewhere hereinany other related document, and if such failure shall continue for a period of ten 10 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.06 and 6.157.07 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If any Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinany Borrower Document, and if such failure shall continue for a period of ten 10 calendar days after Lender or Collateral Agent gives such Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 6.06 and 6.156.07 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender or Collateral Agent may, but need not, perform or observe such covenant on behalf and in the name, place and stead of such Borrower (or, at Lender’s or Collateral Agent’s option, in Lender’s or Collateral Agent’s name) and may, but need not, take any and all other actions which Lender or Collateral Agent may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower Borrowers shall thereupon pay to Lender on and Collateral Agent within ten (10) days after written demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender or Collateral Agent in connection with or as a result of the performance or observance of such agreements or the taking of such action by LenderLender or Collateral Agent, together with interest thereon from the date expended or incurred at the Default Ratelesser of 10% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender and Collateral Agent of such covenants of BorrowerBorrowers, each Borrower hereby irrevocably appoints LenderLender and Collateral Agent, or Lender’s delegatethe delegate of Lender or Collateral Agent, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of such Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of such Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by such Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails is in Default under the Loan Documents (except for the Tax Agreement) and the Lender reasonably believes that such Default may have a material and adverse affect on the Borrower’s financial position or its ability to perform or observe any of the foregoing covenants contained in this Article VI or elsewhere herein, and if such failure shall continue for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 and 6.15fulfill its obligations hereunder, immediately upon the occurrence of such failureDefault, without notice or lapse of timetime (though Lender agrees to promptly provide Borrower with notice of any action taken), with notice to Borrower, Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure Default (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Rate; provided, however, that such rate shall not exceed % per annum. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is of Borrower, with a limited power of attorney, coupled with an interest) , with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings relating to the Property or the Facility required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Master Loan Agreement, subject to the terms of this Master Loan Agreement. Notwithstanding anything herein to the contrary, Authority shall have the right to enforce Borrower’s covenants, agreements and representations in the Tax Agreement against Borrower pursuant to the terms thereof.

Performance by Lender. If Borrower the Corporation at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinthe Lease Documents, and if such the failure shall continue continues for a period of ten calendar thirty (30) days after the Lender gives Borrower the Corporation written notice thereof (or in thereof, the case of the agreements contained in Sections 6.13 and 6.15, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant or agreement on behalf and in the name, place and stead of Borrower the Corporation (or, at the Lender’s option, in the Lender’s name) and may, but need not, take any and all other actions which that the Lender may reasonably deem necessary to cure or correct such the failure (including the payment of taxes, the satisfaction of security interests, Liens, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements deed of trusts and financing statements, and the endorsement of instruments); and Borrower the Corporation shall thereupon pay to the Lender on demand the amount of all monies money expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by the Lender in connection with or as a result of the performance or observance of such those covenants or agreements or the taking of such the action by the Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by the Lender of such the covenants or agreements of Borrowerthe Corporation, Borrower the Corporation hereby irrevocably appoints the Lender, or the delegate of the Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of the Corporation with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower the Corporation any and all instruments, documents, assignments, security agreementsdeed of trusts, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower the Corporation under this Section 6.28the Lease Documents.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinthe Loan Documents, and if such the failure shall continue continues for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 SECTIONS 5.06 and 6.155.07, immediately upon the occurrence of such the failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant or agreement on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which that Lender may reasonably deem necessary to cure or correct such the failure (including the payment of taxes, the satisfaction of security interests, Liens, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such those covenants or agreements or the taking of such the action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such the covenants or agreements of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28the Loan Documents.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinAgreement, and if such failure shall continue for a period of ten 10 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended by Lender and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower BNC or Borrower, or both of them, at any time fails to perform or observe any of the foregoing covenants contained in this Article VI or elsewhere herein, and if such failure shall continue for a period of ten calendar days after Lender gives BNC or Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 Section 6.11 and 6.15Section 6.13, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including the payment of taxes, the satisfaction of Liens, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Rate. To facilitate Lender’s performance or observance of such covenants of BNC and Borrower, BNC and Borrower hereby irrevocably appoints appoint Lender, or Lender’s delegate, acting alone, as BNC’s and Borrower’s attorney in fact (which appointment is coupled with an interest) with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower BNC and Borrower, or both of them, any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by BNC and Borrower under this Section 6.28hereunder.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinLoan Agreement, and if such failure shall continue for a period of ten 10 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 34 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s attorney in the attorney-in-fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Loan Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI Agreement, or elsewhere hereinany other related document, or if Westerbeke fails to perform or observe and of the covenants or agreements in the Mortgage or the Assignment or any other related document, and if such failure shall continue for a period of ten (10) calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.06 and 6.157.07 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, not perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys’ attorney's fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinany Borrower Document, and if such failure shall continue for a period of ten 10 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinany Borrower Document, and if such failure shall continue for a period of ten 30 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 15% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinAgreement, and if such failure shall continue for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 and 6.15, immediately upon the occurrence of such failure, without notice or lapse of time)thereof, Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys reasonably expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) reasonably incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 12% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints appoints, effective upon the occurrence and during the continuance of an Event of Default, Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform any agreement or observe any of the foregoing covenants obligation contained in this Article VI or elsewhere herein, and if such failure is not cured within the lesser of twenty (20) days or any cure period specified for such failure, Lender may itself perform, or cause the performance of such agreement or obligation and shall continue for a period of ten calendar days after Lender gives give Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 and 6.15, immediately upon the occurrence of such failureaction. Borrower will pay, without notice or lapse of time)reimburse Lender, Lender mayon demand, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take for any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (fees, including the payment of taxesattorneys' fees, the satisfaction of Liens, the performance of obligations owed to Account Debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) of whatever kind or nature incurred by Lender in connection with (i) the creation, preservation and protection of Lender's security interest in the Collateral, including, without limitation, all fees and taxes in connection with the recording or as a result filing of instruments and documents in public offices, (ii) payments or discharge of any taxes or liens upon or in respect of the performance Collateral, (iii) premiums for insurance with respect to the Equipment and (iv) this Loan and Security Agreement and with protecting, maintaining or observance preserving the Collateral and Lender's interests therein, whether through judicial proceedings or otherwise, or in connection with defending or prosecuting any actions, suits or proceedings arising out of or related to the Loan and Security Agreement and the Loan Documents or in connection with any debt restructuring, loan workout negotiations or bankruptcy or insolvency case or proceedings. All such amounts shall constitute obligations of Borrower secured by the Collateral. In the event that Borrower fails to perform any of its agreements or the taking of contained herein, Borrower will, on demand, reimburse Lender for all such action by Lenderexpenditures, together with interest thereon from the date expended or incurred of such expenditure until fully reimbursed at the Default Rate. To facilitate Lender’s performance or observance rate of two percent (2%) per month on the outstanding balance of such covenants of Borrowerexpenditures or the highest rate permitted by law, Borrower hereby irrevocably appoints Lender, or Lender’s delegate, acting alone, as Borrower’s attorney in fact (which appointment whichever is coupled with an interest) with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28less.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinAgreement, and if such failure shall continue for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys reasonably expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) reasonably incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 12% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints effective upon the occurrence and continuance of an Event of Default Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinAgreement, and if such failure shall continue for a period of ten calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ ' fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s attorney in the attorney-in-fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI Agreement, the Mortgage or elsewhere hereinthe Environmental Indemnity Agreement, and if such failure shall continue for a period of ten 10 calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 6.05 and 6.156.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s option, in Lender’s name) and may, but need not, take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinAgreement, and if such failure shall continue for a period of ten (10) calendar days after Lender gives Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 7.05 and 6.157.06 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender may, but need not, not perform or observe such covenant on behalf and in the name, place and stead of Borrower (or, at Lender’s 's option, in Lender’s 's name) and may, but need not, not take any and all other actions which Lender may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower shall thereupon pay to Lender on demand the amount of all monies expended and all costs and expenses (including reasonable attorneys’ attorney's fees and legal expenses) incurred by Lender in connection with or as a result of the performance or observance of such agreements or the taking of such action by Lender, together with interest thereon from the date expended or incurred at the Default Ratelesser of 18% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender of such covenants of Borrower, Borrower hereby irrevocably appoints Lender, or the delegate of Lender’s delegate, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by Borrower under this Section 6.28Agreement.

Performance by Lender. If either Borrower at any time fails to perform or observe any of the foregoing covenants or agreements contained in this Article VI or elsewhere hereinany Borrower Document, and if such failure shall continue for a period of ten 10 calendar days after Lender or Collateral Agent gives such Borrower written notice thereof (or in the case of the agreements contained in Sections 6.13 6.06 and 6.156.07 hereof, immediately upon the occurrence of such failure, without notice or lapse of time), Lender or Collateral Agent may, but need not, perform or observe such covenant on behalf and in the name, place and stead of such Borrower (or, at Lender’s or Collateral Agent’s option, in Lender’s or Collateral Agent’s name) and may, but need not, take any and all other actions which Lender or Collateral Agent may reasonably deem necessary to cure or correct such failure (including including, without limitation, the payment of taxes, the satisfaction of Lienssecurity interests, liens or encumbrances, the performance of obligations owed to Account Debtors account debtors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments); and Borrower Borrowers shall thereupon pay to Lender on and Collateral Agent within ten (10) days after written demand the amount of all monies moneys expended and all costs and expenses (including reasonable attorneys’ fees and legal expenses) incurred by Lender or Collateral Agent in connection with or as a result of the performance or observance of such agreements or the taking of such action by LenderLender or Collateral Agent, together with interest thereon from the date expended or incurred at the Default Ratelesser of 10% per annum or the highest rate permitted by law. To facilitate Lender’s the performance or observance by Lender and Collateral Agent of such covenants of BorrowerBorrowers, each Borrower hereby irrevocably appoints LenderLender and Collateral Agent, or Lender’s delegatethe delegate of Lender or Collateral Agent, acting alone, as Borrower’s the attorney in fact (which appointment is coupled with an interest) of such Borrower with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of such Borrower any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by such Borrower under this Section 6.28Agreement.