Common use of PROTECTION OF LENDER'S SECURITY Clause in Contracts

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, at Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrowers or Accommodation Parties fail to perform the covenants and agreements contained in this InstrumentMortgage, or if there is any action or legal proceeding is commenced which affects that may significantly affect the Lender's interest in the Mortgaged Property or title thereto or the interest of Lender therein(such as a proceeding in bankruptcy, includingprobate, but not limited to, eminent domain, insolvency, code enforcementcondemnation, or arrangements to enforce laws or proceedings involving a bankrupt or decedentregulations), Lenderthen the Lender may, at its sole option and discretion, do and pay for whatever is necessary to protect the value of the Mortgaged Property and the Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, rights in its sole discretion, to protect the Mortgaged Property. The Lender's interestactions may include paying any sums secured by a lien that has priority over the lien created by this Mortgage, includingappearing in court, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon paying reasonable attorneys' fees and entering on the Mortgaged Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by the Lender pursuant to under this Section, with interest thereon, Section 7 shall become additional indebtedness debt of Borrower Borrowers due under the Note and shall be secured by this InstrumentMortgage. Unless Borrower Borrowers and the Lender agree to other terms of payment, such these amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at an interest rate equal to the lesser of eighteen percent (18%) per annum or the highest interest rate then applicable to principal permissible under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event and such amounts additional debt, along with interest thereon, shall bear interest be immediately due and payable upon notice from the Lender to Borrowers demanding such payment. Any action taken or expense incurred by the Lender hereunder shall be at the highest rate which may be collected from Borrower under applicable law. Nothing its sole option and discretion and nothing contained in herein, including but not limited to this Section or elsewhere in any of the Loan Documents 7, shall require the Lender to take any action or to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's ’s option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's Xxxxxx’s interest, including, but not limited to, (i) disbursement of attorney's ’s fees, (ii) entry upon the Property to make repairs, and (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender Xxxxxx pursuant to this Section, with interest thereon, paragraph shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the Event of Default rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If (a) Borrower fails to pay the Indebtedness or to perform the covenants and agreements contained in this InstrumentObligations, or if (b) any action or proceeding is commenced which materially adversely affects or could materially adversely affect the Property or title thereto Lender's interest therein, including any loss, damage, cost, expense or liability incurred by Lender with respect to (i) any environmental matters relating to the Property or (ii) the preparation of the commencement or defense of any action or proceeding or any threatened action or proceeding affecting the Loan Documents or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's option, may make such appearances, disburse such sums and take such action lawful action, taking into account the rights of residents at the Property, as Lender deems necessary, in its sole discretion, to protect the Property or Lender's interestinterest therein, including, but not limited to, (i) disbursement of attorney's fees, (ii) including entry upon the Property to make repairstake such actions Lender determines appropriate to preserve, (iii) procurement of satisfactory insurance as provided herein, (iv) protect or restore the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsProperty. Any amounts disbursed by Lender pursuant to this SectionSection 6 (including attorneys' fees, costs and expenses), together with interest thereonthereon at the "Default Rate" (defined in the Notes) from the date of disbursement, shall become additional indebtedness Indebtedness of Borrower secured by the lien of this Instrument. Unless Borrower Mortgage and Lender agree to the other terms of payment, such amounts Loan Documents and shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawon demand. Nothing contained in this Section or elsewhere in any of the Loan Documents 6 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrower(s) fail(s) to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which materially affects Lender’s interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt bankruptcy or decedent, Lender, then Lender at Lender's ’s option, upon notice to Borrower(s), may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) funds to pay reasonable attorneys’ fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Sectionparagraph 7, with interest thereon, shall become additional indebtedness of Borrower Borrower(s) secured by this InstrumentMortgage. Unless Borrower Borrower(s) and Lender agree to other terms of or payment, such amounts amount shall be immediately due and payable upon demand notice from Lender to Borrower(s) requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 7 shall require Lender to incur any expense or take any action hereunder.. (sf.mort) 01.13.09 Loan «LOANID»

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrower(s) fail(s) to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which materially affects Lender’s interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's ’s option, upon notice to Borrower(s), may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, necessary to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) funds to pay reasonable attorneys’ fees and entry upon the Trust Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionParagraph 7, with interest thereon, shall become additional indebtedness of Borrower Borrower(s) secured by this InstrumentMortgage. Unless Borrower Borrower(s) and Lender agree to other terms of payment, such amounts amount shall be immediately due and payable upon demand notice from Lender to Borrower(s) requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 7 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which materially affects Lender’s interest in the Property or title thereto or the interest of Lender thereinMortgaged Premises, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's ’s option, upon notice to Borrower, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) funds to pay reasonable attorneys’ fees and entry upon the Property Mortgaged Premises to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionMortgage, with interest thereon, shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of or payment, such amounts amount shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 7 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrower(s) fail(s) to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which materially affects Lender’s interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's ’s option, upon notice to Borrower(s), may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) funds to pay reasonable attorneys’ fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionParagraph 7, with interest thereon, shall become additional indebtedness of Borrower Borrower(s) secured by this InstrumentMortgage. Unless Borrower Borrower(s) and Lender agree to other terms of or payment, such amounts amount shall be immediately due and payable upon demand notice from Lender to Borrower(s) requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 7 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's ’s option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's ’s fees, (ii) entry upon the Property to make repairs, and (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, paragraph shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the Event of Default rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower Grantor fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin paragraph 5 hereof, and (iv) the payment if this Instrument is on a leasehold, exercise of any Taxes then due option to renew or extend the ground lease on behalf of Grantor and payable, and (v) payment the curing of any other amounts contemplated default of Grantor in any the terms and conditions of the Loan Documentsground lease. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower Grantor secured by this Instrument. Unless Borrower Grantor and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower Grantor of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower Grantor under applicable law. Grantor hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If the Borrower fails to perform pay any claim, lien or encumbrance which is superior to this Mortgage, or fails to pay when due any tax or assessment or insurance premium, or to keep the covenants and agreements contained premises in this Instrumentrepair, or shall commit, suffer or permit waste, or if there be commenced any action at law or equity or any proceeding is commenced which affects affecting the Property or the title thereto or thereof, the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, at Lender's its option, may pay said claim, lien, encumbrance, tax, assessment or premium, make such appearancesrepairs and take such steps as it deems advisable to prevent or cure such waste, disburse and may appear in any such sums action or proceeding, and take such action as the Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsadvisable. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, paragraph shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the default rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants shall not and agreements contained in this Instrumentwill not apply for or avail itself of any appraisement, valuation, stay, extension or exemption laws, or if any action so-called "Moratorium Laws", now existing or proceeding is commenced which affects hereafter enacted, in order to prevent or hinder the enforcement or foreclosure of this Mortgage, but hereby waives the benefit of such laws. Borrower for itself and all who may claim through or under it waives any and all right to have the property and estates comprising the Property marshaled upon any foreclosure of the lien hereof and agrees that any court having jurisdiction to foreclose such lien may order the Property sold as an entirety. Borrower further waives and releases (a) all errors, defects and imperfections in any proceedings instituted by Lender under the Note, this Mortgage or title thereto any of the other Loan Documents; (b) all benefits that might accrue to Borrower by virtue of any present or future laws exempting the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcementProperty, or arrangements any part of the proceeds arising from any sale thereof, from attachment, levy or proceedings involving a bankrupt sale under civil process, or decedentextension, exemption from civil process or extension of time for payment; and (c) all notices not specifically required by this Mortgage of Event of Default, or of Lender's exercise, or election to exercise, any option under this Mortgage. At any time after the occurrence of an Event of Default hereunder, Lender, at or Lender's optionagents or contractors, may make such appearancesis authorized, disburse such sums without notice and take such action as Lender deems necessary, in its Lender's sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement enter upon and take possession of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of or any Taxes then due and payablepart thereof, and (v) payment of to perform any other amounts contemplated in acts which Lender deems necessary or proper to conserve the security interest herein intended to be provided by the Property, to operate any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest business or businesses conducted thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of paymentcollect and receive all Rents thereof and therefrom, such amounts shall be immediately including those past due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require Lender to incur any expense or take any action hereunderas well as those accruing thereafter.

PROTECTION OF LENDER'S SECURITY. (a) If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property property or title thereto thereof or the interest of Lender therein, including, but not limited to, including without limitation eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, the Lender, at Lender's sole option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited toincluding without limitation, (i) disbursement of reasonable attorney's fees, (ii) entry upon the Property to make repairsrepair, and (iii) procurement of satisfactory insurance as provided herein, in Section 6.05. (ivb) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts amount disbursed by Lender pursuant to this Section, with interest thereon, Section 6.20 shall become an additional indebtedness of Borrower secured by this Instrument, with interest accruing thereon. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest Interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest non-usurious rate which may be collected from Borrower under applicable law. Borrower covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the Indebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents 6.20 shall require Lender to incur any expense or take any action hereunderunder this Instrument.

PROTECTION OF LENDER'S SECURITY. If the Borrower fails to perform pay any claim, lien or encumbrance which is superior to this Mortgage, or fails to pay when due any tax or assessment or insurance premium, or to keep the covenants and agreements contained premises in this Instrumentrepair, or shall commit, suffer or permit waste, or if there be commenced any action at law or equity or any proceeding is commenced which affects affecting the Property or the title thereto or thereof, the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, at Lender's its option, may pay said claim, lien, encumbrance, tax, assessment or premium, make such appearancesrepairs and take such steps as it deems advisable to prevent or cure such waste, disburse and may appear in any such sums action or proceeding, and take such action as the Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsadvisable. Any amounts disbursed by Lender Xxxxxx pursuant to this Section, with interest thereon, paragraph shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the default rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Xxxxxx shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrower(s) fail(s) to perform the covenants and agreements contained in this InstrumentDeed of Trust, or if any action or proceeding is commenced which materially affects Lender’s interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's ’s option, upon notice to Borrower(s), may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) funds to pay reasonable attorneys’ fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionParagraph 7, with interest thereon, shall become additional indebtedness of Borrower Borrower(s) secured by this InstrumentDeed of Trust. Unless Borrower Borrower(s) and Lender agree to other terms of or payment, such amounts amount shall be immediately due and payable upon demand notice from Lender to Borrower(s) requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 7 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage, or under the Agreement, or if any action or proceeding is commenced which materially affects Lender's interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, upon notice to Borrower, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's interest, including, but not limited to, (i) disbursement of reasonable attorney's fees, (ii) fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Sectionparagraph 7, with interest thereon, shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under permissible by applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 7 shall require Lender to incur any expense or take do any act hereunder, and Borrower expressly waives any right of action hereunder.against Lender resulting from Lender's action or failure to act under this paragraph

PROTECTION OF LENDER'S SECURITY. If Borrower (a) Xxxxxxxx fails to pay the Indebtedness or to perform the covenants Obligations and agreements contained in this Instrumentsuch default ripens into an Event of Default, or if (b) any action or proceeding is commenced which affects or could reasonably be expected to affect the Property or title thereto Agent’s or Lender’s interest therein, including any loss, damage, cost, expense or liability incurred by Agent or Lender with respect to (i) any environmental matters relating to the Property or (ii) the preparation of the commencement or defense of any action or proceeding or any threatened action or proceeding affecting the Loan Documents or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen Agent, at Lender's Agent’s option, may make such appearances, disburse such sums and take such action as Lender Agent deems necessary, in its sole reasonable discretion, to protect Lender's interestthe Property or Agent’s or Xxxxxx’s interest therein, including, but not limited to, (i) disbursement of attorney's fees, (ii) including entry upon the Property (subject to make repairsthe rights of tenants and subtenants) to take such actions Agent determines reasonably appropriate to preserve, (iii) procurement of satisfactory insurance as provided herein, (iv) protect or restore the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsProperty. Any amounts disbursed by Agent or Lender pursuant to this SectionSection 7 (including reasonable attorneys’ fees, costs and expenses), together with interest thereonthereon at the “Default Rate” (defined in the Note) from the date of disbursement, shall become additional indebtedness Indebtedness of Borrower secured by the lien of this Instrument. Unless Borrower Mortgage and Lender agree to the other terms of payment, such amounts Loan Documents and shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawon demand. Nothing contained in this Section or elsewhere in any of the Loan Documents 7 shall require Agent or Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform any of the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsSECTION 5 hereof. Any amounts disbursed by Lender pursuant to this SectionSECTION 8, with interest thereon, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawlaw or, at Lender's option, the rate stated in the Note. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the Indebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents SECTION 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. Each Assignor will do nothing to impair the rights of the Lender in the Collateral except to the extent such impairment shall be waived in accordance with the terms of Section 10.2 hereof. Each Assignor will at all times keep its Inventory and Equipment insured in favor of the Lender, at such Assignor's own expense to the extent and in the manner provided in the Credit Agreement; all policies or certificates with respect to such insurance (and any other insurance maintained by such Assignor) (i) shall be endorsed to the Lender's reasonable satisfaction for the benefit of the Lender (including, without limitation, by naming the Lender as additional insured and loss payee) and (ii) shall state that such insurance policies shall not be cancelled or revised without 30 days' prior written notice thereof by the insurer to the Lender; and certified copies of such policies or certificates shall be deposited with the Lender. If Borrower fails any Assignor shall fail to perform insure its Inventory and Equipment in accordance with the covenants and agreements contained in this Instrumentpreceding sentence, or if any action Assignor shall fail to so endorse and deposit all policies or proceeding is commenced which affects certificates with respect thereto, the Property or title thereto or Lender shall have the interest right (but shall be under no obligation) to procure such insurance and such Assignor agrees to promptly reimburse the Lender for all costs and expenses of procuring such insurance. Except as otherwise permitted to be retained by the relevant Assignor pursuant to the Credit Agreement, the Lender thereinshall, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, at the time such proceeds of such insurance are distributed to the Lender, at Lender's option, may make apply such appearances, disburse proceeds in accordance with Section 7.4 hereof. Each Assignor assumes all liability and responsibility in connection with the Collateral acquired by it and the liability of such sums and take such action as Lender deems necessary, Assignor to pay the Obligations shall in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any no way be affected or diminished by reason of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, fact that such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which Collateral may be collected from Borrower under applicable law. Nothing contained in this Section lost, destroyed, stolen, damaged or elsewhere in for any of the Loan Documents shall require Lender reason whatsoever unavailable to incur any expense or take any action hereundersuch Assignor.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, to (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform Upon the covenants occurrence and agreements contained during the continuance of any Event of Default beyond applicable notice and cure periods set forth in this Instrumentthe Lease Agreement, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin PARAGRAPH 5 hereof, (iv) exercise of any option to renew or extend the Severance Lease on behalf of Borrower and the curing of any default of Borrower in the terms and conditions of the Severance Lease, and, (v) the payment of any Taxes Impositions or insurance premiums then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionPARAGRAPH 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under Default Rate stated in the Note Lease Agreement unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents PARAGRAPH 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If the Borrower fails to perform the covenants and agreements contained in this InstrumentAgreement, or if any action or proceeding is commenced which affects the Property Collateral or title thereto or the interest of the Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then the Lender, at the Lender's option, may make such appearancesappearance, disburse such sums sums, and take such action as the Lender deems necessary, in its sole reasonable discretion, to protect the Lender's interest, including, including but not limited to, to (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property Borrower's property to make repairsrepairs to the Collateral, and (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsinsurance. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of the Borrower secured by this InstrumentAgreement. Unless the Borrower and the Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawNote. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require the Lender to incur any expense or take any action hereunderaction.

PROTECTION OF LENDER'S SECURITY. If Borrower Grantor fails to perform the covenants and agreements contained in this InstrumentDeed of Trust, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender Collateral Agent therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedentbankruptcy of the Grantor, Lenderthen Collateral Agent, at LenderCollateral Agent's option, after the occurrence of an Event of Default, may make such appearances, disburse such sums and take such action as Lender Collateral Agent deems necessary, in its sole discretion, necessary to protect LenderCollateral Agent's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) payment, contest or compromise or any lien or security interest which is prior to the lien or security interest of this Deed of Trust, and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender Collateral Agent pursuant to this SectionParagraph 8, with interest thereon, shall become additional indebtedness a portion of Borrower secured by this Instrumentthe Obligations. Unless Borrower Grantor and Lender Collateral Agent agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Collateral Agent to Grantor requesting payment thereof and shall bear interest from the date of disbursement at the default rate then applicable to principal under stated in the Note Credit Agreement unless collection from Borrower Grantor of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower Grantor under applicable law. Grantor shall have the right to prepay such amounts in whole or in part at any time. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 8 shall require Lender Collateral Agent to incur any expense or take do any action hereunderact.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including. Including, but not limited to, (i) disbursement of attorney's fees, ; (ii) entry upon the Property to make repairs, ; (iii) procurement of satisfactory insurance as provided herein, in paragraph 5 hereof; and (iv) the payment if this Instrument is on a leasehold, exercise of any Taxes then due option to renew or extend the ground lease on behalf of Borrower and payable, and (v) payment the curing of any other amounts contemplated default of Borrower in any the terms and conditions of the Loan Documentsground lease. AHFC# Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If the Borrower fails or Guarantor fail to perform the any of their respective covenants and agreements contained or incorporated in this InstrumentAgreement, or if any action or proceeding is commenced which affects the Property Borrower's Collateral or Guarantor's Collateral or title thereto or the interest of the Lender therein, including, but not limited to, eminent domain, to insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then the Lender, at the Lender's option, may make such appearancesappearance, disburse such sums sums, and take such action as the Lender deems necessary, in its sole discretion, to protect the Lender's interest, including, including but not limited to, to (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property Borrower's or Guarantor's property to make repairsrepairs to the Borrower's Collateral or Guarantor's Collateral, and (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsinsurance. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of the Borrower secured by this InstrumentAgreement. Unless Borrower the Borrower, the Guarantor and the Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawNote. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require the Lender to incur any expense or take any action hereunderaction.

PROTECTION OF LENDER'S SECURITY. If (a) Borrower fails to pay the Indebtedness or to perform the covenants Obligations and agreements contained in this Instrumentsuch default ripens into an Event of Default, or if (b) any action or proceeding is commenced which affects or could reasonably be expected to affect the Property or title thereto Agent’s or Lender’s interest therein, including any loss, damage, cost, expense or liability incurred by Agent or Lender with respect to (i) any environmental matters relating to the Property or (ii) the preparation of the commencement or defense of any action or proceeding or any threatened action or proceeding affecting the Loan Documents or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen Agent, at Lender's Agent’s option, may make such appearances, disburse such sums and take such action as Lender Agent deems necessary, in its sole reasonable discretion, to protect the Property or Agent’s or Lender's interest’s interest therein, including, but not limited to, (i) disbursement of attorney's fees, (ii) including entry upon the Property (subject to make repairsthe rights of tenants and subtenants) to take such actions Agent determines reasonably appropriate to preserve, (iii) procurement of satisfactory insurance as provided herein, (iv) protect or restore the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsProperty. Any amounts disbursed by Agent or Lender pursuant to this SectionSection 7 (including reasonable attorneys’ fees, costs and expenses), together with interest thereonthereon at the “Default Rate” (defined in the Note) from the date of disbursement, shall become additional indebtedness Indebtedness of Borrower secured by the lien of this Instrument. Unless Borrower Mortgage and Lender agree to the other terms of payment, such amounts Loan Documents and shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawon demand. Nothing contained in this Section or elsewhere in any of the Loan Documents 7 shall require Agent or Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) if this Instrument is on a leasehold, exercise of any option to renew or extend the ground lease on behalf of Borrower and the curing of any default of Borrower in the terms and conditions of the ground lease, (v) the payment of any Taxes taxes and/or assessments levied against the Property and then due and payable, and (vvi) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to pay the Indebtedness or perform the covenants and agreements contained in this InstrumentObligations after the expiration of any applicable notice or cure period, or if any action or proceeding is commenced which materially affects the Property or title thereto or the Lender's interest of Lender thereintherein and Borrower fails to promptly take appropriate action, includingas reasonably determined by Lender, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole reasonable discretion, to protect the Property or Lender's interestinterest therein, including, but not limited to, (i) disbursement of attorney's fees, (ii) including lawful entry upon the Property to make repairsrepairs and perform environmental tests and studies. Lender shall give Borrower reasonable notice of all such appearances, (iii) procurement of satisfactory insurance disbursements and actions, which may be before or after any such appearance, disbursement or action, as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsappropriate. Any amounts disbursed by Lender pursuant to this SectionParagraph 7 (including attorneys' costs and expenses), with shall bear interest thereonthereon at the "Default Rate" (defined in the Note) from the date of disbursement, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower the Loan Documents and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawon demand. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 7 shall require Lender to incur any expense or take any action hereunder. With respect to the foregoing, reference is made to Section 291-f of the New York Real Property Law and the benefits of such Section 291-f shall apply hereto.

PROTECTION OF LENDER'S SECURITY. Each Debtor will at all ------------------------------- times keep its Equipment insured in favor of the Lender, at such Debtor's own expense; all policies or certificates with respect to such insurance (and any other insurance maintained by such Debtor) (a) shall be endorsed to the Lender's reasonable satisfaction for the benefit of the Lender (including, without limitation, by naming the Lender as additional insured and loss payee) and (b) shall state that such insurance policies shall not be canceled without 30 days' prior written notice thereof by the insurer to the Lender; and upon the Lender's request, certified copies of such policies or certificates with respect thereto shall be deposited with the Lender. If Borrower fails any Debtor shall fail to perform insure its Equipment in accordance with the covenants and agreements contained in this Instrumentpreceding sentence, or if any action Debtor shall fail to so endorse and deposit all policies or proceeding is commenced which affects certificates with respect thereto, the Property or title thereto or Lender shall have the interest right (but shall be under no obligation), upon prior written notice to such Debtor, to procure such insurance and such Debtor agrees to promptly reimburse the Lender for all costs and expenses of procuring such insurance. The Lender thereinshall, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, at the time any proceeds of such insurance are distributed to the Lender, at Lender's option, may make apply such appearances, disburse such sums and take such action proceeds in accordance with Section 5.4 hereof except as Lender deems necessary, otherwise provided by the applicable Credit Agreement. The liability of each Debtor to pay the Secured Obligations shall in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any no way be affected or diminished by reason of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which fact that any Personal Property Collateral may be collected from Borrower under applicable law. Nothing contained in this Section lost, destroyed, stolen, damaged or elsewhere in for any of the Loan Documents shall require Lender reason whatsoever unavailable to incur any expense or take any action hereundersuch Debtor.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin PARAGRAPH 5 hereof, and (iv) the payment of any Taxes taxes and/or assessments levied against the Property and then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this SectionPARAGRAPH 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents PARAGRAPH 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform any of the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (ia) disbursement of attorney's attorneys' fees, (iib) entry upon the Property to make repairs, (iiic) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payablein Section 5 hereof, and (vd) payment if this Instrument is on a leasehold, exercise of any other amounts contemplated option to renew or extend the ground lease on behalf of Borrower and the curing of any default of Borrower in any the terms and conditions of the Loan Documentsground lease. Any amounts disbursed by Lender pursuant to this SectionSection 8, with interest thereon, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower lesser of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at 18% or the highest rate which may permitted by law. Borrower hereby covenants and agrees that Lender shall be collected from Borrower under applicable lawsubrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the Indebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, ’s option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's ’s fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin paragraph 5 hereof, (iv) if this Instrument is on a leasehold, exercise of any option to renew or extend the ground lease on behalf of Borrower and the curing of any default of Borrower in the terms and conditions of the ground lease, and (v) the payment of any Taxes taxes and/or assessments levied against the Property and then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's optionoption may, may after consultation with Borrower, make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (ia) disbursement of attorney's fees, (iib) entry upon the Property to make repairs, and (iiic) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Sectionparagraph, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall shall, after notice to Borrower, be immediately due and payable upon demand and shall bear interest from the date of disbursement at the highest rate then applicable to principal under stated in the Note Obligation unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Borrowers and Accommodation Parties fail to perform the covenants and agreements contained in this InstrumentMortgage, or if there is any action or legal proceeding is commenced which affects that may significantly affect the Lender's interest in the Mortgaged Property or title thereto or the interest of Lender therein(such as a proceeding in bankruptcy, includingprobate, but not limited to, eminent domain, insolvency, code enforcementcondemnation, or arrangements to enforce laws or proceedings involving a bankrupt or decedentregulations), Lenderthen the Lender may, at its sole option and discretion, do and pay for whatever is necessary to protect the value of the Mortgaged Property and the Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, rights in its sole discretion, to protect the Mortgaged Property. The Lender's interestactions may include paying any sums secured by a lien that has priority over the lien created by this Mortgage, includingappearing in court, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon paying reasonable attorneys' fees and entering on the Mortgaged Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by the Lender pursuant to under this Section, with interest thereon, Section 7 shall become additional indebtedness debt of Borrower Borrowers due under the Note and shall be secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such These amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the highest interest rate provided in the First Mortgage Lien, or if such First Mortgage Lien has been satisfied then applicable to principal at the lesser of eighteen percent (18%) or the highest interest rate permissible under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts and shall bear interest be payable, with interest, upon notice from Lender to Borrowers requesting payment. Any action taken or expense incurred by the Lender hereunder shall be at the highest rate which may be collected from Borrower under applicable law. Nothing its sole option and discretion and nothing contained in herein, including but not limited to this Section or elsewhere in any of the Loan Documents 7, shall require the Lender to take any action or to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform any of the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property to make repairs, and (iii) procurement of satisfactory insurance as provided hereinin Section 5 hereof. If this Instrument is on a leasehold, (iv) the payment such action may include exercise of any Taxes then due option to renew or extend the Ground Lease on behalf of Borrower and payable, and (v) payment the curing of any other amounts contemplated default of Borrower in any the terms and conditions of the Loan DocumentsGround Lease. Any amounts disbursed by Lender pursuant to this SectionSection 8, with interest thereon, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable Default Rate (as defined in the Note). Borrower hereby covenants and agrees that Lender shall be subrogated to principal under the Note unless collection from Borrower lien of interest at such rate would be contrary to applicable lawany mortgage or other lien discharged, in which event such amounts shall bear interest at whole or in part, by the highest rate which may be collected from Borrower under applicable lawIndebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If (a) Borrower fails to pay the Indebtedness or to perform the covenants and agreements contained in this InstrumentObligations when due or within any applicable cure period, or if (b) any action or proceeding is commenced which affects or could affect the Property or title thereto Lender's interest therein, including any loss, damage, cost, expense or liability incurred by Lender with respect to (i) any environmental matters relating to the Property or (ii) the preparation of the commencement or defense of any action or proceeding or any threatened action or proceeding affecting the Loan Documents or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect the Property or Lender's interestinterest therein, including, but not limited to, (i) disbursement of attorney's fees, (ii) including entry upon the Property to make repairstake such actions Lender determines appropriate to preserve, (iii) procurement of satisfactory insurance as provided herein, (iv) protect or restore the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsProperty. Any amounts disbursed by Lender pursuant to this SectionSection 7 (including attorneys' fees, costs and expenses), ---------- together with interest thereonthereon at the "DEFAULT RATE" (defined in the Note) from the date of disbursement, shall become additional indebtedness Indebtedness of Borrower secured by the lien of this Instrument. Unless Borrower Mortgage and Lender agree to the other terms of payment, such amounts Loan Documents and shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawon demand. Nothing contained in this Section or elsewhere in any of the Loan Documents 7 shall require --------- Lender to incur any expense or take any action hereunder. 8.

PROTECTION OF LENDER'S SECURITY. If Except when Borrower has exercised Borrower's rights under Paragraph 6 above, if the Borrower fails to perform the covenants and agreements contained in this InstrumentDeed of Trust, or if any action or proceeding is commenced which materially affects Lender's interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, then Lender, at Lender's option, with notice to Borrower if required by law, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) reasonable attorneys' fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of . Borrower hereby assigns to Lender any Taxes then due and payable, and (v) payment of right Borrower may have by law or otherwise to cure any other amounts contemplated in any of the Loan Documentsdefault under said prior encumbrance. Any amounts disbursed by Lender pursuant to this SectionParagraph 9, with interest thereon, shall become additional indebtedness of Borrower secured by this InstrumentDeed of Trust. Unless Borrower and Lender agree to other terms of payment, such Such amounts shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof, and shall bear Lender may bring suit to collect any amounts so disbursed plus interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, specified in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawParagraph 2 herein. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 9 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails Grantor shall execute and/or cause to perform be executed such further assurances of title to the Property, and to take and cause to be taken, such steps, including legal proceedings as may at any time appear to the Lender to be desirable to perfect the title to the Property in the Trustees. Upon a failure or default in or breach of performance of any of the covenants and agreements contained herein, in this Instrumentany particular, the Lender may, without notice to the Grantor, pay all taxes, assessments, and public charges, and/or take such steps as may be necessary to secure or redeem the Property from forfeiture or sale, and/or effect or renew any insurance, and/or make such repairs as may be necessary to keep the property, equipment, appurtenances and accessories in good order and repair and/or take or cause to be taken, such steps, including legal proceedings, as may be desirable to prevent the commission of waste, impairment or deterioration of the Property, or if any action part thereof, or proceeding is commenced which affects to perfect the title to the Property in the Trustees, and/or to perform any other acts or title thereto or the interest of expend such other sums deemed necessary by Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, at Lender's option, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement its security for the repayment of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payableNote, and (v) payment all sums expended in the doing of any other amounts contemplated in any or on account of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereonsame, shall become additional indebtedness be a part of Borrower the debt secured by this Instrument. Unless Borrower Deed of Trust, and Lender agree to other terms of payment, such amounts shall be immediately due secured as fully as the principal debt and payable upon demand interest is secured, and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected permitted by law (the "Default Rate") from Borrower under applicable law. Nothing contained in this Section or elsewhere in any the date of the Loan Documents expenditure thereof and shall require together with the interest thereon, be repaid by the Grantor before the expiration of a period of thirty (30) days thereafter. But there is no obligation upon the Lender to incur any expense make such payments or take such steps, nor shall any action hereunderact of the lender or any failure to act under the powers granted by this paragraph 9, nor any lapse of time, be construed as the waiver of any breach of the covenants and agreements contained herein.

PROTECTION OF LENDER'S SECURITY. If Borrower Trustor fails to perform the covenants and agreements contained in this InstrumentInstrument following the expiration of any notice or cure period under the Credit Agreement, or if any action or proceeding is commenced which affects all of or any portion of the Deed of Trust Property or title thereto or the interest of Lender Beneficiary therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen Beneficiary, at LenderBeneficiary's option, may make such appearances, disburse such sums and take such action as Lender Beneficiary deems necessary, in its sole discretion, to protect LenderBeneficiary's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin PARAGRAPH 4 hereof, (iv) if this Instrument is on a leasehold, exercise of any option to renew or extend the ground lease on behalf of Trustor and the curing of any default of Trustor in the terms and conditions of the ground lease, and (v) the payment of any Taxes Impositions levied against the Property then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender Beneficiary pursuant to this SectionPARAGRAPH 8, with interest thereon, shall become additional indebtedness of Borrower Trustor secured by this InstrumentInstrument and shall automatically be included in the Secured Obligations. Unless Borrower Trustor and Lender Beneficiary agree to other terms of payment, such amounts shall be immediately due and payable upon promptly after Trustor's receipt of a written demand from Beneficiary for payment thereof and shall bear interest from the date of disbursement at a rate per annum equal to the rate then applicable to principal per annum payable on past due Base Rate Loans under the Note unless collection from Borrower Credit Agreement. Trustor hereby covenants and agrees that Beneficiary shall be subrogated to the lien of interest at such rate would be contrary to applicable lawany mortgage or other lien discharged, in which event such amounts shall bear interest at whole or in part, by the highest rate which may be collected from Borrower under applicable lawindebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents PARAGRAPH 8 shall require Lender Beneficiary to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin paragraph 5 hereof, (iv) if this Instrument is on a leasehold, exercise of any option to renew or extend the ground lease on behalf of Borrower and the curing of any default of Borrower in the terms and conditions of the ground lease, and (v) the payment of any Taxes taxes and/or assessments levied against the Property and then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, to eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, interest including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, Instrument or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen, at Lender's option, Lender may make such appearances, disburse such sums and take such action actions as Lender reasonably deems necessary, in its sole discretion, to protect Lender's interestinterest herein, including, but not limited to, (i) disbursement of attorney's reasonable attorney fees, (ii) entry upon the Property to make repairsreasonable repairs or to conduct any reasonably appropriate environmental tests and inspections or to perform any necessary remediation, (iii) procurement of satisfactory insurance as provided hereininsurance, and (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsImpositions. Any amounts disbursed by Lender pursuant to this Sectionparagraph 24, together with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at a rate equal to the rate then applicable to principal under the Note unless collection from Borrower Default Rate of interest at such rate would be contrary to applicable law, set forth in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawNote. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 20 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower Grantor fails to perform the covenants and agreements contained in this InstrumentDeed of Trust, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender Collateral Agent therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedentbankruptcy of the Grantor, Lenderthen Collateral Agent, at LenderCollateral Agent's option, after the occurrence of an Event of Default, may make such appearances, disburse such sums and take such action as Lender Collateral Agent deems necessary, in its sole discretion, necessary to protect LenderCollateral Agent's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) payment, contest or compromise or any lien or security interest which is prior to the lien or security interest of this 148 Deed of Trust, and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender Collateral Agent pursuant to this SectionParagraph 8, with interest thereon, shall become additional indebtedness a portion of Borrower secured by this Instrumentthe Obligations. Unless Borrower Grantor and Lender Collateral Agent agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Collateral Agent to Grantor requesting payment thereof and shall bear interest from the date of disbursement at the default rate then applicable to principal under stated in the Note Credit Agreement unless collection from Borrower Grantor of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower Grantor under applicable law. Grantor shall have the right to prepay such amounts in whole or in part at any time. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 8 shall require Lender Collateral Agent to incur any expense or take do any action hereunderact.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (ia) disbursement of attorney's fees, (iib) entry upon the Property to make repairs, and (iiic) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Sectionparagraph, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any deed of trust or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documentsparagraph 5 hereof. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage or the Agreement, excluding any lien to which this Mortgage is expressly subject, or if any action or proceeding is commenced which materially affects Lender's interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, to eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, upon notice to Borrower, may make such appearances, disburse such sums sums, and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's interest, including, but not limited to, (i) disbursement of reasonable attorney's fees, (ii) fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, Paragraph with interest thereon, shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of paymentpayments, such amounts shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate time would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower Mortgagor fails to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender Collateral Agent therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedentbankruptcy of the Mortgagor, Lenderthen Collateral Agent, at LenderAgent's option, after the occurrence of an Event of Default, may make such appearances, disburse such sums and take such action as Lender Collateral Agent deems necessary, in its sole discretion, necessary to protect LenderAgent's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) payment, contest or compromise or any lien or security interest which is prior to the lien or security interest of this Mortgage, and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender Collateral Agent pursuant to this SectionParagraph 6, with interest thereon, shall become additional indebtedness a portion of Borrower secured by this Instrumentthe Obligations. Unless Borrower Mortgagor and Lender Collateral Agent agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Collateral Agent to Mortgagor requesting payment thereof and shall bear interest from the date of disbursement at the default rate then applicable to principal under stated in the Note Credit Agreement unless collection from Borrower Mortgagor of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower Mortgagor under applicable law. Mortgagor shall have the right to prepay such amounts in whole or in part at any time. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 6 shall require Lender Collateral Agent to incur any expense or take do any action hereunderact.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt bankruptcy or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin paragraph 5 hereof, and (iv) the payment if this Instrument is on a leasehold, exercise of any Taxes then due option to renew or extend the ground lease on behalf of Borrower and payable, and (v) payment the curing of any other amounts contemplated default of Borrower in any the terms and conditions of the Loan Documentsground lease. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, Instrument or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen, at Lender's option, after five (5) days' written notice to Borrower, Lender may make such appearances, disburse such sums and take such action actions as Lender reasonably deems necessary, in its sole discretion, to protect Lender's interestinterest herein, including, but not limited to, (i) disbursement of attorney's reasonable attorney fees, (ii) entry upon the Property to make repairsreasonable repairs or to conduct any reasonably appropriate environmental tests and inspections or to perform any necessary remediation, (iii) procurement of satisfactory insurance as provided hereininsurance, and (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsImpositions. Any amounts disbursed by Lender pursuant to this SectionParagraph 24, together with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at a rate equal to the rate then applicable to principal under the Note unless collection from Borrower Default Rate of interest at such rate would be contrary to applicable law, set forth in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawNote. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph 24 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform any of the covenants and agreements contained in this InstrumentInstrument prior to the expiration of any applicable cure periods, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, ’s option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's ’s interest, including, but not limited to, (i) disbursement of attorney's attorneys’ fees, (ii) entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided hereinin Section 5 hereof, and (iv) the payment if this Instrument is on a leasehold, exercise of any Taxes then due option to renew or extend the Ground Lease on behalf of Borrower and payable, and (v) payment the curing of any other amounts contemplated default of Borrower in any the terms and conditions of the Loan DocumentsGround Lease. Any amounts disbursed by Lender pursuant to this SectionSection 8, with interest thereon, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable Default Rate (as defined in the Note). Borrower hereby covenants and agrees that Lender shall be subrogated to principal under the Note unless collection from Borrower lien of interest at such rate would be contrary to applicable lawany mortgage or other lien discharged, in which event such amounts shall bear interest at whole or in part, by the highest rate which may be collected from Borrower under applicable lawindebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this InstrumentMortgage, or if any action or proceeding is commenced which materially affects Lender's interest in the Property or title thereto or the interest of Lender thereinProperty, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, upon notice to Borrower, may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, is necessary to protect Lender's interest, including, but not limited to, (i) disbursement of reasonable attorney's fees, (ii) fees and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Sectionparagraph 7, with interest thereon, shall become additional indebtedness of Borrower secured by this InstrumentMortgage. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof, and shall bear interest from the date of disbursement at the rate then applicable payable from time to time on outstanding principal under the Note unless collection from Borrower payment of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower permissible under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 7 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, Instrument or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lenderthen, at Lender's option, Lender may make such appearances, disburse such sums and take such action actions as Lender deems necessary, in its sole discretion, to protect Lender's interestinterest herein, including, but not limited to, (i) disbursement of attorney's attorney fees, (ii) entry upon the Property to make repairsrepairs or to conduct any appropriate environmental tests and inspections or to perform any necessary remediation, (iii) procurement of satisfactory insurance as provided hereininsurance, and (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsImpositions. Any amounts disbursed by Lender pursuant to this Sectionparagraph 20, together with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at a rate equal to the default rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, set forth in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable lawNote. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 20 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform any of the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) entry upon the Property to make repairs, and (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable, and (v) payment of any other amounts contemplated in any of the Loan DocumentsSection 5 hereof. Any amounts disbursed by Lender pursuant to this SectionSection 8, with interest thereon, shall become additional indebtedness Indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from as applicable after default. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of interest at such rate would be contrary to applicable lawany mortgage or other lien discharged, in which event such amounts shall bear interest at whole or in part, by the highest rate which may be collected from Borrower under applicable lawIndebtedness. Nothing contained in this Section or elsewhere in any of the Loan Documents 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the covenants and agreements contained in this Instrument, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, to protect Lender's interest, including, but not limited to, (i) disbursement of attorney's fees, (ii) entry upon the Property to make repairs, (iii) procurement procurements of satisfactory insurance as provided hereinin paragraph 5 hereof, and (iv) the payment if this Instrument is on a leasehold, exercise of any Taxes then due option to renew or extend the ground lease on behalf of Borrower and payable, and (v) payment the curing of any other amounts contemplated default of Borrower in any the terms and conditions of the Loan Documentsground lease. Any amounts disbursed by Lender pursuant to this Sectionparagraph 8, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear be interest from the date of disbursement at the rate then applicable to principal under stated in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower hereby covenants and agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in part, by the indebtedness secured hereby. Nothing contained in this Section or elsewhere in any of the Loan Documents paragraph 8 shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform After the covenants and agreements contained in this Instrumentoccurrence of an Event of Default, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or decedent, Lender, Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, reasonably necessary to protect Lender's interestinterest (subject to the terms of the Unisys Lease), including, but not limited to, (i) disbursement of reasonable attorney's fees, (ii) entry upon the Property to make material repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes taxes and/or assessments levied against the Property and then due and payable, and (v) payment of any other amounts contemplated in any of the Loan Documents. Any amounts disbursed by Lender pursuant to this Section, with interest thereon, shall become additional indebtedness of Borrower secured by this Instrument. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand and shall bear interest from the date of disbursement at the rate then applicable to principal under the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Nothing contained in this Section or elsewhere in any of the Loan Documents shall require Lender to incur any expense or take any action hereunder.

PROTECTION OF LENDER'S SECURITY. If Borrower fails to perform the ------------------------------- covenants and agreements contained in this InstrumentSecurity Deed, or if any action or proceeding is commenced which affects the Property or title thereto or the interest of Lender therein, including, but not limited to, eminent domain, insolvency, code enforcement, enforcement or arrangements or proceedings involving a bankrupt or decedent, Lender, then Lender at Lender's option, option may make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole discretion, necessary to protect LenderXxxxxx's interest, including, but not limited to, (i) disbursement of attorney's attorneys' fees, (ii) payment, contest or compromise of any lien or security interest which is prior to the lien or security interest of this Security Deed, and entry upon the Property to make repairs, (iii) procurement of satisfactory insurance as provided herein, (iv) the payment of any Taxes then due and payable. At its option, and (v) payment of without limitation, Lender may pay any other amounts contemplated in any Impositions, or provide for the maintenance and preservation of the Loan DocumentsProperty. Any amounts disbursed by Lender Xxxxxx pursuant to this SectionParagraph 9, with interest thereon, shall become additional indebtedness a portion of Borrower secured by this Instrumentthe Secured Obligations. Unless Borrower and Lender agree to other terms of payment, such amounts shall be immediately due and payable upon demand notice from Lender to Borrower requesting payment thereof and shall bear interest from the date of disbursement at the rate then applicable to principal under Default Rate as that term is defined in the Note unless collection from Borrower of interest at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Borrower under applicable law. Borrower shall have the right to prepay such amounts in whole or in part at any time. Nothing contained in this Section or elsewhere in any of the Loan Documents Paragraph shall require Lender to incur any expense or take do any action hereunderact.