Common use of Receiver Clause in Contracts

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shallLender shall be entitled, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property absolute right and the Associated Materials without regard to the value of any security for the Property Debt or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebytherefor, and Grantor does hereby consent to the appointment of such a receiver or receivers, for the Trust Property upon ex parte application to any court of competent jurisdiction. Borrower waives any and all defenses right to such appointment and agrees not any hearing or notice of hearing prior to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of a receiver. Such receiver and his agents shall be empowered (i) to take possession of the Trust Property and any businesses conducted by Borrower or any other person thereon and any business assets used in connection therewith and, if the receiver deems it appropriate, to operate the same, (ii) to exclude Borrower and Borrower's agents, servants, and employees from the Trust Property, (iii) to collect the rents, issues, profits, and income therefrom, (iv) to complete any construction which may be in progress, (v) to do such receivermaintenance and make such repairs and alterations as the receiver deems necessary, trustee (vi) to use all stores of materials, supplies, and maintenance equipment on the Trust Property and replace such items at the expense of the receivership estate, (vii) to pay all taxes and assessments against the Trust Property, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (viii) generally to do anything which Borrower could legally do if Borrower were in possession of the Trust Property. All expenses incurred by the receiver or his agents shall constitute a part of the Debt. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys' fees incurred by the receiver and by Lender, together with interest thereon at the Default Rate from the date incurred until repaid, and the balance shall be applied toward the Debt or in such other appointee manner as the court may direct. Unless sooner terminated with the express consent of Lender or by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such such receivership shall, at the option of the Beneficiary, will continue until full payment of all sumsthe Debt has been discharged in full, hereby secured, then due and payable or until title to the Trust Property and the Associated Materials shall have has passed by after foreclosure sale under this Deed and all applicable periods of Trust and the period of redemption, if any, shall redemption have expired. Lender's rights hereunder include its rights under California Code of Civil Procedure Section 564, as such section may be amended from time to time.

Receiver. In addition If an Event of Default shall have occurred, Mortgagee, to all the extent permitted by law and without regard to the value, adequacy or occupancy of the security for the indebtedness and other remedies herein provided forsums secured hereby, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, shall be entitled as a matter of right, be entitled right if it so elects to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Mortgaged Property and to collect all rents, income and other benefits thereof and apply the Associated Materials. The receiversame as the court may direct and any such receiver shall be entitled to hold, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, holdstore, use, operate, manage and control the same Mortgaged Property and each conduct the business thereof as would Mortgagee pursuant to Sections 5.1(b) and every part 5.1(c) above. The expenses, including receiver’s fees, attorneys’ fees, costs and agent’s compensation, incurred pursuant to the powers herein contained shall be secured by this Mortgage. The right to enter and take possession of and to manage and operate the Mortgaged Property and to collect all rents, income and other benefits thereof, whether by a receiver or otherwise, shall be cumulative to any other right or remedy hereunder or afforded by law and keep insuredmay be exercised concurrently therewith or independently thereof. Mortgagee shall be liable to account only for such rents, income and other benefits actually received by Mortgagee, whether received pursuant to this Section or Sections 5.1(b) or 5.1(c). Notwithstanding the Property appointment of any receiver or other custodian, Mortgagee shall be entitled as pledgee to the possession and the Associated Materials. Such receivership shallcontrol of any cash, deposits, or instruments at the option of the Beneficiarytime held by, continue until full payment of all sums, hereby secured, then due and or payable or until title to deliverable under the Property and the Associated Materials shall have passed by foreclosure sale under terms of this Deed of Trust and the period of redemptionMortgage to, if any, shall have expiredMortgagee.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shallshall be entitled, as a matter -------- of strict right, be entitled to an without notice and ex parte appointment of a receiver or receivers for all or any part of the Property parte, and the Associated Materials without regard to the value or occupancy of the Property security, or the Associated Materials or to the solvency of any person the Trustor, or persons liable the adequacy of the Mortgaged Property as security for the payment of the indebtedness secured herebyNote, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled appointed to enter upon and take possession of the Mortgaged Property, collect the Rents and profits therefrom and apply the same as the court may direct, such receiver to have all the rights and powers permitted under the laws of the jurisdiction in which the Mortgaged Property is located. Trustor hereby waives any requirements on the receiver or Beneficiary to post any surety or other bond. Beneficiary or the receiver may also take possession of, and for these purposes use, any and all Personalty which is a part of the Mortgaged Property and used by Trustor in the Associated Materialsrental or leasing thereof or any part thereof. The expense (including the receiver's fees, personally or through its agents or attorneyscounsel fees, may exclude Grantor costs and its agents, servants and employees wholly from agent's compensation) incurred pursuant to the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materialspowers herein contained shall be secured by this Deed of Trust. Such receivership shall, at the option of the Beneficiary, continue until full Beneficiary shall (after payment of all sumscosts and expenses incurred) apply such Rents, hereby securedissues and profits received by it on the Indebtedness in the order set forth in Section 7.7 hereof. The right to enter and take possession of the Mortgaged Property, then due to manage and payable operate the same, and to collect the Rents, issues and profits thereof, whether by receiver or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyotherwise, shall have expiredbe cumulative to any other right or remedy hereunder or afforded by law, and may be exercised concurrently therewith or independently thereof. Beneficiary shall be liable to account only for such Rents, issues and profits actually received by Beneficiary.

Receiver. In addition to all other remedies herein provided -------- for, Grantor Mortgagor agrees that that, upon the occurrence of a defaultdefault or any event or circumstance which, with the Beneficiary shalllapse of time or the giving of notice, or both, would constitute a default hereunder, Agent shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor Mortgagor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor by Agent, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the Beneficiary, but nothing rights of Agent under Article III hereof. Mortgagor expressly waives notice of a hearing for appointment of a receiver and the necessity for bond or an accounting by the receiver. Nothing herein is to be construed to deprive Beneficiary Agent or any Lender of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of . Any money advanced by Agent in connection with any such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents receivership shall be entitled a demand obligation (which obligation Mortgagor hereby expressly promises to enter upon pay) owing by Mortgagor to Agent and take possession of any and all of the Property and the Associated Materials. The receivershall bear interest, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shalldate of making such advancement by Agent until paid, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredrate described in Section 2.3 hereof.

Receiver. In addition to all other remedies herein provided for, Grantor Mortgagor agrees that upon that, during the occurrence continuance of a default, the Beneficiary shall, Mortgagee shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Mortgaged Properties, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and the Associated Materials without regard to the value of the Property Mortgaged Properties or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness obligations secured hereby, and Grantor Mortgagor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor by Mortgagee. Mortgagor expressly waives the Beneficiary, but nothing necessity for bond or an accounting by the receiver. Nothing herein is to be construed to deprive Beneficiary Mortgagee of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; . Any money advanced by Mortgagee in connection with any such receivership shall be a demand obligation (which obligation Mortgagor hereby expressly promises to pay) owing by Mortgagor to Mortgagee and shall bear interest (the “Applicable Rate”), from the date of making such advancement by Mortgagee until paid, provided, however, that in no instance will the appointment Applicable Rate be greater than the highest rate of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary interest that Mortgagee may charge to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale Mortgagor under this Deed of Trust and the period of redemption, if any, shall have expiredapplicable law.

Receiver. In addition the event a suit shall be instituted to all other remedies herein provided forforeclose this Mortgage, Grantor agrees that upon Mortgagee, its successors or assigns, shall be entitled to apply at any time pending such foreclosure suit to the occurrence court having jurisdiction thereof for the appointment of a defaultreceiver for all and singular the Premises and of all the rents, income, profits, issues and revenues thereof, from whatsoever source derived, with the Beneficiary shall, usual powers and duties of receivers in like cases and such appointment shall be made by such court as a matter of rightstrict right to Mortgagee, its successors or assigns, without reference to the adequacy or inadequacy of the value of the property hereby mortgaged or to the solvency or insolvency of the Mortgagor, Mortgagor's legal representatives, successors or assigns, and that such rents, profits, incomes, issues, and revenues shall be entitled applied by such receiver to an ex parte the payment of the Secured Obligations, costs, and charges, according to the order of said court. The Mortgagor hereby specifically waives the right to object to the appointment of a receiver or receivers for all or any part of as described herein and hereby expressly consents that such appointment shall be made as an admitted equity and is Mortgagee's absolute right, and that the Property and the Associated Materials appointment may be done without regard notice to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent Mortgagor. Mortgagor further consents to the appointment of such receiver Mortgagee or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary officer or employee of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such Mortgagee as receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon 8.1 At any time after the occurrence of a defaultan Event of Default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials Noteholders may by writing without regard notice to the value of the Property Company appoint one or the Associated Materials or to the solvency of any more person or persons as the Noteholders thinks fit to be a receiver (the "Receiver") in relation to the Mortgaged Shares. Where the Noteholders appoint two or more persons as Receiver, the Receivers may act jointly or independently. 8.2 The Noteholders may remove any Receiver it appoints, and appoint another person or other persons as Receiver or Receivers, either in the place of a Receiver it has removed, or who has otherwise ceased to act, or to act jointly with a Receiver or Receivers. 8.3 If at any time any two or more persons hold office as Receivers of the same assets or income, such Receivers may act jointly and/or severally so that each one of such Receivers shall be entitled (unless the contrary is stated in any instrument(s) appointing them) to exercise all the powers and discretions hereby conferred on Receivers individually and to the exclusion of the other or others of them. 8.4 Every such appointment or removal, and every delegation, appointment or removal by the Noteholders in the exercise of any right to delegate its powers or to remove delegates, may be made in writing by the Noteholders. 8.5 Every Receiver shall have all the powers of the Noteholders in this Mortgage and, without prejudice to the foregoing, shall have the following powers: (a) power to take possession of, collect and get in any of the Mortgaged Shares and, for that purpose, to take such proceedings as may seem to him to be expedient; (b) without notice to, or further consent or concurrence by, any Company to sell or otherwise dispose of any of the Mortgaged Shares by such method, at such place and upon such terms as a Receiver may in its absolute discretion determine, with power to postpone any such sale and in any such case a Receiver may exercise any and all rights attaching to the Mortgaged Shares as the Receiver in its absolute discretion may determine and without being answerable for any loss occasioned by such sale or resulting from postponement thereof or the exercise of such rights; (c) power to raise or borrow money and grant security over any of the Mortgaged Shares; (d) power to appoint attorneys or accountants or other professionally qualified persons to assist him in the performance of his functions; (e) power to bring or defend any action or other legal proceedings in the name of and on behalf of the Company in respect of the Mortgaged Shares; (f) power to do all acts and execute in the name and on behalf of the Company any document or deed in respect of the Mortgaged Shares; (g) power to make any payment which is necessary or incidental to the performance of his functions; (h) power to make any arrangement or compromise on behalf of the Company in respect of the Mortgaged Shares; (i) power to rank and claim in the insolvency or liquidation of a Cayman Subsidiary and to receive dividends and to accede to trust deeds for the creditors of such Cayman Subsidiary; (j) power to present or defend a petition for the winding up of a Cayman Subsidiary; and (k) power to do all other things incidental to the exercise of the foregoing powers. 8.6 The Receiver shall be the agent of the Company and the Company shall be jointly responsible for his acts and defaults and jointly liable on any contracts made, entered into or adopted by the Receiver. The Noteholders shall not be liable for the payment Receiver's acts, omissions, negligence or default, nor be liable on contracts entered into or adopted by the Receiver. 8.7 In making any sale or other disposal of any of the indebtedness secured herebyMortgaged Shares in the exercise of their respective powers, the Receiver or Noteholders may accept by way of consideration for such sale or other disposal, cash, shares, loan capital or other obligations including, without limitation, consideration fluctuating according to or dependent upon a profit or turnover and Grantor does hereby consent to consideration the appointment amount of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein which is to be construed to deprive Beneficiary of any other right, remedy determined by a third party. Any such consideration may be receivable in a lump sum or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents instalments. 8.8 Every Receiver shall be entitled to enter remuneration for his services at a rate to be fixed by agreement between him and the Noteholders (as a whole) commensurate with the work and responsibilities involved upon the basis of charging from time to time adopted in accordance with the current practice of such Receiver or his firm. 8.9 To the fullest extent permissible under law, the Noteholders may exercise any right or power that the Receiver may exercise in relation to the enforcement of this Mortgage. 9 Application of Monies by the Noteholders or a Receiver 9.1 The Receiver shall apply the monies received by it as a result of the enforcement of the security: (a) firstly, in payment or satisfaction of the expenses related to enforcement of this security (including without limitation the fees and take possession expenses of the Receiver); (b) secondly, in meeting claims of the Noteholders, on a pro rata and pari passu basis, in respect of the Secured Obligations; and (c) thirdly, in payment of the balance (if any) to the Company or persons entitled to it. 9.2 No Noteholder shall not be liable for any loss or damage occasioned by: (a) any sale or disposal of the Mortgaged Shares or an interest in the Mortgaged Shares; or (b) arising out of the exercise, or failure to exercise, any of its powers under this Mortgage; or (c) any neglect or default to pay any instalment or accept any offer or notify the Company of any and all such neglect or default; or (d) any other loss of whatever nature in connection with the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgaged Shares.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence during a Default, subject to any mandatory requirements of a defaultapplicable law, the Beneficiary shall, Collateral Agent shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property, whether such receivership be incident to a proposed sale of such Property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebySecured Indebtedness, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the BeneficiaryCollateral Agent, but nothing herein is to be construed to deprive Beneficiary Collateral Agent of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary Collateral Agent to receive payment of the rents and incomeincome from the Property. The receiver or his/her/its agents Any money advanced by Collateral Agent in connection with any such receivership shall be entitled a demand obligation owing by Grantor to enter upon Collateral Agent and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly shall bear interest from the Property and date of making such advancement by Collateral Agent until paid at a rate of interest per annum equal to the Associated Materials and havelesser of (i) the Base Rate Basis plus 2%, hold, use, operate, manage and control or (ii) the same and each and every part thereofHighest Lawful Rate, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed be secured by foreclosure sale under this Deed of Trust and by any other instrument securing the period of redemption, if any, shall have expiredSecured Indebtedness.

Receiver. In addition If an Event of Default shall occur hereunder, it is further covenanted and agreed that if at any time in the opinion of Mortgagee a receivership may be necessary to all other remedies herein provided forprotect the Mortgaged Property, Grantor agrees that upon whether before or after maturity of the occurrence Indebtedness or at the time of a defaultor after the institution of suit to collect the Indebtedness, the Beneficiary or to enforce this Mortgage, Mortgagee shall, as a matter of right, be entitled to an ex parte appointment strict right and regardless of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property mortgage security for the amounts due hereunder or the Associated Materials secured hereby, or to of the solvency of any person or persons liable party bound for the payment of the indebtedness secured herebyIndebtedness, and Grantor does hereby consent have the right to the appointment on ex parte application, and without notice to anyone, by any Court having jurisdiction, of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; providedto take charge of, howevermanage, that preserve, protect, operate the appointment of such receiverMortgaged Property and to collect the rents, trustee or other appointee by virtue of any court orderto make all necessary and needed repairs, statute or regulation shall not impair or in any manner prejudice and to pay all taxes and assessments against the rights of Mortgaged Property and insurance premiums for insurance thereon and after the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all expenses of the receivership and management of the Mortgaged Property and to apply the Associated Materials. The receiver, personally net proceeds in reduction of the Indebtedness hereby secured or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from in such manner as the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated MaterialsCourt shall direct. Such receivership shall, at the option of the BeneficiaryMortgagee, continue until full payment of all sums, sums hereby secured, then due and payable or until title to the said Mortgaged Property and the Associated Materials shall have passed by foreclosure sale under this Deed Mortgage, as further provided in any assignment of Trust and the period of redemption, if any, shall have expiredrents executed by Mortgagor to Mortgagee (whether contained in this Mortgage or in a separate instrument).

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shallMortgagee shall be entitled, as a matter of strict right, be entitled to an without notice and ex parte appointment of a receiver or receivers for all or any part of the Property parte, and the Associated Materials without regard to the value or occupancy of the Property security, or the Associated Materials or to the solvency of any person the Mortgagor or persons liable of the Guarantor, or the adequacy of the Mortgaged Property as security for the payment of the indebtedness secured herebyNote, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled appointed to enter upon and take possession of the Mortgaged Property, collect the Rents and profits therefrom and apply the same in accordance with SECTION 4.6 of this Mortgage, such receiver to have all the rights and powers permitted under the laws of the jurisdiction in which the Mortgaged Property is located. Mortgagor hereby waives any requirements on the receiver or Mortgagee to post any surety or other bond. Mortgagee or the receiver may also take possession of, and for these purposes use, any and all Personalty which is a part of the Mortgaged Property and used by Mortgagor in the Associated Materialsrental or leasing thereof, or any part thereof. The expenses (including the receiver's fees, personally or through its agents or attorneyscounsel fees, may exclude Grantor costs and its agentsagent's compensation) incurred pursuant to the powers herein contained shall be secured by this Mortgage. Mortgagee shall apply such Rents, servants issues and employees wholly from profits received by it in accordance with SECTION 4.6 of this Mortgage. The right to enter and take possession of the Property and the Associated Materials and haveMortgaged Property, hold, use, operate, to manage and control operate the same same, and each to collect the Rents, issues and every part profits thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable whether by receiver or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyotherwise, shall have expiredbe cumulative to any other right or remedy hereunder or afforded by law, and may be exercised concurrently therewith or independently thereof. Mortgagee shall be liable to account only for such Rents, issues and profits actually received by Mortgagee.

Receiver. In addition to all other remedies herein provided for, Grantor Mortgagor agrees that that, upon the occurrence of a defaultdefault or any event or circumstance which, with the Beneficiary shalllapse of time or the giving of notice, or both, would constitute a default hereunder, Mortgagee shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor Mortgagor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor by Mortgagee, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the Beneficiary, but nothing rights of Mortgagee under Article III hereof. Mortgagor expressly waives notice of a hearing for appointment of a receiver and the necessity for bond or an accounting by the receiver. Nothing herein is to be construed to deprive Beneficiary Mortgagee of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of . Any money advanced by Mortgagee in connection with any such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents receivership shall be entitled a demand obligation (which obligation Mortgagor hereby expressly promises to enter upon pay) owing by Mortgagor to Mortgagee and take possession of any and all of the Property and the Associated Materials. The receivershall bear interest, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shalldate of making such advancement by Mortgagee until paid, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredrate described in Section 2.3 hereof.

Receiver. In addition to all other remedies herein provided forWithout limiting the application of Section 5.1 of this Mortgage, Grantor agrees that upon upon, or at any time after, the occurrence filing of a defaultsuit to foreclose this Mortgage, the Beneficiary shall, as a matter of right, Mortgagee shall be entitled to an ex parte appointment of have a court appoint a receiver of the Property. Such appointment may be made either before or receivers for all after sale, without notice to Mortgagor or any part of the Property and the Associated Materials other person, without regard to the value solvency of the Property or the Associated Materials or to the solvency of any person or persons persons, if any, liable for the payment of the indebtedness secured herebyIndebtedness and without regard to the then value of the Property, and Grantor does hereby consent Mortgagee may be appointed as such receiver. The receiver shall have the power to collect the appointment rents, issues and profits of the Property during the pendency of such receiver or receiversforeclosure suit, waives as well as during any and all defenses to such appointment and agrees not to oppose any application therefor by further times when Mortgagee, absent the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment intervention of such receiver, trustee would be entitled to collect such rents, issues and profits, and all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the Property during the whole of such period. The court from time to time may authorize the receiver to apply net income in the Receiver's hands in payment in whole or in part of the Indebtedness, or in payment of any tax, assessment or other appointee by virtue of any court orderlien that may be or become superior to the lien hereof or superior to a decree foreclosing this Mortgage, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary provided such application is made prior to receive payment of the rents and incomeforeclosure sale. The receiver or his/her/its agents shall have the power to collect the rents, issues, and profits of the Property during the pendency of such foreclosure suit, as well as during any further times when Mortgagee, absent the intervention of such receiver, would be entitled to enter upon collect such rents, issues, and take possession of any profits, and exercise all other powers including those that may be necessary or are usual in such cases for the protection, possession, control, management, and operation of the Property during the whole of such period, and may operate the Associated Materials. The receiverProperty, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from prepare the Property for sale, market the Property, list the Property for sale, negotiate and execute sales agreements for the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereofProperty, and keep insured, sell the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredProperty.

Receiver. In addition to all other remedies herein provided forAny Receiver appointed by the Secured Party shall be deemed the agent of the Debtor and not the Secured Party, Grantor agrees that upon and the occurrence of a defaultSecured Party shall not be in any way responsible for any misconduct, negligence, or nonfeasance on the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard any such Receiver, his servants, agents or employees. Subject to the value provisions of the Property instrument appointing him or the Associated Materials or her and to the solvency of extent permitted by law, any person or persons liable for Receiver shall have all the payment powers of the indebtedness secured herebySecured Party hereunder and, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyaddition, shall have expiredpower, to the exclusion of all others including the Debtor, to enter upon, use and occupy all premises owned or occupied by the Debtor wherein the Collateral may be situate, maintain the Collateral upon such premises, borrow money on a secured or unsecured basis and use the Collateral directly in carrying on the Debtor's business or as security for loans or advances to enable him to carry on the Debtor's business or otherwise, as such Receiver shall, in his discretion, determine. Except as may be otherwise directed by the Secured Party, all Money received from time to time by such Receiver in carrying out his appointment shall be received in trust for and paid over to the Secured Party. The Debtor agrees to pay all costs, charges and expenses reasonably incurred by the Secured Party or any Receiver appointed by the Secured Party, whether directly or for services rendered (including reasonable solicitors and auditors costs and other legal expenses and Receiver remuneration), in preparing or enforcing this Security Agreement, taking and maintaining custody of, preserving, repairing, processing, preparing for disposition and disposing of the Collateral and in enforcing or collecting the Liabilities and all such costs, charges and expenses, together with any amounts owing as a result of any borrowing by the Secured Party or any Receiver appointed by it, as permitted hereby, shall be a first charge on the Proceeds of realization, collection or disposition of the Collateral and shall be secured hereby.

Receiver. In addition to all other remedies herein provided forIf an Event of Default shall occur and be continuing, Grantor agrees that then upon the occurrence filing of a defaultbill in equity or other commencement of judicial proceedings to enforce the rights of the Mortgagee, the Beneficiary shall, as a matter of right, be entitled Mortgagee to an ex parte appointment of a receiver or receivers for all or any part of the Property extent permitted by law and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency security shall be entitled as a matter of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent right to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of the Mortgaged Property. The receiver shall collect all hotel room rentals and accounts receivable and all other income, fees and profits generated from the operation of the hotel, golf course and other amenities located at the Property of every kind and nature, including, without limitation, any and all prepayments of hotel room rentals, rent, deposits for hotel amenities, reservation deposits and catering deposits, rents, revenues, issues, income, products and profits thereof (collectively, the Property "Rents"), pending such proceedings and apply the Associated Materialssame as the court may direct. The receiver shall have all rights and powers permitted under the laws of Florida and such other powers as the court making such appointment shall confer. The expenses, including receiver's fees, counsel fees, cost and agent's compensation, incurred pursuant to the powers herein contained shall be secured by this Mortgage. The right to enter and take possession of, to manage and operate, the Mortgaged Property, to collect the Rents, whether by a receiver or otherwise, shall be cumulative to any other right or remedy hereunder or afforded by law, and may be exercised concurrently therewith or independently thereof. The Mortgagee shall be liable to account only for such Rents actually received by the Mortgagee, whether received pursuant to this Section 3.9 or Section 3.2 above. Notwithstanding the appointment of any receiver, personally trustee or through its agents or attorneysother custodian, may exclude Grantor and its agentsthe mortgagee shall be entitled, servants and employees wholly from as pledgee, to the Property and the Associated Materials and have, hold, use, operate, manage possession and control of any cash or other instruments at the same and each and every part thereoftime held by, and keep insuredor payable or deliverable under the terms of this Mortgage to, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgagee.

Receiver. In addition to all Without limiting any other remedies herein provided forprovision of this Assignment, Grantor agrees that upon the occurrence of an Event of Default, Assignee shall be entitled to the appointment of a defaultreceiver, supervisor, trustee, liquidator, conservator or other custodian (a "Receiver") of the Beneficiary shallMortgaged Property, without notice to the Assignor, to the fullest extent permitted by law, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property right and the Associated Materials without regard to or the value necessity to disprove the adequacy of the Property security for the Secured Indebtedness or the Associated Materials or to the solvency of the Assignor or any person or persons liable for other obligor, and the payment of the indebtedness secured Assignor hereby, and Grantor does hereby consent to the appointment of fullest extent permitted by Applicable Law, irrevocably waives such receiver or receivers, waives any necessity and all defenses consents to such appointment and agrees not to oppose any application therefor by the Beneficiaryappointment, but nothing herein is without notice, said appointee to be construed to deprive Beneficiary of any other rightvested with the fullest powers permitted under Applicable Law. Any funds received by Assignee or such Receiver hereunder, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full after payment of all sumsproper costs and charges, hereby secured, then due and payable or until title shall be applied to the Property Secured Indebtedness in accordance with the provisions of the Credit Agreement and the Associated Materials Mortgage. Assignee shall have passed be accountable to Assignor only for monies actually received by foreclosure sale under Assignee or such Receiver pursuant to this Deed Assignment. The collection of Trust said funds and the period application thereof as aforesaid shall not cure or waive any default or waive, modify or affect any notice of redemptiondefault hereunder or under the Mortgage or invalidate any act done pursuant to such notice. Nothing contained herein shall operate or be construed to: (a) obligate Assignee, if anyor a Receiver to perform any of the terms, shall have expiredcovenants or conditions contained in the Leases or otherwise to impose any obligation upon Assignee or such Receiver with respect to the Leases; or (b) place upon Assignee or such Receiver any responsibility for the operation, control, care, management or repair of the Mortgaged Property.

Receiver. In addition If an Event of Default occurs and is continuing, Grantee, to all the extent permitted by law, and without regard to the value, adequacy or occupancy of the security for the indebtedness and other remedies herein provided forsums secured hereby, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, shall be entitled as a matter of right, but shall not be entitled obligated to, if it so elects to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Mortgaged Property and to collect all earnings, revenues and receipts and apply the Associated Materialssame as the court may direct, and such receiver may be appointed by any court of competent jurisdiction upon application by ▇▇▇▇▇▇▇. To the extent permitted by law, Grantee may have a receiver appointed without notice to Grantor or any third party, and Grantee may waive any requirement that the receiver post a bond. To the extent permitted by law, Grantee shall have the power to designate and select the Person who shall serve as the receiver and to negotiate all terms and conditions under which such receiver shall serve. To the extent permitted by law, any receiver appointed on ▇▇▇▇▇▇▇'s behalf may be an Affiliate of Grantee. The reasonable expenses, including receiver's fees, personally or through its agents or reasonable attorneys' fees, may exclude Grantor costs and its agents' compensation, servants incurred pursuant to the powers herein contained shall be secured by this Security Deed. The right to enter and employees wholly from take possession of and to manage and operate the Mortgaged Property and to collect all earnings, revenues and receipts, whether by a receiver or otherwise, shall be cumulative to any other right or remedy available to Grantee under this Security Deed, the Associated Materials other Secured Debt Documents or otherwise available to Grantee and havemay be exercised concurrently therewith or independently thereof, holdbut such rights shall be exercised in a manner which is otherwise in accordance with and consistent with the Secured Debt Documents. Grantee shall be liable to account only for such earnings, userevenues and receipts (including, operatewithout limitation, manage security deposits) actually received by Grantee, whether received pursuant to this section or any other provision hereof. Notwithstanding the appointment of any receiver or other custodian, Grantee shall be entitled as pledgee to the possession and control the same and each and every part thereofof any cash, and keep insureddeposits, the Property and the Associated Materials. Such receivership shall, or instruments at the option of the Beneficiarytime held by, continue until full payment of all sums, hereby secured, then due and or payable or until title to deliverable under the Property and the Associated Materials shall have passed by foreclosure sale under terms of this Security Deed of Trust and the period of redemptionto, if any, shall have expiredGrantee.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon Upon the occurrence and during the continuation of a defaultan Event of Default, Beneficiary, to the Beneficiary shallextent permitted by law, and without regard to the value, adequacy or occupancy of the security for the indebtedness and other sums secured hereby, shall be entitled as a matter of right, be entitled right if it so elects to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of the Trust Estate and to collect all earnings, revenues and receipts and apply the same as the court may direct, and such receiver may be appointed by any court of competent jurisdiction upon application by Beneficiary. To the extent permitted by law or Governmental Rule, Beneficiary may have a receiver appointed without notice to Grantor or any third party, and Beneficiary may waive any requirement that the receiver post a bond. To the extent permitted by law or Governmental Rule, Beneficiary shall have the power to designate and select the Person who shall serve as the receiver and to negotiate all terms and conditions under which such receiver shall serve. To the extent permitted by law or Governmental Rule, any receiver appointed on Beneficiary's behalf may be an Affiliate of the Property and the Associated MaterialsBeneficiary. The reasonable expenses, including receiver's fees, personally or through its agents or reasonable attorneys' fees and costs, may exclude Grantor incurred pursuant to the powers herein contained shall be secured by this Deed of Trust. The right to enter and its agents, servants take possession of and employees wholly from the Property and the Associated Materials and have, hold, use, operate, to manage and control operate the same Trust Estate and each to collect all earnings, revenues and every part thereofreceipts, and keep insuredwhether by a receiver or otherwise, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable shall be cumulative to any other right or until title remedy available to the Property and the Associated Materials shall have passed by foreclosure sale Beneficiary under this Deed of Trust, the other Note Documents or otherwise available to Beneficiary and may be exercised concurrently therewith or independently thereof, but such rights shall be exercised in a manner which is otherwise in accordance with and consistent with the Note Documents. Beneficiary shall be liable to account only for such earnings, revenues and receipts (including security deposits) actually received by Beneficiary, whether received pursuant to this section or any other provision hereof. Notwithstanding the appointment of any receiver or other custodian, Beneficiary shall be entitled as pledgee to the possession and control of any cash, deposits, or instruments at the time held by, or payable or deliverable under the terms of this Deed of Trust and the period of redemptionto, if any, shall have expiredBeneficiary.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as As a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property strict right and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency of any person or persons liable Mortgaged Property, apply by appropriate procedures for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to who will enter upon and take possession of any the Mortgaged Property, collect the rents and profits therefrom and apply the same as the court may direct. The receiver shall have all the rights and powers permitted under the laws of the Property State. All costs and expenses (including receiver's fees, reasonable attorneys fees and costs, including reasonable attorneys' fees and costs incurred as a result of any appeal, and agents compensation) incurred in connection with the Associated Materialsappointment of a receiver shall be secured by the Collateral. The receiverright to enter and take possession of the Mortgaged Property, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, to manage and control operate the same and each to collect the rents, issues and every profits thereof (whether by a receiver or otherwise) shall be cumulative to any other right or remedy hereunder or afforded by law and may be exercised by Lender concurrently therewith or independently thereof Lender shall be liable to account only for such rents, issues and profit actually received by Lender. Notwithstanding the appointment of any receiver, trustee or other custodian, Lender shall be entitled, as pledgee, to the possession or control of any cash or other instruments, at the time held by or payable or deliverable under the terms of this Agreement or any other Loan Document to Lender. Borrower hereby consents to any such appointment. Lender may also apply by appropriate judicial proceedings for appointment of a receiver for the Collateral, or any part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, Borrower hereby secured, then due and payable or until title consents to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredany such appointment.

Receiver. In addition If an Event of Default shall have occurred, Lender, to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property extent permitted by law and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency security, shall be entitled as a matter of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent right if it so elects to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any the Property and to collect all rents, revenues, issues, income, products and profits of the Property and apply the Associated Materialssame as the court may direct. The receiver shall have all rights and powers permitted under the laws of the state where the Land is located and such other powers as the court making such appointment shall confer. The expenses, including receiver's fees, personally or through its agents or attorneysattorney's fees, may exclude Grantor costs and its agentsagent's compensation, servants incurred pursuant to the powers contained in this Mortgage shall be secured by this Mortgage. The right to enter and employees wholly from the Property take possession of and the Associated Materials and have, hold, use, operate, to manage and control operate the same and each and every part thereofProperty, and keep insuredto collect the rents, the Property issues and the Associated Materials. Such receivership shall, at the option profits of the BeneficiaryProperty, continue until full payment of all sumswhether by a receiver or otherwise, hereby secured, then due and payable shall be cumulative to any other right or until title to the Property and the Associated Materials shall have passed by foreclosure sale remedy under this Deed Mortgage or afforded by law, and may be exercised concurrently with any other right or remedy under this Mortgage or afforded by law or independently of Trust any other right or remedy under this Mortgage or afforded by law. Lender shall be liable to account only for such rents, issues and the period of redemptionprofits actually received by Lender, if any, shall have expiredwhether received pursuant to this Paragraph or Paragraph 4.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shallLender shall be entitled, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property absolute right and the Associated Materials without regard to the value of any security for the Property Debt or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebytherefor, and Grantor does hereby consent to the appointment of such a receiver or receivers, for the Trust Property upon ex parte application to any court of competent jurisdiction. Borrower waives any and all defenses right to such appointment and agrees not any hearing or notice of hearing prior to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of a receiver. Such receiver and his agents shall be empowered (i) to take possession of the Trust Property and any businesses conducted by Borrower or any other person thereon and any business assets used in connection therewith and, if the receiver deems it appropriate, to operate the same, (ii) to exclude Borrower and Borrower’s agents, servants, and employees from the Trust Property, (iii) to collect the rents, issues, profits, and income therefrom, (iv) to complete any construction which may be in progress, (v) to do such receivermaintenance and make such repairs and alterations as the receiver deems necessary, trustee (vi) to use all stores of materials, supplies, and maintenance equipment on the Trust Property and replace such items at the expense of the receivership estate, (vii) to pay all taxes and assessments against the Trust Property, all premiums for insurance thereon, all utility and other operating expenses, and all sums due under any prior or subsequent encumbrance, and (viii) generally to do anything which Borrower could legally do if Borrower were in possession of the Trust Property. All expenses incurred by the receiver or his agents shall constitute a part of the Debt. Any revenues collected by the receiver shall be applied first to the expenses of the receivership, including attorneys’ fees incurred by the receiver and by Lender, together with interest thereon at the Default Rate from the date incurred until repaid, and the balance shall be applied toward the Debt or in such other appointee manner as the court may direct. Unless sooner terminated with the express consent of Lender or by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such such receivership shall, at the option of the Beneficiary, will continue until full payment of all sumsthe Debt has been discharged in full, hereby secured, then due and payable or until title to the Trust Property and the Associated Materials shall have has passed by after foreclosure sale under this Deed and all applicable periods of Trust and the period of redemption, if any, shall redemption have expired. Lender’s rights hereunder include its rights under California Code of Civil Procedure Section 564, as such section may be amended from time to time.

Receiver. In addition to all other remedies herein provided for, Grantor Mortgagor agrees that that, upon the occurrence of a defaultdefault or any event or circumstance which, with the Beneficiary shalllapse of time or the giving of notice, or both, would constitute a default hereunder, Mortgagee shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor Mortgagor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor therefore by Mortgagee, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the rights of Mortgagee under Article III hereof. Mortgagor expressly waives notice of a hearing for appointment of a receiver and the necessity for bond or an accounting by the Beneficiary, but nothing receiver. Nothing herein is to be construed to deprive Beneficiary Mortgagee of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of . Any money advanced by Mortgagee in connection with any such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents receivership shall be entitled a demand obligation (which obligation Mortgagor hereby expressly promises to enter upon pay) owing by Mortgagor to Mortgagee and take possession of any and all of the Property and the Associated Materials. The receivershall bear interest, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shalldate of making such advancement by Mortgagee until paid, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredrate described in Section 2.3 hereof.

Receiver. In addition to all other remedies herein provided forprovided, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers without notice, notice being hereby expressly waived, for all or any part of the Trust Property and the Associated Materials without regard to the value of the Trust Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, Note and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee trustee, or other appointee by virtue of any court order, statute statute, or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. Any money advanced by Beneficiary in connection with any such receivership shall be a part of the indebtedness secured hereby and shall be payable by Grantor to Beneficiary as provided in this Deed of Trust. The receiver or his/her/its 148 agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated MaterialsTrust Property. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants servants, and employees wholly from the Property and the Associated Materials Trust Property, and have, hold, use, operate, manage manage, and control the same and each and every part thereof, and keep insuredinsured the properties, equipment, and apparatus provided or required for use in connection with the Property business or businesses operated on the Trust Property, and make all such useful alterations, additions, betterments, and improvements as the Associated Materialsreceiver may deem judicious. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, sums hereby secured, then due and payable or until title to the Trust Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.

Receiver. In addition to all other remedies herein provided forAny Receiver appointed by the Secured Party shall be deemed the agent of the Debtor and not the Secured Party, Grantor agrees that upon and the occurrence of a defaultSecured Party shall not be in any way responsible for any misconduct, negligence, or nonfeasance on the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard any such Receiver, his servants, agents or employees. Subject to the value provisions of the Property instrument appointing him or the Associated Materials or her and to the solvency of extent permitted by law, any person or persons liable for Receiver shall have all the payment powers of the indebtedness secured herebySecured Party hereunder and, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyaddition, shall have expiredpower, to the exclusion of all others including the Debtor, to enter upon, use and occupy all premises owned or occupied by the Debtor wherein the Collateral may be situated, maintain the Collateral upon such premises, borrow Money on a secured or unsecured basis and use the Collateral directly in carrying on the Debtor's business or as security for loans or advances to enable him to carry on the Debtor's business or otherwise, as such Receiver shall, in his discretion, determine. Except as may be otherwise directed by the Secured Party, all Money received from time to time by such Receiver in carrying out his appointment shall be received in trust for and paid over to the Secured Party. The Debtor agrees to pay all costs, charges and expenses reasonably incurred by the Secured Party or any Receiver appointed by the Secured Party, whether directly or for services rendered (including reasonable solicitors and auditors costs and other legal expenses and Receiver remuneration), in preparing or enforcing this Agreement, taking and maintaining custody of, preserving, repairing, processing, preparing for disposition and disposing of the Collateral and in enforcing or collecting the Liabilities. All such costs, charges and expenses, together with any amounts owing as a result of any borrowing by the Secured Party or any Receiver appointed by it, as permitted hereby, shall be a first charge on the Proceeds of realization, collection or disposition of the Collateral and shall be secured hereby.

Receiver. In addition If an Event of Default shall occur, to all other remedies herein provided forthe extent permitted by law, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, Mortgagee shall be entitled as a matter of right, be entitled right to an ex parte the appointment of a receiver or receivers for all or any part of the Property Premises and the Associated Materials rents, revenues, issues, profits, royalties, income and benefits thereof, without notice or demand, and without regard to the adequacy of the security for the Indebtedness, the value of the Property Premises or the Associated Materials or to the solvency of Mortgagor, either before or after any person sale, and, Mortgagee may be appointed as such receiver. Such receiver shall have, including, without limitation, the power: (i) to collect the rents, issues and profits of the Premises during the pendency of any foreclosure proceedings whether by judicial or persons liable non-judicial foreclosure, and, in case of a sale and a deficiency, for such time when Mortgagor, except for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment intervention of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall would be entitled to enter collect such rents, issues and profits, to the maximum time and extent permitted by law; (ii) to extend or modify any then existing Leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to leases to extend or renew terms to expire, beyond the maturity date of the Note and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and take possession all persons whose interests in the Premises are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge of the secured obligations, satisfaction of any foreclosure decree, or issuance of any certificate of sale or deed to any purchaser; and (iii) all other powers which may be necessary or are usual in such case for the protection, possession, control, management, and operation of the Premises during the whole of said period. The court from time to time may authorize the receiver to apply the net income in the receiver’s hands in payment in whole or in part of: (i) the Indebtedness and all obligations hereunder, or by any decree foreclosing this Mortgage, or in accordance with applicable non-judicial foreclosure provisions, any tax, special assessment or other lien which may be or become superior to the lien hereof or of such decree; and (ii) if this is a leasehold mortgage, all rents due or which may become due under the Property underlying lease. Nothing herein shall be construed to limit or otherwise waive Mortgagee’s rights to obtain rents, issues and profits, deliver to one or more tenants a written demand to turn over rents, issues and profits or deliver to Mortgagor a written demand to turn over rents, issues and profits without appointing a receiver. If an Event of Default shall have been waived in writing by Mortgagee or the Associated Materials. The receiverIndebtedness reinstated in accordance with applicable law, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shallMortgagee shall cooperate with Mortgagor, at Mortgagor’s expense, to obtain the option dismissal of any receiver appointed for the Beneficiary, continue until full payment Premises at the instance of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgagee.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon Upon the occurrence of a defaultan Event of Default or at any time -------- thereafter, Lender, at Lender's sole option, may seek and petition the Beneficiary shall, as a matter of right, be entitled to an ex parte court for the appointment of a receiver or receivers for all or any part of the Property Premises pursuant to the Act. Such appointment may be made either before or after sale, without notice, without regard to solvency or insolvency of Borrower at the time of application for such receiver, and the Associated Materials without regard to the then value of the Property Premises or whether or not the Associated Materials same shall be then occupied as a homestead; and Lender hereunder or any employee or agent thereof may be appointed as such receiver. Such receiver shall have all powers and duties prescribed by the Act, including, but not limited to, the power to make leases to be binding upon all parties, including the mortgagor, the purchaser at a sale pursuant to a judgment of foreclosure and any person acquiring an interest in the Premises after entry of a judgment of foreclosure, all as 25 provided in the Act. In addition, such receiver shall also have the power to extend or modify any then existing leases, which extensions and modifications may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the Note and beyond the date the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other provisions to be contained therein, shall be binding on Borrower and all the persons whose interest in the Premises are subject to the solvency lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption, reinstatement, discharge of the Indebtedness, satisfaction of any person foreclosure judgment, or persons liable for issuance of any certificate of sale or deed to any purchaser. In addition, such receiver shall have the payment power to collect the rents, issues and profits of the indebtedness secured hereby, and Grantor does hereby consent to Premises during the appointment pendency of such receiver or receiversforeclosure suit and, waives any in case of a sale and all defenses to such appointment and agrees not to oppose any application therefor by deficiency, during the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the statutory period of redemption, if any, whether or not there is a redemption, as well as during any further times when Borrower, except for the intervention of such receiver, would be entitled to collection of such rents, issues and profits, and such receiver shall have expiredall other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation of the Premises during the whole of said period. The court, from time to time, may authorize the receiver to apply the net income from the Premises in payment in whole or in part of: (a) the Indebtedness or the indebtedness secured by a decree foreclosing this Mortgage, or any tax, special assessment, or other lien which may be or become superior to the lien hereof or of such decree, provided such application is made prior to the foreclosure sale; or (b) the deficiency in case of a sale and deficiency.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive the Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated MaterialsProperty. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated MaterialsProperty. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.

Receiver. In addition to all other remedies herein provided forIf an Event of Default shall occur, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, Mortgagee shall be entitled as a matter of right, be entitled right to an ex parte the appointment of a receiver or receivers for all or any part of the Property Premises and the Associated Materials rents, revenues, issues, profits, royalties, income and benefits thereof, without notice or demand, and without regard to the adequacy of the security for the Indebtedness, the value of the Property Premises or the Associated Materials or to the solvency of Mortgagor, either before or after any person sale, and, Mortgagee may be appointed as such receiver. Such receiver shall have, including without limitation, the power: (i) to collect the rents, issues and profits of the Premises during the pendency of any foreclosure proceedings whether by judicial or persons liable non-judicial foreclosure, and, in case of a sale and a deficiency, for such time when Mortgagor, except for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment intervention of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall would be entitled to enter collect such rents, issues and profits, to the maximum time and extent permitted by law; (ii) to extend or modify any then existing Leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to leases to extend or renew terms to expire, beyond the maturity date of the Note and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and take possession all persons whose interests in the Premises are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge of the secured obligations, satisfaction of any foreclosure decree, or issuance of any certificate of sale or deed to any purchaser; and (iii) all other powers which may be necessary or are usual in such case for the protection, possession, control, management, and operation of the Premises during the whole of said period. The court from time to time may authorize the receiver to apply the net income in the receiver’s hands in payment in whole or in part of: (i) the Indebtedness and all of the Property and the Associated Materials. The receiverobligations hereunder, personally or through its agents by any decree foreclosing this Mortgage, or attorneysin accordance with applicable non-judicial foreclosure provisions, any tax, special assessment or other lien which may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable be or until title become superior to the Property lien hereof or of such decree; and (ii) if this is a leasehold mortgage, all rents due or which may become due under the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredunderlying lease.

Receiver. In addition to all Without limiting any other remedies herein provided forprovision of this Assignment, Grantor agrees that -------- upon the occurrence of an Event of Default, Assignee shall be entitled to the appointment of a defaultreceiver, supervisor, trustee, liquidator, conservator or other custodian (a "Receiver") of the Beneficiary shallMortgaged Property, without notice to the -------- Assignor, to the fullest extent permitted by law, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property right and the Associated Materials without regard to or the value necessity to disprove the adequacy of the Property security for the Secured Indebtedness or the Associated Materials or to the solvency of the Assignor or any person or persons liable for other obligor, and the payment of the indebtedness secured Assignor hereby, and Grantor does hereby consent to the appointment of fullest extent permitted by applicable law, irrevocably waives such receiver or receivers, waives any necessity and all defenses consents to such appointment and agrees not to oppose any application therefor by the Beneficiaryappointment, but nothing herein is without notice, said appointee to be construed to deprive Beneficiary of any other rightvested with the fullest powers permitted under applicable law. Any funds received by Assignee or such Receiver hereunder, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full after payment of all sumsproper costs and charges, hereby secured, then due and payable or until title shall be applied to the Property Secured Indebtedness in accordance with the provisions of the Credit Agreement and the Associated Materials Mortgage. Assignee shall have passed be accountable to Assignor only for monies actually received by foreclosure sale under Assignee or such Receiver pursuant to this Deed Assignment. The collection of Trust said funds and the period application thereof as aforesaid shall not cure or waive any default or waive, modify or affect any notice of redemptiondefault hereunder or under the Mortgage or invalidate any act done pursuant to such notice. Nothing contained herein shall operate or be construed to: (a) obligate Assignee, if anyor a Receiver to perform any of the terms, shall have expiredcovenants or conditions contained in the Leases or otherwise to impose any obligation upon Assignee or such Receiver with respect to the Leases; or (b) place upon Assignee or such Receiver any responsibility for the operation, control, care, management or repair of the Mortgaged Property.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shallshall be entitled, as a matter of -------- strict right, be entitled to an without notice and ex parte appointment of a receiver or receivers for all or any part of the Property parte, and the Associated Materials without regard to the value or occupancy of the Property security, or the Associated Materials or to the solvency of any person the Trustor, or persons liable the adequacy of the Mortgaged Property as security for the payment of the indebtedness secured herebyNote, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled appointed to enter upon and take possession of the Mortgaged Property, collect the Rents and profits therefrom and apply the same as the court may direct, such receiver to have all the rights and powers permitted under the laws of the jurisdiction in which the Mortgaged Property is located. Trustor hereby waives any requirements on the receiver or Beneficiary to post any surety or other bond. Beneficiary or the receiver may also take possession of, and for these purposes use, any and all Personalty which is a part of the Mortgaged Property and used by Trustor in the Associated Materialsrental or leasing thereof or any part thereof. The expense (including the receiver's fees, personally or through its agents or attorneyscounsel fees, may exclude Grantor costs and its agents, servants and employees wholly from agent's compensation) incurred pursuant to the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materialspowers herein contained shall be secured by this Deed of Trust. Such receivership shall, at the option of the Beneficiary, continue until full Beneficiary shall (after payment of all sumscosts and expenses incurred) apply such Rents, hereby securedissues and profits received by it on the Indebtedness in the order set forth in Section 7.7 hereof. The right to enter and take possession of the Mortgaged Property, then due to manage and payable operate the same, and to collect the Rents, issues and profits thereof, whether by receiver or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyotherwise, shall have expiredbe cumulative to any other right or remedy hereunder or afforded by law, and may be exercised concurrently therewith or independently thereof. Beneficiary shall be liable to account only for such Rents, issues and profits actually received by Beneficiary.

Receiver. In addition to all other remedies herein provided forIf an Event of Default shall occur, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, Mortgagee shall be entitled as a matter of right, be entitled right to an ex parte the appointment of a receiver or receivers for all or any part of the Property Premises and the Associated Materials rents, revenues, issues, profits, royalties, income and benefits thereof, without notice or demand, and without regard to the adequacy of the security for the Indebtedness, the value of the Property Premises or the Associated Materials or to the solvency of Mortgagor, either before or after any person sale, and, Mortgagee may be appointed as such receiver. Such receiver shall have the power: (i) to collect the rents, issues and profits of the Premises during the pendency of any foreclosure proceedings whether by judicial or persons liable non-judicial foreclosure, and, in case of a sale and a deficiency, for such time when Mortgagor, except for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment intervention of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall would be entitled to enter collect such rents, issues and profits, to the maximum time and extent permitted by law; (ii) to extend or modify any then existing Leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to leases to extend or renew terms to expire, beyond the maturity date of the Note and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and take possession all persons whose interests in the Premises are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge of the secured obligations, satisfaction of any foreclosure decree, or issuance of any certificate of sale or deed to any purchaser; and (iii) all other powers which may be necessary or are usual in such case for the protection, possession, control, management, and operation of the Property and Premises during the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option whole of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.said

Receiver. In addition If a Trigger Event shall have occurred and be continuing and Grantee shall have received the written request from the Required Senior Parties required pursuant to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part SECTION 5.2(B) of the Property and the Associated Materials Collateral Agency Agreement, Grantee, without regard to the value or adequacy of any security for the Property or the Associated Materials or to Secured Obligations and without regard for the solvency of any person or persons liable for the payment Grantor, shall be entitled as a matter of the indebtedness secured herebyright if it so elects, and without notice to Grantor does hereby consent except as provided below, to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any the Mortgaged Property and to collect all Income and apply the same in accordance with the Indenture and this Security Deed. Grantor agrees to, and does consent to, the appointment of a receiver in the circumstance described in the preceding sentence. Notwithstanding the foregoing, if a Trigger Event shall have occurred and be continuing and Grantee shall have received the written request from the Required Senior Parties required pursuant to SECTION 5.2(B) of the Collateral Agency Agreement, and in the event of threatened waste to any part of the Mortgaged Property (but not actual waste),Grantee shall provide notice to Grantor of its intention to appoint a receiver and shall permit Grantor a reasonable period of time to eliminate the Associated Materialsthreatened waste prior to the appointment of a receiver. The expenses, including receiver's fees, personally or through its agents or reasonable attorneys' fees, may exclude Grantor costs and its agentsagent's compensation, servants incurred pursuant to the powers herein contained shall be Secured Obligations secured by the lien of this Security Deed. The right to enter and employees wholly from the Property take possession of and the Associated Materials and have, hold, use, to operate, manage and control the same and each and every part thereof, and keep insured, the Mortgaged Property and the Associated Materials. Such receivership shallto collect all Income, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable whether by a receiver or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if anyotherwise, shall have expiredbe cumulative of any other right or remedy hereunder or afforded by law and may be exercised concurrently therewith or independently thereof. Grantee shall be liable to account only for such Income as is actually received by Grantee, whether received pursuant to this SECTION 7.9, SECTION 7.2 or SECTION 7.3 hereof.

Receiver. In addition If an Event of Default occurs and is continuing, Beneficiary, to all the extent permitted by law, and without regard to the value, adequacy or occupancy of the security for the indebtedness and other remedies herein provided forsums secured hereby, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, shall be entitled as a matter of right, be entitled right if it so elects to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Mortgaged Property and to collect all earnings, revenues and receipts and apply the Associated Materialssame as the court may direct, and such receiver may be appointed by any court of competent jurisdiction upon application by Beneficiary. To the extent permitted by Applicable Law, Beneficiary may have a receiver appointed without notice to Trustor or any third party, and Beneficiary may waive any requirement that the receiver post a bond. To the extent permitted by Applicable Law, Beneficiary shall have the power to designate and select the Person who shall serve as the receiver and to negotiate all terms and conditions under which such receiver shall serve. To the extent permitted by Applicable Law, any receiver appointed on Beneficiary's behalf may be an Affiliate of Beneficiary. The reasonable expenses, including receiver's fees, personally or through its agents or reasonable attorneys' fees, may exclude Grantor costs and its agents' compensation, servants incurred pursuant to the powers herein contained shall be secured by this Deed of Trust. The right to enter and employees wholly from take possession of and to manage and operate the Mortgaged Property and the Associated Materials to collect all earnings, revenues and havereceipts, holdwhether by a receiver or otherwise, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable shall be cumulative to any other right or until title remedy available to the Property and the Associated Materials shall have passed by foreclosure sale Beneficiary under this Deed of Trust, the other Financing Documents or otherwise available to Beneficiary and may be exercised concurrently therewith or independently thereof, but such rights shall be exercised in a manner which is otherwise in accordance with and consistent with the Financing Documents. Beneficiary shall be liable to account only for such earnings, revenues and receipts (including security deposits) actually received by Beneficiary, whether received pursuant to this section or any other provision hereof. Notwithstanding the appointment of any receiver or other custodian, Beneficiary shall be entitled as pledgee to the possession and control of any cash, deposits, or instruments at the time held by, or payable or deliverable under the terms of this Deed of Trust and the period of redemptionto, if any, shall have expiredBeneficiary.

Receiver. In addition to all other remedies herein provided for, Grantor Trustor agrees that upon the occurrence of a defaultan Event of Default hereunder, the Beneficiary shall, as a matter of right, be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property, whether such receivership be incident to a proposed sale of the Property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of Trustor or any person or persons liable for the payment of the indebtedness Indebtedness secured hereby, and Grantor Trustor does hereby consent to the appointment of such receiver or receivers, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by the BeneficiaryBene▇▇▇▇▇▇▇, but ▇▇t nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents Rents and incomeProfits pursuant to other terms and provisions hereof. Any money advanced by Beneficiary in connection with any such receivership shall be a demand obligation owing by Trustor to Beneficiary, shall bear interest from the date of making such advancement by Beneficiary until paid at the Default Rate defined in the Promissory Notes, shall be a part of the Indebtedness secured hereby and by every other instrument securing the Indebtedness. The receiver or his/her/its his agents shall be entitled to enter upon and take possession of any and all of the Property to the same extent and in the Associated Materialssame manner as Trustor might lawfully do. The receiver, personally or through its agents or attorneys, may exclude Grantor Trustor and its agents, servants and employees wholly from the Property and the Associated Materials and may have, hold, use, operate, manage and control the same and each and every part thereof, and in the name of Trustor or Trustor's agents, may exercise all of their rights and powers and use all of the then existing materials, current supplies, stores and assets and, at the expense of the Property, maintain, restore, insure and keep insuredinsured the properties, equipment, and apparatus provided or required for use in connection with the business or businesses operated on the Property and may make all such reasonably necessary and proper repairs, renewals and replacements and all such useful alterations, additions, betterments and improvements as the Associated Materialsreceiver may deem judicious. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, sums hereby secured, then due and payable secured or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period Trust. SWI California Leasehold Deed of redemption, if any, shall have expired.Trust

Receiver. In addition the event a suit shall be instituted to all other remedies herein provided forforeclose this Mortgage, Grantor agrees that upon Mortgagee, its successors or assigns, shall be entitled to apply at any time pending such foreclosure suit to the occurrence court having jurisdiction thereof for the appointment of a defaultreceiver for all and singular the Premises and of all the rents, income, profits, issues and revenues thereof, from whatsoever source derived, with the Beneficiary shall, usual powers and duties of receivers in like cases and such appointment shall be made by such court as a matter of rightstrict right to Mortgagee, its successors or assigns, without reference to the adequacy or inadequacy of the value of the property hereby mortgaged or to the solvency or insolvency of the Mortgagor, Mortgagor's legal representatives, successors or assigns, and that such rents, profits, incomes, issues, and revenues shall be entitled applied by such receiver to an ex parte the payment of the Secured Indebtedness, costs, and charges, according to the order of said court. The Mortgagor hereby specifically waives the right to object to the appointment of a receiver or receivers for all or any part of as described herein and hereby expressly consents that such appointment shall be made as an admitted equity and is Mortgagee's absolute right, and that the Property and the Associated Materials appointment may be done without regard notice to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent Mortgagor. Mortgagor further consents to the appointment of such receiver Mortgagee or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary officer or employee of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such Mortgagee as receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.SECTION

Receiver. In addition to all other remedies herein provided forIf an Event of Default shall occur and be continuing, Grantor agrees that then upon the occurrence filing of a defaultcomplaint or other commencement of judicial proceedings to enforce the rights of the Mortgagee, the Beneficiary shall, as a matter of right, be entitled Mortgagee to an ex parte appointment of a receiver or receivers for all or any part of the Property extent permitted by law and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency security shall be entitled as a matter of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent right to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated MaterialsMortgaged Property. The receiver shall collect all rents, revenues, issues, income, products and profits thereof, pending such proceedings and apply the same as the Court may direct. The receiver shall have all rights and powers permitted under the laws of Florida and such other powers as the court making such appointment shall confer. The expenses, including receiver's fees, counsel fees, costs and agent's commission, incurred pursuant to the powers herein contained shall be secured by this Mortgage. The right to enter and take possession of, to manage and operate, the Mortgaged Property, to collect the rents, issues and profits thereof, whether by a receiver or otherwise, shall be cumulative to any other right or remedy hereunder or afforded by law, and may be exercised concurrent therewith or independently thereof. Mortgagee shall be liable to account only for such rents, issues and profits actually received by Mortgagee, whether received pursuant to this Paragraph 2.10 or Paragraph 2.03 above. Notwithstanding the appointment of a receiver, personally trustee or through its agents or attorneysother custodian, may exclude Grantor and its agents, servants and employees wholly from the Property and Mortgagee shall be entitled as pledgee to the Associated Materials and have, hold, use, operate, manage possession and control the same and each and every part thereofof any cash, and keep insured, the Property and the Associated Materials. Such receivership shall, or other instruments at the option of the Beneficiarytime held by, continue until full payment of all sums, hereby secured, then due and or payable or until title deliverable under the terms of this Mortgage to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgagee.

Receiver. In addition Buyer acknowledges that the Property is owned by Owner, but the Property is subject to all other remedies herein provided fora receivership pursuant to the Receivership Order. Buyer acknowledges receipt of a copy of the Receivership Order prior to the Execution Date. Buyer, Grantor by execution hereof, hereby agrees that upon the occurrence of a defaultthis Agreement and all documents executed in connection herewith, the Beneficiary shallare executed and delivered by Receiver not in his own individual or personal right, but solely in his capacity as a matter of right, be entitled to an ex parte appointment of a court-appointed receiver or receivers for all or any part in the exercise of the Property powers conferred upon him by the Court in the Receivership Order; and that no personal liability is assumed by, nor shall at any time be asserted or enforceable against, Receiver or JLL, individually, on account of this Agreement or the Associated Materials without regard documents executed in connection herewith. Notwithstanding anything to the value of the Property or the Associated Materials or to the solvency of any person or persons liable contrary in this Agreement, neither Receiver nor JLL shall have personal liability for the payment of any amount or the indebtedness secured herebyperformance of any obligation arising under or relating to the Agreement. Buyer acknowledges that any liability of Receiver and JLL provided for under this Agreement, whether in contract, tort or otherwise, shall be limited to Owner’s interest in the Property and any insurance coverage maintained by Owner or Receiver in connection with the Property, and Grantor does hereby consent Buyer shall have no recourse to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other rightassets of Receiver or JLL. Notwithstanding any other provision in this Agreement, remedy or privilege it may now Receiver shall have under the law no obligation to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or perform in any manner prejudice under this Agreement that is contrary to or in excess of his powers and authorities as described with particularity in the rights Receivership Order, and if there is any conflict between the terms of this Agreement and the provisions of the Beneficiary to receive payment Receivership Order, Receiver shall comply with the terms of the rents and incomeReceivership Order. The receiver or his/her/its agents provisions of this Article shall be entitled to enter upon and take possession of any and all of survive the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredClosing.

Receiver. In addition If an Event of Default shall occur, Mortgagee shall be entitled, to all other remedies herein provided forthe extent permitted by applicable law, Grantor agrees that upon to the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property Premises and the Associated Materials rents, revenues, issues, profits, royalties, income and benefits thereof, without notice or demand, and without regard to the adequacy of the security for the Indebtedness, the value of the Property Premises or the Associated Materials or to the solvency of Mortgagor, either before or after any person sale, and, Mortgagee may be appointed as such receiver. Such receiver shall have, without limitation, the power: (i) to collect the rents, issues and profits of the Premises during the pendency of any foreclosure proceedings whether by judicial or persons liable non-judicial foreclosure, and, in case of a sale and a deficiency, for such time when Mortgagor, except for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment intervention of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall would be entitled to enter collect such rents, issues and profits, to the maximum time and extent permitted by law; (ii) to extend or modify any then existing Leases and to make new leases, which extensions, modifications and new leases may provide for terms to expire, or for options to leases to extend or renew terms to expire, beyond the maturity date of the Notes and beyond the date of the issuance of a deed or deeds to a purchaser or purchasers at a foreclosure sale, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall be binding upon Mortgagor and take possession all persons whose interests in the Premises are subject to the lien hereof and upon the purchaser or purchasers at any foreclosure sale, notwithstanding any redemption from sale, discharge of the secured obligations, satisfaction of any foreclosure decree, or issuance of any certificate of sale or deed to any purchaser; (iii) to grant and amend any easements, licenses, and other rights of occupancy with respect to the Premises; and (iv) all other powers which may be necessary or are usual in such case for the protection, possession, control, management, and operation of the Premises during the whole of said period. The court from time to time may authorize the receiver to apply the net income in the receiver’s hands in payment in whole or in part of the Indebtedness and all obligations hereunder, or by any decree foreclosing this Mortgage, or in accordance with applicable non-judicial foreclosure provisions, any tax, special assessment or other lien which may be or become superior to the lien hereof or of such decree. Nothing herein shall be construed to limit or otherwise waive Mortgagee’s rights to obtain rents, issues and profits, deliver to one or more tenants a written demand to turn over rents, issues and profits or deliver to Mortgagor a written demand to turn over rents, issues and profits without appointing a receiver. If an Event of Default shall have been waived in writing by Mortgagee or the Property and the Associated Materials. The receiverIndebtedness reinstated in accordance with applicable law, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shallMortgagee shall cooperate with Mortgagor, at Mortgagor’s expense, to obtain the option dismissal of any receiver appointed for the Beneficiary, continue until full payment Premises at the instance of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgagee.

Receiver. In addition to all other remedies herein provided for, Grantor Mortgagor agrees that that, upon the occurrence of a defaultdefault or any event or circumstance which, with the Beneficiary shalllapse of time or the giving of notice, or both, would constitute a default hereunder, Agent shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor Mortgagor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment appointment, and agrees not to oppose any application therefor by Agent, and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the Beneficiary, but nothing rights Houston 3941837v.4 of Agent under Article III hereof. Mortgagor expressly waives notice of a hearing for appointment of a receiver and the necessity for bond or an accounting by the receiver. Nothing herein is to be construed to deprive Beneficiary Agent or any Lender of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of . Any money advanced by Agent in connection with any such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents receivership shall be entitled a demand obligation (which obligation Mortgagor hereby expressly promises to enter upon pay) owing by Mortgagor to Agent and take possession of any and all of the Property and the Associated Materials. The receivershall bear interest, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shalldate of making such advancement by Agent until paid, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredrate described in Section 2.3 hereof.

Receiver. In addition Bank, to the extent permitted by law and without regard to the value, adequacy and occupancy of all other remedies herein provided foror any part of the Collateral, Grantor agrees that upon the occurrence of or any interests therein, and without prior notice to Borrower and without Borrower having a defaulthearing thereon, the Beneficiary shall, shall be entitled as a matter of right, be entitled if it so elects, to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to similar official to: (1) enter upon and take possession of any and all of the Property Collateral and the Associated Materials. The receiverany interests therein, personally or through its agents or attorneys(2) preserve, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operateprotect, manage and control the Collateral or those parts or interests over which it takes possession; and (3) collect all rents, income, proceeds and other benefits thereof and apply the same as Bank directs, or if so required, as the court which appointed such receiver or other similar official may direct. The costs and each expenses, including receiver’s fees, attorneys’ fees and every part thereofagent’s compensation, and keep insured, incurred pursuant to the Property powers herein contained shall be deemed an obligation of Borrower owing to Bank under this Loan Agreement and the Associated Materials. Such receivership shall, same shall be secured by Bank’s lien and security interest in the Collateral and shall be payable upon demand with interest from the date of demand at the option highest contract rate under the Note. Bank and any receiver or similar official appointed as provided herein shall be liable to account only for such rents, income, proceeds and other benefits actually received by Bank or such other person, whether received pursuant to this Section or under other provisions of this Loan Agreement. Notwithstanding the appointment of any receiver or other similar official, Bank shall be entitled as pledgee to the possession and control of any money, deposits, accounts, account receivables, documents, chattel paper, documents of title, instruments, payment intangibles and other general intangibles and other property and property rights and interests at the present and any future time held by, or payable or deliverable under the terms of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title Loan Documents to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredBank.

Receiver. In addition to all other remedies herein provided for, Grantor Trustor agrees that upon the occurrence of a defaultan Event of Default hereunder, the Beneficiary shall, as a matter of right, be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property, whether such receivership be incident to a proposed sale of the Property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of Trustor or any person or persons liable for the payment of the indebtedness Indebtedness secured hereby, and Grantor Trustor does hereby consent to the appointment of such receiver or receivers, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by the BeneficiaryBene▇▇▇▇▇▇▇, but ▇▇t nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents Rents and incomeProfits pursuant to other terms and provisions hereof. Any money advanced by Beneficiary in connection with any such receivership shall be a demand obligation owing by Trustor to Beneficiary, shall bear interest from the date of making such advancement by Beneficiary until paid at the Default Rate defined in the Promissory Notes, shall be a part of the Indebtedness secured hereby and by every other instrument securing the Indebtedness. The receiver or his/her/its his agents shall be entitled to enter upon and take possession of any and all of the Property to the same extent and in the Associated Materialssame manner as Trustor might lawfully do. The receiver, personally or through its agents or attorneys, may exclude Grantor Trustor and its agents, servants and employees wholly from the Property and the Associated Materials and may have, hold, use, operate, manage and control the same and each and every part thereof, and in the name of Trustor or Trustor's agents, may exercise all of their rights and powers and use all of the then existing materials, current supplies, stores and assets and, at the expense of the Property, maintain, restore, insure and keep insuredinsured the properties, equipment, and apparatus provided or required for use in connection with the business or businesses operated on the Property and may make all such reasonably necessary and proper repairs, renewals and replacements and all such useful alterations, additions, betterments and improvements as the Associated Materialsreceiver may deem judicious. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, sums hereby secured, then due and payable secured or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredTrust.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as As a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property strict right and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency of any person or persons liable Mortgaged Property, apply by appropriate procedures for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to who will enter upon and take possession of any the Mortgaged Property, collect the rents and profits therefrom and apply the same as the court may direct. The receiver shall have all the rights and powers permitted under the laws of the Property Applicable Jurisdiction. All costs and expenses (including receiver’s fees, reasonable attorneys fees and costs, including reasonable attorneys’ fees and costs incurred as a result of any appeal, and agents compensation) incurred in connection with the Associated Materialsappointment of a receiver shall be secured by the Sub-Loan Collateral. The receiverright to enter and take possession of the Mortgaged Property, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, to manage and control operate the same and each to collect the rents, issues and every profits thereof (whether by a receiver or otherwise) shall be cumulative to any other right or remedy hereunder or afforded by law and may be exercised by Lender concurrently therewith or independently thereof Lender shall be liable to account only for such rents, issues and profit actually received by Lender. Notwithstanding the appointment of any receiver, trustee or other custodian, Lender shall be entitled, as pledgee, to the possession or control of any cash or other instruments, at the time held by or payable or deliverable under the terms of this Agreement, any Sub-Loan Agreement or any other Sub-Loan Document to Lender. Borrower hereby consents to any such appointment. Lender may also apply by appropriate judicial proceedings for appointment of a receiver for the Sub-Loan Collateral, or any part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, Borrower hereby secured, then due and payable or until title consents to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredany such appointment.

Receiver. In addition to all other remedies herein provided for, -------- Grantor agrees that upon the occurrence of a default, or any event or circumstance which, with the Beneficiary shalllapse of time or the giving of notice, or both, would constitute a default hereunder, the Noteholder shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the BeneficiaryNoteholder, but nothing herein is to be construed to deprive Beneficiary the Noteholder of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary Noteholder to receive payment of the rents and incomeincome pursuant to Paragraph 3.1 hereof. The receiver or his/her/its agents Any money advanced by the Noteholder in connection with any such receivership shall be entitled a demand obligation owing by Grantor to enter upon the Noteholder and take possession shall bear interest from the date of any making such advancement by the Noteholder until paid at the rate of interest payable on matured but unpaid principal of or interest on the Note and all shall be a part of the Property secured indebtedness and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed be secured by foreclosure sale under this Deed of Trust and by any other instrument securing the period of redemption, if any, shall have expiredsecured indebtedness.

Receiver. In addition to all other remedies herein provided forUpon, Grantor agrees that upon the occurrence of a defaultor at any time prior or after, the filing of any complaint to foreclose the lien of this Mortgage or instituting any other foreclosure of the liens and security interests provided for in this Mortgage or any other legal proceedings under this Mortgage, to the maximum extent permitted by applicable State law, Beneficiary shallmay, as at Beneficiary’s sole option, make application to a matter court of right, be entitled to an ex parte competent jurisdiction for appointment of a receiver or receivers under applicable State law for all or any part of the Property Property, as a matter of strict right and the Associated Materials without regard notice to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebyMortgagor, and Grantor Mortgagor does hereby irrevocably consent to the appointment of such receiver or receiversappointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it Beneficiary may now have under the law to have a receiver appointed; provided, however, provided that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of all of the rents rents, issues, deposits and incomeprofits pursuant to other terms and provisions set forth in this Mortgage. The Such appointment may be made either before or after sale, without notice; without regard to the solvency or insolvency, at the time of application for such receiver, of the person or persons, if any, liable for the payment of the Obligations; without regard to the value of the Property at such time and whether or not the same is then occupied as a homestead; without bond being required of the applicant; and Beneficiary hereunder or any employee or agent thereof may be appointed as such receiver. Such receiver or his/her/its agents shall be entitled have all powers and duties prescribed by applicable State law, including the power to enter upon take possession, control and take possession of any and all care of the Property and to collect all rents, issues, deposits, profits and avails thereof during the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor pendency of such foreclosure suit and its agents, servants and employees wholly from apply all funds received toward the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereofObligations, and keep insuredin the event of a sale and a deficiency where Mortgagor has not waived its statutory rights of redemption, during the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the statutory period of redemption, if anyas well as during any further times when Mortgagor or its administrators, legal representatives, successors or assigns, except for the intervention of such receiver, would be entitled to collect such rents, issues, deposits, profits and avails, and shall have all other powers that may be necessary or useful in such cases for the protection, possession, control, management and operation of the Property during the whole of any such period. To the extent permitted by law, such receiver may extend or modify any then existing Leases and make new leases of the Property or any part thereof, which extensions, modifications and new leases may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the Loan, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall have expiredbe binding upon Mortgagor and all persons whose interests in the Property are subject to the lien hereof, and upon the purchaser or purchasers at any such foreclosure sale, notwithstanding any redemption from sale, discharge of indebtedness, satisfaction of foreclosure decree or issuance of certificate of sale or deed to any purchaser.

Receiver. In addition If an Event of Default shall have occurred, Mortgagee, to all other remedies herein provided for, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property extent permitted by law and the Associated Materials without regard to the value or occupancy of the Property or the Associated Materials or to the solvency Mortgaged Property, shall be entitled as a matter of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent right if it so elects to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any the Mortgaged Property and to collect all rents, revenues, issues, income, products and profits thereof and apply the same as the court may direct. The receiver shall have all rights and powers permitted under the laws of the Property state where the Land is located and such other powers as the Associated Materialscourt making such appointment shall confer. The expenses, including the receiver's fees, personally or through its agents or attorneysattorney's fees, may exclude Grantor costs and its agentsagent's compensation, servants incurred pursuant to the powers herein contained shall be secured by this Mortgage and employees wholly from become part of the Property Secured Indebtedness, bear interest at the rate provided in the Note and the Associated Materials be immediately due and have, hold, use, operate, payable. The right to enter and take possession of and to manage and control operate the same Mortgaged Property, and each to collect the rents, issues and every part profits thereof, whether by a receiver or otherwise, shall be cumulative to any other right or remedy hereunder or afforded by law, and keep insuredmay be exercised concurrently therewith or independently thereof. Mortgagee shall be liable to account only for such rents, issues and profits actually received by Mortgagee. Notwithstanding the Property appointment of any receiver or other custodian, Mortgagee shall be entitled as pledgee to the possession and the Associated Materials. Such receivership shallcontrol of any cash, deposits, or instruments at the option of the Beneficiarythis time held by, continue until full payment of all sums, hereby secured, then due and or payable or until title deliverable under the terms of this Mortgage, to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredMortgagee.

Receiver. In addition the event an action shall be instituted to all other remedies herein provided forforeclose this Mortgage, Grantor agrees that upon the occurrence of a or prior to foreclosure but after default, the Beneficiary shallCollateral Agent shall be entitled to the appointment of a receiver of the rents, issues and profits of the Mortgaged Property as a matter of right, be entitled with power to an ex parte appointment of a receiver or receivers for all or any part collect the rents, issues and profits of the Mortgaged Property due and becoming due during the Associated Materials period of default and/or the pendency of such foreclosure suit to and including the date of confirmation of the sale under such foreclosure and during the redemption period, if any, after such confirmation, such rents, issues and profits being hereby expressly assigned and pledged as security for the payment of the Secured Obligations secured by this Mortgage without regard to the value of the Mortgaged Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, Secured Obligations and Grantor does regardless of whether the Collateral Agent has an adequate remedy at law. The Mortgagor for itself and for any subsequent owner hereby consent to the appointment of such receiver or receivers, waives any and all defenses to the application for a receiver as above provided and hereby specifically consents to such appointment and agrees not to oppose any application therefor by the Beneficiaryappointment, but nothing herein contained is to be construed to deprive Beneficiary the holder of this Mortgage of any other right, right or remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that . The provision for the appointment of a receiver and the assignment of such receiverrents, trustee or other appointee by virtue of any issues and profits is made an express condition upon which the Loans hereby secured are made. In such event, the court order, statute or regulation shall not impair or in any manner prejudice the rights at once on application of the Beneficiary Collateral Agent or its attorney in such action, appoint a receiver to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take immediate possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operateof, manage and control the same Mortgaged Property, for the benefit of the holder or holders of the Secured Obligations and each of any other parties in interest, with power to collect the rents, issues and every part thereofprofits of the Mortgaged Property during the pendency of such action, and keep insuredto apply the same toward the payment of the several obligations herein mentioned and described, notwithstanding that the same or any part thereof is occupied by the Mortgagor or any other person. The rights and remedies herein provided for shall be deemed to be cumulative and in addition to and not in limitation of those provided by law and if there be no receiver so appointed, the Property Collateral Agent itself may proceed to collect the rents, issues and profits from the Mortgaged Property. From any such rents, issues, and profits collected by the receiver or by the Collateral Agent prior to a foreclosure sale, there shall be deducted the cost of collection thereof and the Associated Materials. Such receivership shall, at the option expenses of operation of the BeneficiaryMortgaged Property, continue until full payment of all sumsincluding but not limited to real estate commissions, hereby secured, then due and payable or until title to the Property receiver's fee and the Associated Materials shall have passed by foreclosure sale under this Deed reasonable fees of Trust and the period of redemptionits attorney, if any, and the Collateral Agent's attorney's fees, if permitted by law, and court costs, the remainder to be applied against the Secured Obligations. In the event the rents, issues and profits are not adequate to pay all tax and other expenses of operation, the Collateral Agent may, but is not obligated to, advance to any receiver the amounts necessary to operate, maintain and repair, if necessary, the Mortgaged Property and any such amounts so advanced, together with interest thereon at the Default Rate from and after the date of advancement, shall be secured by this Mortgage and have expiredthe same priority of collection as the principal of the Secured Obligations.

Receiver. In addition to all other remedies herein provided for, Grantor ▇▇▇▇▇▇▇ agrees that upon the occurrence and during the continuation of a defaultan Event of Default hereunder, the Beneficiary shall, Obligee shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property Property, whether such receivership be incident to a proposed sale of such property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness obligations secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives waives, to the extent permitted by applicable law, any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary▇▇▇▇▇▇▇, but nothing herein is to be construed to deprive Beneficiary Obligee of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary Obligee to receive payment of the rents Rents and incomeincome pursuant to Section 3.1 hereof. The receiver or his/her/its agents Any money advanced by Obligee in connection with any such receivership shall be entitled a demand obligation owing by Grantor to enter upon Obligee and take possession shall bear interest from the date of any making such advancement by Obligee until paid at the rate of 12% per annum (but in no event greater than the maximum amount allowed by law) and all shall be a part of the Property secured obligations and shall be secured by this Security Instrument and by any other instrument securing the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredsecured obligations.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of during a defaultDefault, the Beneficiary shall, Administrative Agent shall as a matter of right, right be entitled to an ex parte the appointment of a receiver or receivers for all or any part of the Property, whether such receivership be incident to a proposed sale of such Property or otherwise, and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebySecured Indebtedness, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the BeneficiaryAdministrative Agent, but nothing herein is to be construed to deprive Beneficiary Administrative Agent of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary Administrative Agent to receive payment of the rents and incomeincome from the Property. The receiver or his/her/its agents Any money advanced by Administrative Agent in connection with any such receivership shall be entitled a demand obligation owing by Grantor to enter upon Administrative Agent and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly shall bear interest from the Property and date of making such advancement by Administrative Agent until paid at a rate of interest per annum equal to the Associated Materials and havelesser of (i) the Base Rate Basis plus 2%, hold, use, operate, manage and control or (ii) the same and each and every part thereofHighest Lawful Rate, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed be secured by foreclosure sale under this Deed of Trust and by any other instrument securing the period of redemption, if any, shall have expiredSecured Indebtedness.

Receiver. In addition to all other remedies herein provided forupon the appointment of a receiver, Grantor agrees that upon liquidator, custodian, trustee or similar official or fiduciary for Borrower or for any of Borrower’s Property; or Upon the occurrence of an Event of Default and at any time thereafter, Lender may declare all Obligations secured hereby immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in subparagraphs (d), (e), or (f) shall automatically cause an acceleration of the Obligations), and Lender shall have, in addition to any remedies provided herein or by any applicable law, all of the rights and remedies of a default, Lender under the Beneficiary shallUniform Commercial Code, as a matter of right, be entitled enacted in the applicable jurisdiction and as in effect from time to an ex parte appointment time. Unless the Collateral is perishable or threatens to decline speedily in value or is of a receiver type customarily sold on a recognized market, Lender will give Borrower reasonable notice of the time and place of any public sale thereof or receivers for all of the time after which any private sale or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein other intended disposition thereof is to be construed made. The requirements of reasonable notice shall be met if such notice is mailed, postage prepaid, to deprive Beneficiary the business address of Borrower shown in this Agreement at least seven (7) days before the time of the intended sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include Lender’s reasonable attorneys’ fees and legal expenses, incurred or expended by Lender to enforce any payment due it under this Agreement either as against Borrower, or in the prosecution or defense of any action (all of which shall be included in the Obligations). All rights and remedies granted Lender hereunder and under any agreements, instruments or documents executed and/or delivered in connection with the Loan Documents, or otherwise available at law or in equity, shall be deemed concurrent and cumulative, and not alternative remedies, and Lender may proceed with any number of remedies at the same time until all Obligations are satisfied in full. The exercise of any one right or remedy shall not be deemed a waiver or release of any other rightright or remedy, and Lender, upon or at any time after the occurrence of an Event of Default, may proceed against Borrower, at any time, under any agreement, with any available remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or and in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredorder.

Receiver. In addition Bank, to the extent permitted by law and without regard to the value or adequacy or occupancy of all other remedies herein provided foror any part of the Collateral, Grantor agrees that upon the occurrence of a defaultand without notice, the Beneficiary shall, shall be entitled as a matter of right, be entitled if it so elects, to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take possession of any and or all of the Property Collateral and to collect all rents, income, proceeds and other benefits thereof and apply the Associated Materialssame as the court may direct. The costs and expenses, including receiver’s fees, personally or through its agents or attorneys, may exclude Grantor incurred pursuant to the powers herein contained shall be deemed an obligation of Borrower owing to Bank under this Agreement and its agents, servants shall be secured by Bank’s security interest and employees wholly shall be payable upon demand with interest from the Property date of demand at the Default Rate. The right to enter and the Associated Materials take possession of and have, hold, use, operate, to manage and operate the Collateral and to collect all rents, income, proceeds and other benefits thereof whether by a receiver or otherwise, shall be cumulative to any other right or remedy hereunder or afforded by law and may be exercised concurrently therewith or independently therewith or independently thereof. Bank shall be liable to account only for such rents, income, proceeds and other benefits actually received by Bank, whether received pursuant to this Section or under other provisions of this Agreement. Notwithstanding the appointment of any receiver or other custodian, Bank shall be entitled as pledgee to the possession and control the same and each and every part thereofof any cash, and keep insureddeposits, the Property and the Associated Materials. Such receivership shallaccounts, account receivables, documents, chattel paper, documents of title or instruments at the option present or any future time held by, or payable or deliverable under the terms of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title Loan Documents to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredBank.

Receiver. In addition Subject to all other remedies herein provided forcompliance with Section 13.4 of the Indenture and subject to the provisions of any instrument in writing appointing a receiver or receivers, Grantor agrees that upon the occurrence of a default, the Beneficiary shall, as a matter of right, be entitled to an ex parte appointment hereunder of a receiver for the Collateral or receivers any part thereof, the following provisions shall apply: (a) Every such receiver shall have unlimited access to the Collateral as agent and attorney for the Debtor (which right of access shall not be revocable by the Debtor) and shall have full power and unlimited authority to: (i) take possession of the Collateral or any part thereof; (ii) carry on or concur in carrying on the business of the Debtor in respect of the Collateral; (iii) collect the rents and profits from tenancies whether created before or after these presents; (iv) lease or concur in leasing any portion of the Collateral which may become vacant on such terms and conditions as he considers advisable and enter into and execute leases, accept surrenders and terminate leases; (v) complete the construction of any building or buildings or other erections or improvements on the Collateral left by the Debtor in an unfinished state or award the same to others to complete and purchase, repair and maintain any personal property including, without limitation, appliances and equipment, necessary or desirable to render the premises operable or rentable, and take possession of and use or permit others to use all or any part of the Property Debtor's materials, supplies, plans, tools, equipment (including appliances) and property of every kind and description; (vi) insure, manage, operate, repair, alter or extend the Collateral; and (vii) sell or otherwise dispose of all or any part of the Collateral; and the Associated Materials without regard Debtor undertakes to ratify and confirm whatever any such receiver may do with respect to the value Collateral. (b) The Secured Party may at its discretion vest the receiver with all or any of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment rights and powers of the indebtedness secured hereby, and Grantor does hereby consent to Secured Party. (c) The Secured Party may fix the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights reasonable remuneration of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents who shall be entitled to enter upon and take possession deduct the same out of the revenue or the sale proceeds of the Collateral. (d) Every such receiver shall be deemed the agent or attorney of the Debtor and, in no event, the agent of the Secured Party shall not be in any way responsible for the acts or omissions of any and all such receiver. (e) The appointment of any such receiver by the Secured Party shall not result in or create any liability or obligation on the part of the Property Secured Party to the receiver or to the Debtor or to any other person and no appointment or removal of a receiver and no actions of a receiver shall constitute the Associated Materials. The receiverSecured Party a mortgagee in possession or responsible as such. (f) No such receiver shall be liable to the Debtor to account for monies other than monies actually received by him in respect of the Collateral, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every any part thereof, and keep insuredout of such monies so received every such receiver shall, in the following order, pay: (i) his remuneration as aforesaid; (ii) all costs and expenses of every nature and kind incurred by him in connection with the exercise of his powers and authority hereby conferred; (iii) interest, principal and other money which may, from time to time, be or become charged upon the Collateral in priority to these presents, including taxes; (iv) to the Secured Party all interest, principal and other monies due hereunder to be paid in such order as the Secured Party in its discretion shall determine; (v) and thereafter, every such receiver shall be accountable to the Debtor for any surplus. The remuneration and expenses of the receiver shall be paid by the Debtor on demand and shall be a charge on the Collateral and shall bear interest from the date of demand at the interest rate being charged pursuant to Section 2.2.1 of the Indenture. (g) Save as to claims for accounting under Section 8.3.1(f) of the Indenture, the Property Debtor hereby releases and discharges any such receiver from every claim of every nature, whether sounding in damages or not which may arise or be caused to the Associated Materials. Such receivership shallDebtor or any person claiming through or under him by reason or as a result of anything done by such receiver unless such claim be the direct and proximate result of dishonesty or fraud. (h) The Secured Party may, at any time and from time to time, terminate any such receivership by notice in writing to the option Debtor and to any such receiver. (i) The statutory declaration of an officer of the Beneficiary, continue until full payment Secured Party as to default under the provisions of all sums, hereby secured, then due these presents and payable or until title as to the Property due appointment of the receiver pursuant to the terms hereof shall be sufficient proof thereof for the purposes of any person dealing with a receiver who is ostensibly exercising powers herein provided for and such dealing shall be deemed, as regards such person, to be valid and effectual. (j) The rights and powers conferred herein in respect of the Associated Materials shall have passed by foreclosure sale under this Deed receiver are supplemental to and not in substitution of Trust any other rights and powers which the period of redemption, if any, shall have expiredSecured Party may have.

Receiver. In Subject to the rights of holders of Senior Debt pursuant to the Subordinated Loan Agreement or any other agreement of the Beneficiary with or for the benefit of such holders, in addition to all other remedies herein provided for, Grantor agrees that upon the occurrence of an a defaultDefault, the Beneficiary shall, subject to Gaming Laws, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property and the Associated Materials Collateral without regard to the value of the Property Collateral or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. Any money advanced by Beneficiary in connection with any such receivership shall be a demand obligation owing by Grantor to Beneficiary and shall bear interest from the date of making such advancement by Beneficiary until paid at the Default Rate provided in the Note and shall be a part of the Obligations and shall be secured by this Deed of Trust and by every other instrument securing the Obligations. The receiver or his/her/its his agents shall be entitled to enter upon and take possession of any and all of the Property and the Associated MaterialsCollateral. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials Collateral and have, hold, use, operate, manage and control the same and each and every part thereof, and keep insured, the Property properties, equipment and apparatus provided or required for use in connection with the Associated Materialsbusiness or business operated on the Collateral, and make all such necessary and proper repairs, renewals and replacements and all such useful alterations, additions, betterments and improvements as the receiver may deem judicious. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials Collateral shall have passed by trustee's sale or by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expired.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon the occurrence If any Event of a defaultDefault shall have occurred and be continuing, the Beneficiary shallAgent shall be entitled, as a matter of right, be entitled to an ex parte appointment of a receiver or receivers for all or any part of the Property strict right and the Associated Materials without regard to the value or occupancy of the Property Mortgaged Properties or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebyother Collateral, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to who will enter upon and take possession of any the Mortgaged Properties and other Collateral, collect the rents and profits therefrom and apply the same as the court may direct. The receiver shall have all the rights and powers permitted under the laws of the jurisdiction in which any such Mortgaged Property or other Collateral lies. All reasonable third-party out-of-pocket costs and expenses (including receiver's fees, reasonable attorneys' fees and costs, including reasonable attorneys' fees and costs incurred as a result of any appeal, and agents' compensation) incurred in connection with the Associated Materialsappointment of a receiver shall be secured by the Mortgages and Security Documents. The receiverright to enter and take possession of the Mortgaged Properties and other Collateral, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operate, to manage and control operate the same and each to collect the rents, issues and every part profits thereof (whether by a receiver or otherwise) shall be cumulative to any other right or remedy hereunder or afforded by law and may be exercised by the Agent, concurrently therewith or independently thereof. The Agent shall be liable to account only for such rents, issues and keep insuredprofits actually received by the Agent whether received pursuant to this Section 9.5 or the preceding Section 9.4, above. Notwithstanding the appointment of any receiver, trustee or other custodian, the Property Agent shall be entitled, as pledgee, on behalf of the Lenders, to the possession and the Associated Materials. Such receivership shallcontrol of any cash or other instruments, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and time held by or payable or until title deliverable under the terms of this Agreement, the Mortgage or any other Security Document to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredAgent.

Receiver. In addition Bank, to the extent permitted by law and without regard to the value, adequacy and occupancy of all other remedies herein provided foror any part of the Collateral, Grantor agrees that upon the occurrence of a defaultor any interests therein, the Beneficiary shall, shall be entitled as a matter of right, be entitled if it so elects, to an ex parte the appointment of a receiver or receivers for all or any part of the Property and the Associated Materials without regard to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to similar official to: (1) enter upon and take possession of any and all of the Property Collateral and the Associated Materials. The receiverany interests therein, personally or through its agents or attorneys(2) preserve, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operateprotect, manage and control the Collateral or those parts or interests over which it takes possession; and (3) collect all rents, income, proceeds and other benefits thereof and apply the same as Bank directs, or if so required, as the court which appointed such receiver or other similar official may direct. The costs and each expenses, including receiver’s fees, attorneys’ fees and every part thereofagent’s compensation, and keep insured, incurred pursuant to the Property powers herein contained shall be deemed an obligation of Borrower owing to Bank under this Loan Agreement and the Associated Materials. Such receivership shall, same shall be secured by Bank’s lien and security interest in the Collateral and shall be payable upon demand with interest from the date of demand at the option highest contract rate under the Note. Bank and any receiver or similar official appointed as provided herein shall be liable to account only for such rents, income, proceeds and other benefits actually received by Bank or such other person, whether received pursuant to this Section or under other provisions of this Loan Agreement. Notwithstanding the appointment of any receiver or other similar official, Bank shall be entitled as pledgee to the possession and control of any money, deposits, accounts, account receivables, documents, chattel paper, documents of title, instruments, payment intangibles and other general intangibles and other property and property rights and interests at the present and any future time held by, or payable or deliverable under the terms of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title Loan Documents to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expiredBank.

Receiver. In addition to all other remedies herein provided forUpon, Grantor agrees that upon the occurrence of a defaultor at any time prior or after, the filing of any complaint to foreclose the lien of this Deed of Trust or instituting any other foreclosure of the liens and security interests provided for in this Deed of Trust or any other legal proceedings under this Deed of Trust, Beneficiary shallmay, as at Beneficiary’s sole option, make application to a matter court of right, be entitled to an ex parte competent jurisdiction for appointment of a receiver or receivers pursuant to applicable Law for all or any part of the Property Property, as a matter of strict right and the Associated Materials without regard notice to the value of the Property or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured herebyGrantor, and Grantor does hereby irrevocably consent to the appointment of such receiver or receiversappointment, waives any and all notices of and defenses to such appointment and agrees not to oppose any application therefor by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it Beneficiary may now have under the law to have a receiver appointed; provided, however, provided that the appointment of such receiver, trustee or other appointee by virtue of any court order, statute or regulation shall not impair or in any manner prejudice the rights of the Beneficiary to receive payment of all of the rents rents, issues, deposits and incomeprofits pursuant to other terms and provisions set forth in this Deed of Trust. The Such appointment may be made either before or after sale, without notice; without regard to the solvency or insolvency, at the time of application for such receiver, of the person or persons, if any, liable for the payment of the Obligations; without regard to the value of the Property at such time and whether or not the same is then occupied as a homestead; without bond being required of the applicant; and Beneficiary hereunder or any employee or agent thereof may be appointed as such receiver. Such receiver or his/her/its agents shall be entitled have all powers and duties prescribed by applicable Law, including the power to enter upon take possession, control and take possession of any and all care of the Property and to collect all rents, issues, deposits, profits and avails thereof during the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor pendency of such foreclosure suit and its agents, servants and employees wholly from apply all funds received toward the Property and the Associated Materials and have, hold, use, operate, manage and control the same and each and every part thereofObligations, and keep insuredin the event of a sale and a deficiency where Grantor has not waived its statutory rights of redemption, during the Property and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials shall have passed by foreclosure sale under this Deed of Trust and the statutory period of redemption, if anyas well as during any further times when Grantor or its administrators, legal representatives, successors or assigns, except for the intervention of such receiver, would be entitled to collect such rents, issues, deposits, profits and avails, and shall have all other powers that may be necessary or useful in such cases for the protection, possession, control, management and operation of the Property during the whole of any such period. To the extent permitted by law, such receiver may extend or modify any then existing Leases and make new leases of the Property or any part thereof, which extensions, modifications and new leases may provide for terms to expire, or for options to lessees to extend or renew terms to expire, beyond the maturity date of the Loan, it being understood and agreed that any such leases, and the options or other such provisions to be contained therein, shall have expiredbe binding upon Grantor and all persons whose interests in the Property are subject to the lien hereof, and upon the purchaser or purchasers at any such foreclosure sale, notwithstanding any redemption from sale, discharge of indebtedness, satisfaction of foreclosure decree or issuance of certificate of sale or deed to any purchaser.

Receiver. In addition to all other remedies herein provided for, Grantor agrees that upon Secure the occurrence appointment of a default, the Beneficiary shallreceiver or receivers, as a matter of rightright for the Real Estate Security, be entitled the other Collateral and each Borrower's operations, whether such receivership is incident to an ex parte appointment of a receiver or receivers for all or any part proposed sale of the Property Real Estate Security, the other Collateral or otherwise, and the Associated Materials without regard to the value of the Property Real Estate Security or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, and Grantor does Borrower. Borrowers hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment and agrees not to oppose any application therefor therefore by the Beneficiary, but nothing herein is to be construed to deprive Beneficiary of any other right, remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that the Lender. The appointment of such receiver, trustee or other appointee by virtue of any court ordercourt, statute order or regulation laws shall not impair or in any manner prejudice the rights of the Beneficiary Lender to receive payment of the rents and income. The income pursuant to any lease assignment; the receiver or his/her/its agents shall be entitled appointed to enter upon take charge ot: manage, preserve, protect, and take possession of any operate the Collateral; collect all income, including rents; sell Collateral and collect the proceeds therefrom; make all necessary and needed repairs; pay all taxes, rent, assessments and insurance premiums and all other costs incurred in connection with the operation of the Property Collateral; and after payment of the Associated Materialsexpenses of the receivership, including Costs of Lender, if any, to apply all net proceeds derived therefrom in the reduction of the Indebtedness in such manner as the comt shall direct. All Costs, expenses, fees and compensation incurred pursuant to any such receivership shall also be secured by the lien of the Security Instruments until paid. The receiver, personally or through its agents or attorneysLender, may exclude Grantor and its agents, servants and employees Borrowers wholly from the Property Real Estate Security and the Associated Materials each Place of Business and have, hold, use, operate, manage and control the same Real Estate Security and each Place of Business and every part thereofmay, in the name of each Borrower, exercise all of each Borrower's rights and powers to maintain, construct, operate, restore, insure, and keep insured, insured the Property Real Estate Security and the Associated Materials. Such receivership shall, at the option of the Beneficiary, continue until full payment of all sums, hereby secured, then due and payable or until title to the Property and the Associated Materials other Collateral in such manner as such receiver shall have passed by foreclosure sale under this Deed of Trust and the period of redemption, if any, shall have expireddeem appropriate.

Receiver. In addition the event an action shall be instituted to all other remedies herein provided forforeclose this Instrument, Grantor agrees that upon the occurrence of a or prior to foreclosure but after default, the Beneficiary shallCollateral Agent or Trustee shall be entitled to the appointment of a receiver of the rents, issues and profits of the Property Covered by this Instrument as a matter of right, be entitled with power to an ex parte appointment of a receiver or receivers for all or any part collect the rents, issues and profits of the Property Covered by this Instrument due and becoming due during the Associated Materials period of default and/or the pendency of such foreclosure suit to and including the date of confirmation of the sale under such foreclosure and during the redemption period, if any, after such confirmation, such rents, issues and profits being hereby expressly assigned and pledged as security for the payment of the Indebtedness secured by this Instrument without regard to the value of the Property Covered by this Instrument or the Associated Materials or to the solvency of any person or persons liable for the payment of the indebtedness secured hereby, Indebtedness and Grantor does regardless of whether the Collateral Agent or Trustee has an adequate remedy at law. The Borrower for itself and for any subsequent owner hereby consent to the appointment of such receiver or receivers, waives any and all defenses to the application for a receiver as above provided and hereby specifically consents to such appointment and agrees not to oppose any application therefor by the Beneficiaryappointment, but nothing herein contained is to be construed to deprive Beneficiary the holder of this Instrument of any other right, right or remedy or privilege it may now have under the law to have a receiver appointed; provided, however, that . The provision for the appointment of a receiver and the assignment of such receiverrents, trustee or other appointee by virtue of any issues and profits is made an express condition upon which the Loans hereby secured are made. In such event, the court order, statute or regulation shall not impair or in any manner prejudice the rights at once on application of the Beneficiary Collateral Agent, Trustee or their attorneys in such action, appoint a receiver to receive payment of the rents and income. The receiver or his/her/its agents shall be entitled to enter upon and take immediate possession of any and all of the Property and the Associated Materials. The receiver, personally or through its agents or attorneys, may exclude Grantor and its agents, servants and employees wholly from the Property and the Associated Materials and have, hold, use, operateof, manage and control the same Property Covered by this Instrument, for the benefit of the holder or holders of the Indebtedness and each of any other parties in interest, with power to collect the rents, issues and every part thereofprofits of the Property Covered by this Instrument during the pendency of such action, and keep insuredto apply the same toward the payment of the several obligations herein mentioned and described, notwithstanding that the same or any part thereof is occupied by the Borrower or any other person. The rights and remedies herein provided for shall be deemed to be cumulative and in addition to and not in limitation of those provided by law and if there be no receiver so appointed, the Collateral Agent or Trustee may proceed to collect the rents, issues and profits from the Property Covered by this Instrument. From any such rents, issues, and profits collected by the receiver or by the Collateral Agent or Trustee prior to a foreclosure sale, there shall be deducted the cost of collection thereof and the Associated Materials. Such receivership shall, at the option expenses of operation of the BeneficiaryProperty Covered by this Instrument, continue until full payment of all sumsincluding but not limited to real estate commissions, hereby secured, then due and payable or until title to the Property receiver's fee and the Associated Materials shall have passed by foreclosure sale under this Deed reasonable fees of Trust and the period of redemptionits attorney, if any, and the Collateral Agent's or Trustee's attorney's fees, if permitted by law, and court costs, the remainder to be applied against the Indebtedness. In the event the rents, issues and profits are not adequate to pay all tax and other expenses of operation, the Collateral Agent or Trustee may, but is not obligated to, advance to any receiver the amounts necessary to operate, maintain and repair, if necessary, the Property Covered by this Instrument and any such amounts so advanced, together with interest thereon at the Default Rate from and after the date of advancement, shall be secured by this Instrument and have expiredthe same priority of collection as the principal of the Indebtedness secured hereby.