Common use of Assignment of Rents and Leases Clause in Contracts

Assignment of Rents and Leases. The Grantor also irrevocably and absolutely assigns the Rents and Profits to the Beneficiary. Notwithstanding any contrary provisions hereof, this assignment is intended to effect an absolute and immediate assignments from the Grantor to the Lender of the Rents and Profits and not merely the creation of a lien thereon or a security interest therein. The Grantor shall have a license (the "Grantor's License") to manage and operate the Project and to collect, receive and apply for its own account all Rents as they become due; provided, however, that the Grantor's License shall cease and terminate upon the occurrence of an "Event of Default' (as defined below). Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default and may be exercised independently of or concurrently with any of such remedies.

Assignment of Rents and Leases. The Grantor also As further security for the Secured Obligations, Mortgagor hereby absolutely and irrevocably grants, conveys, pledges, hypothecates, transfers and absolutely assigns unto Mortgagee all Rents now or hereafter due or payable for the occupancy or use of the Property or any portion thereof, and all leases and subleases, whether written or oral, with all security therefore, including without limitation, all guaranties thereof, now or hereafter affecting the Property. This is a present and absolute assignment, not an assignment for security purposes only, and Mortgagee’s right to the Rents is not contingent upon, and Profits to may be exercised without possession of, the BeneficiaryProperty. Notwithstanding any contrary provisions hereof, this assignment is intended to effect an absolute and immediate assignments from the Grantor to the Lender of the Rents and Profits and not merely the creation of a lien thereon or a security interest therein. The Grantor shall have Mortgagee confers upon Mortgagor a license (the "Grantor's “License"”) to manage collect and operate retain the Project and to collect, receive and apply for its own account all Rents as they become due; provideddue and payable, however, that the Grantor's License shall cease and terminate upon the occurrence of an "Event of Default' (as defined below). Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon until the occurrence of an Event of Default Default. Mortgagor represents, warrants, and covenants to and with Mortgagee that (a) the Rents have not been sold, assigned, transferred or set over by any instrument now in force and will not at any time during the term of this assignment be sold, assigned, transferred or set over; and (b) Mortgagor has the right to sell, assign, transfer and set over the Rents and to grant to and confer upon Mortgagee the rights, interests, powers and authorities granted and conferred by this Mortgage. Upon the occurrence and during the continuation of an Event of Default, the License shall automatically be revoked and Mortgagee may, at its option, without notice, and whether or not the Secured Obligations shall have been declared due and payable, either in person or by agent, or by a receiver to be appointed by a court, with or without bringing any action or proceeding (a) enter upon, take possession of, manage and operate the Property, or any part thereof (including without limitation, making necessary repairs, alterations and improvements to the Property); (b) make, cancel, enforce or modify leases; (c) obtain and evict tenants; (d) fix or modify Rents; (e) do any acts which Mortgagee deems reasonably proper to protect the security of this Mortgage, and (f) either with or without taking possession of the Property, in its own name or in the name of Mortgagor, collect and receive all or any Rents, including without limitation, those past due and unpaid. Upon written notice from Mortgagee, all tenants of and other obligors with respect to the Property hereby are directed by Mortgagor to pay promptly all Rents as they fall due to Mortgagee without further notice from Mortgagor. In connection with the foregoing, Mortgagee shall be entitled and empowered to employ attorneys and management, rental and other agents in and about the Property to effect the matters which Mortgagee is empowered to do, and if Mortgagee shall itself effect such matters, Mortgagee shall be entitled to charge and receive such reasonable management, rental and other fees as may be exercised independently customary in the area in which the Property is located; and the reasonable fees, charges, costs and expenses of Mortgagee or concurrently such persons shall be so much additional indebtedness subject to the terms of this Mortgage. Mortgagee may apply all funds collected as aforesaid, less costs and expenses of operation and collection, including without limitation, reasonable attorneys’ and agents’ fees, charges, costs and expenses, upon any indebtedness in accordance with the terms of the Intercreditor Agreement. The entering upon and taking possession of the Property and the collection of Rents and the application thereof as set forth in this Mortgage shall not cure or waive any of such remediesdefault or invalidate any act done by Mortgagee.

Assignment of Rents and Leases. The All of the rents, royalties, bonuses, ------------------------------ issues, profits, revenue, income, deposits, escrow accounts and other benefits derived from the Mortgaged Property or arising from the use or enjoyment of any portion thereof or from any existing or future lease or agreement pertaining thereto and liquidated damages following default under such leases, and all proceeds payable under any policy of insurance covering loss of rents resulting from untenantability caused by damage to any part of the Mortgaged Property, together with any and all rights that Grantor also irrevocably may have against any tenant under such leases or any subtenants or occupants of any part of the Mortgaged Property and any award made hereafter to Grantor in any court proceeding involving any of the tenants or in any bankruptcy, insolvency, or reorganization proceedings in any state or federal court, and all payments by tenants in lieu of rent (all hereinafter collectively called the "Rents"), are hereby absolutely and unconditionally assigned to Beneficiary, to be applied by Beneficiary in payment of the Obligations. Grantor hereby further assigns to Beneficiary all existing and future leases, including subleases, any and all extensions, renewals, modifications, and replacements thereof, and all guaranties of tenants' performance thereunder, upon any part of the Rents Mortgaged Property (the "Leases"). It is understood and Profits to agreed by the Beneficiary. Notwithstanding any contrary provisions hereof, parties that this assignment is intended to effect be and is an absolute and immediate assignments assignment from the Grantor to the Lender of the Rents and Profits Beneficiary, and not merely the creation passing of a lien thereon or a security interest therein. The Grantor shall have a license (the "Grantor's License") to manage and operate the Project and to collect, receive and apply for its own account all Rents as they become dueinterest; provided, however, that the Grantor's License shall cease and terminate upon the occurrence of prior to an "Event of Default' (as defined below). Upon the termination , Grantor shall have a license, without joinder of the Grantor's License, the Beneficiary, its agents to enforce the Leases and employees are hereby expressly to collect the Rents as they come due and irrevocably authorized beforeto retain, in conjunction with, or after acceleration of use and enjoy the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the same. Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to doshall, upon and during request of Beneficiary, execute confirmatory assignments of any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or specific leases affecting any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default and may be exercised independently of or concurrently with any of such remediesMortgaged Property.

Assignment of Rents and Leases. (a) The Grantor also irrevocably assignment, grant and absolutely assigns conveyance of the Leases, Rents and Profits to the Beneficiary. Notwithstanding any contrary provisions hereofall other rents, this assignment is intended to effect an absolute income, proceeds and immediate assignments from the Grantor to the Lender benefits of the Rents Collateral contained in the granting clause of this Instrument shall constitute an absolute, present and Profits irrevocable assignment, grant and not merely the creation conveyance, provided that, until an Event of a lien thereon or a security interest therein. The Grantor shall have Default has occurred, a license (the "Grantor's License") is hereby given to manage and operate the Project and Borrower to collect, receive and apply for its own account all Rents Rents, as they become due; provideddue and payable, howeverbut not in advance thereof, that and in accordance with all of the Grantor's License shall cease other terms, conditions and terminate upon provisions hereof and of the Leases, contracts, agreements and other instruments with respect to which such payments are made. Upon the occurrence of an "Event of Default' , such license shall be revoked and shall terminate, immediately and automatically without notice to Borrower or any other person (as defined belowto the extent permitted by law), and shall not be reinstated upon a cure of such Event of Default without the express written consent of Lender. Upon Such assignment shall be fully effective without any further action on the termination part of the Grantor's LicenseBorrower or Lender, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the DebenturesLender shall be entitled, at the Beneficiary's its option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default hereunder, to collect, receive and may be exercised independently apply all Rents and all other rents, income, proceeds and benefits from the Collateral, including all right, title and interest of Borrower in any escrowed sums or concurrently with deposits or any portion thereof or interest therein, whether or not Lender takes possession of the Collateral or any part thereof. The collection of such remedies.amounts by Lender shall in no way waive the right of Lender to foreclose this Instrument in the event of any Event of Default. Nothing contained herein and no exercise of any right or privilege hereunder by Xxxxxx shall be construed to constitute Lender as a mortgagee-in-possession. All Rents and all other rents, income, proceeds and benefits of the Collateral received by Borrower from or related to the Collateral or any part thereof, from and after the occurrence of an Event of Default, shall be deemed received in trust and shall be turned over to Lender within one Business Day after Xxxxxxxx’s receipt thereof. Borrower further grants to Lender the right, at Xxxxxx’s option, to:

Assignment of Rents and Leases. The Grantor also irrevocably and absolutely Borrower hereby assigns the Rents and Profits to the Beneficiary. Notwithstanding Mortgagee (1) any contrary provisions hereofand all present or future leases, this assignment is intended to effect an absolute and immediate assignments from the Grantor to the Lender subleases, licenses, other use contracts or tenancies, whether written or oral, covering or affecting any or all of the Rents Premises or all or any part of any present or future improvements located on the Premises, together with any and Profits all extensions, modifications and not merely renewals thereof ( all of which are hereinafter collectively referred to as the creation of a lien thereon “Leases” and singularly as the “Lease”); (2) all rents and profits due, or a security interest therein. The Grantor shall have a license (the "Grantor's License") to manage and operate the Project and to collect, receive and apply for its own account all Rents as they become due; provided, however, that the Grantor's License shall cease and terminate upon the occurrence of an "Event of Default' (as defined below). Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property Premises, whether before or after foreclosure and during any redemption period after any sheriff’s sale (the “Rents”); (3) any and all claims under any and all lease guaranties, letters of credit and any other credit support given by any guarantor in connection with any of the Leases to Borrower (individually, “Lease Guaranty” and collectively, the “Lease Guaranties”); (4) all proceeds from the sale or other disposition of the Leases, the Rents and Profits thereonthe Lease Guaranties (the “Proceeds”); (5) the right, includingat Mortgagee’s option, without limitation, collecting rents, issues and profits with or without suit and applying upon revocation of the same, less expenses of collectionlicense granted herein, to cure a default under enter upon the Indebtedness Premises in person, by agent or by court-appointed receiver, to collect the Rents; and (defined below6) or to cure any "Event Borrower’s irrevocable power of Default" (defined below)attorney, in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest andinterest, to take any and all of the actions set forth in Article 6 of the Indenture, and any or all other actions designated by Mortgagee for the proper management and preservation of the Premises, all as suchadditional security for the repayment of the Note, is irrevocable. The powers and rights granted in Mortgagor further agrees that Mortgagee shall have the irrevocable power, pursuant to this section shall be other remedies provided in this Deed of Trust Assignment, upon the occurrence of an Event of Default Default, to manage, control, and may be exercised independently of or concurrently with any of such remedieslease the Premises.

Assignment of Rents and Leases. The (a) Grantor also irrevocably and absolutely hereby assigns to Beneficiary the Rents and Profits Leases as further security for the payment of and performance of the Obligations, and Grantor grants to Beneficiary and Trustee the Beneficiary. Notwithstanding any contrary provisions hereof, this assignment is intended right to effect an absolute and immediate assignments from enter the Grantor to Mortgaged Property for the Lender purpose of collecting the Rents and Profits to let the Mortgaged Property or any part thereof, and not merely to apply the creation Rents on account of a lien thereon or a security interest thereinthe Obligations. The foregoing assignment and grant is present and absolute and shall continue in effect until the Obligations are fully paid and performed, but so long as no Event of Default shall have occurred and is continuing, Beneficiary hereby waives the right to enter the Mortgaged Property for the purpose of collecting the Rents and Grantor shall have a license (the "Grantor's License") to manage and operate the Project and be entitled to collect, receive receive, use and apply for its own account all retain the Rents. Such right of Grantor to collect, receive, use and retain the Rents as they become due; provided, however, that the Grantor's License shall cease and terminate may be revoked by Beneficiary upon the occurrence and during the continuance of any Event of Default by giving not less than five days’ written notice of such revocation to Grantor. After an "Event of Default' (as defined below). Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the DebenturesBeneficiary may, at any time, either in person, by agent or by a receiver appointed by a court, and without regard to the Beneficiary's optionadequacy of any security for the Secured Obligations and without regard to solvency of Borrower, to enter and upon, take possession of and manage the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Mortgaged Property, or (b) by written notice served personally upon any part thereof, for the purpose of collecting the Rents in its own name sue for or sent by registered or certified mail to otherwise collect the Grantor in accordance with the provisions of Section 6.2 of this Deed of TrustRents, as the Beneficiary may electincluding those past due and unpaid, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying apply the same, less costs and expenses of operation and collection, including reasonable attorney’s fees, upon the Secured Obligations and in such order as Beneficiary may so determine. In the event such notice is given, Grantor shall pay over to cure a default under the Indebtedness (defined below) Beneficiary, or to cure any "Event of Default" (defined below)receiver appointed to collect the Rents, any lease security deposits, and shall pay monthly in advance to Beneficiary, or to any such manner as the Beneficiary may elect, leasing, in the name of the Grantorreceiver, the whole or any fair and reasonable rental value as determined by Beneficiary for the use and occupancy of such part of the Mortgaged Property which as may become vacantbe in the possession of Grantor or any affiliate of Grantor, and employing agents therefore upon default in any such payment Grantor and paying any such agents reasonable compensation for their services. The foregoing appointment affiliate will vacate and surrender the possession of the Mortgaged Property to Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest andor to such receiver, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default and default thereof may be exercised independently evicted by summary proceedings or otherwise. Grantor shall not accept prepayments of or concurrently with any installments of such remediesRent to become due for a period of more than one month in advance (except for security deposits and estimated payments of percentage rent, if any).

Assignment of Rents and Leases. (a) The Grantor also irrevocably assignment, grant and absolutely assigns conveyance of the Leases, Rents and Profits to the Beneficiary. Notwithstanding any contrary provisions hereofall other rents, this assignment is intended to effect an absolute income, proceeds and immediate assignments from the Grantor to the Lender benefits of the Rents Collateral contained in the granting clause of this Instrument shall constitute an absolute, present and Profits irrevocable assignment, grant and not merely the creation conveyance, provided that, until an Event of a lien thereon or a security interest therein. The Grantor shall have Default has occurred, a license (the "Grantor's License") is hereby given to manage and operate the Project and Borrower to collect, receive and apply for its own account all Rents Rents, as they become due; provideddue and payable, howeverbut not in advance thereof, that and in accordance with all of the Grantor's License shall cease other terms, conditions and terminate upon provisions hereof and of the Leases, contracts, agreements and other instruments with respect to which such payments are made. Upon the occurrence of an "Event of Default' , such license shall be revoked and shall terminate, immediately and automatically without notice to Borrower or any other person (as defined belowto the extent permitted by law), and shall not be reinstated upon a cure of such Event of Default without the express written consent of Lender. Upon Such assignment shall be fully effective without any further action on the termination part of the Grantor's LicenseBorrower or Lender, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the DebenturesLender shall be entitled, at the Beneficiary's its option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default hereunder, to collect, receive and may be exercised independently apply all Rents and all other rents, income, proceeds and benefits from the Collateral, including all right, title and interest of Borrower in any escrowed sums or concurrently with deposits or any portion thereof or interest therein, whether or not Lender takes possession of the Collateral or any part thereof. The collection of such remedies.amounts by Lender shall in no way waive the right of Lender to foreclose this Instrument in the event of any Event of Default. Nothing contained herein and no exercise of any right or privilege hereunder by Xxxxxx shall be construed to constitute Lender as a mortgagee‑in‑possession. All Rents and all other rents, income, proceeds and benefits of the Collateral received by Borrower from or related to the Collateral or any part thereof, from and after the occurrence of an Event of Default, shall be deemed received in trust and shall be turned over to Lender within one Business Day after Xxxxxxxx's receipt thereof. Borrower further grants to Lender the right, at Xxxxxx's option, to:

Assignment of Rents and Leases. The Grantor also irrevocably (a) Borrower hereby presently assigns to Agent all of Borrower's right, title and absolutely assigns the Rents interest in and Profits to any Leases, as defined hereinafter, with respect to the BeneficiaryProperty, and all rents, issues and profits of the Property. Notwithstanding "Lease" means every lease or occupancy agreement for the use or hire of all or any contrary provisions portion of the Property which shall be in effect on the date hereof, or which shall hereafter be entered into, and by which Borrower is a lessor or the like, and any renewals, extensions or other modifications thereof. Borrower grants to Agent, with or without Agent or any other Person (including, without limitation, a receiver) taking possession of the Property, the right to give notice to the tenants of this assignment, to collect rents, issues and profits from the tenants and to enter onto the Property for the purpose of collecting the same and to let the Property and to apply such rents, issues and profits, after payment of all charges and expenses relating to the Property, to the Obligations. This assignment is intended to effect shall be an absolute and immediate assignments from the Grantor assignment, subject to the Lender of license herein granted to Borrower and Borrower's obligations hereunder, and shall continue in effect until the Rents Obligations are fully paid and Profits performed. Agent hereby grants a revocable license to Borrower to collect and not merely the creation of a lien thereon or a security interest therein. The Grantor shall have a license (the "Grantor's License") to manage use such rents, issues and operate the Project and to collect, receive and apply for its own account all Rents as they become dueprofits; provided, however, that the Grantor's License shall cease and terminate upon the occurrence of an "Event of Default' (as defined below). Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization foregoing license shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, includingautomatically revoked, without limitationany action on Agent's part, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default Default. Notwithstanding any law to the contrary, if there is an Event of Default, and may be exercised independently if there is any applicable law requiring Agent to take possession of the Property (or concurrently with any some action equivalent thereto, such as securing the appointment of a receiver) in order for Agent to "perfect" or otherwise "activate" its rights and remedies as set forth herein, then Borrower waives all benefits of such remedieslaws and agrees that such laws shall be fully satisfied, without any action on Agent's part, solely by the occurrence of such Event of Default. If, notwithstanding such waiver by Borrower, such laws require the undertaking of some affirmative act by Agent, Borrower agrees that such laws shall be fully satisfied solely by Agent giving Borrower notice, written or oral, that such Event of Default has occurred and that Agent intends to enforce its rights in any Leases and/or any rents, issues and profits assigned herein.

Assignment of Rents and Leases. The Grantor also irrevocably (a) As additional and absolutely assigns collateral security for the Rents and Profits to the Beneficiary. Notwithstanding any contrary provisions hereof, this assignment is intended to effect an absolute and immediate assignments from the Grantor to the Lender payment of the Rents Note and Profits all sums to become due under this Deed of Trust, Trustor hereby assigns to Beneficiary all leases, rents and not merely other revenues, rights and benefits accruing to Trustor hereunder, (including, without limitation, rents received by Trustor as Landlord under that certain Lease dated November 30, 1998, as amended on February 17, 1999, in which Matrix Financial Services Corporation is the creation "Tenant" of a lien thereon or a security interest therein. The Grantor shall have a license the Premises (the "Grantor's LicenseMatrix Lease"), and all present and future leases (including all other agreements by which occupancy of the Premises is granted) on the Premises or any part thereof (collectively, the "Leases"), with the right to manage and operate receive the Project and to collect, receive same and apply for them to the Note or other indebtedness secured hereby. Although the interest of the Beneficiary by virtue of the foregoing assignment shall be deemed to be vested and xxxxxx as of the date hereof, Trustor may collect and retain such rents and other revenues until Beneficiary gives written notice of its own account all Rents as they become due; provided, however, that the Grantor's License intention to collect such amounts. Beneficiary shall cease and terminate upon the occurrence of not give such notice unless an "Event of Default' (as defined below)Default has occurred. Upon the termination of the Grantor's Licensegiving such notice, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the DebenturesBeneficiary is thereupon further authorized, at the Beneficiary's its option, to enter execute and take possession deliver to the holder of any such Lease upon the Premises binding receipts for any payments made under the terms of any such Lease or Leases and to demand, xxx for and recover any such payments when due. Trustor shall not (i) anticipate any rents (except for a period of one month) that may be collectible under such lease or that may have been assigned to Beneficiary; (ii) further assign any such Lease or any such rents; (iii) amend or modify the terms of the Property Matrix Lease, except within sixty (a60) by entry at prior to the business or rental office Termination Date of the GrantorLease as the term may be extended by Trustor, if any, located Trustor shall provide Beneficiary with a written copy of a fully executed non-cancellable agreement for the extension of the term of the Matrix Lease for one (1) additional year at a monthly rent of not less Thirty Thousand Six Hundred Twenty-Four Dollars ($30,624.00); and (iv) enter any lease except as such is approved in writing by Beneficiary. This Assignment shall terminate and become null and void upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 release of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence of an Event of Default and may be exercised independently of or concurrently with any of such remedies.

Assignment of Rents and Leases. The Grantor also irrevocably In furtherance of and absolutely assigns the Rents and Profits in addition to the Beneficiaryassignment made by Mortgagor in Granting Clause A(iii) of this Mortgage, Mortgagor hereby absolutely and ---------------------- unconditionally assigns, sells, transfers and conveys to Mortgagee all of its right, title and interest in and to all Leases, whether now existing or hereafter entered into, and all of its right, title and interest in and to all Rents. Notwithstanding any contrary provisions hereof, It is the intention of Mortgagor and Mortgagee that this assignment is intended to effect be treated and construed as an absolute and immediate assignments from the Grantor to the Lender of the Rents and Profits assignment and not merely the creation an assignment for additional security only. So long as no Event of a lien thereon or a security interest therein. The Grantor Default shall have occurred and be continuing, Mortgagor shall have a license (from Mortgagee to exercise all rights extended to the "Grantor's License") landlord under the Leases, including the right to manage observe, perform, comply with and operate discharge all of the Project obligations of the landlord thereunder, the right to demand and receive performance under the Leases, the right to enforce all rights and exercise all remedies under the Leases, the right to terminate or amend any Lease and the right to receive and collect all Rents and to collect, receive and apply for its own account all Rents as they become dueuse the same; provided, however, that such rights may ----------------- be exercised by Mortgagor only to the Grantor's License shall cease and terminate upon extent they are not restricted under the occurrence of an "Event of Default' (as defined below)Financing Agreements. Upon the termination of the Grantor's License, the Beneficiary, its agents and employees are hereby expressly and irrevocably authorized before, in conjunction with, or after acceleration of the Debentures, at the Beneficiary's option, to enter and take possession of the Property (a) by entry at the business or rental office of the Grantor, if any, located upon the Property, or (b) by written notice served personally upon or sent by registered or certified mail to the Grantor in accordance with the provisions of Section 6.2 of this Deed of Trust, as the Beneficiary may elect, and no further authorization shall be required. The Grantor irrevocably appoints the Beneficiary through any of its authorized officers as the Grantor's attorney-in-fact to do, upon occurrence and during any termination of the Grantor's license, all things which the Grantor might otherwise do with respect to the Property and the Rents and Profits thereon, including, without limitation, collecting rents, issues and profits with or without suit and applying the same, less expenses of collection, to cure a default under the Indebtedness (defined below) or to cure any "Event of Default" (defined below), in such manner as the Beneficiary may elect, leasing, in the name of the Grantor, the whole or any part of the Property which may become vacant, and employing agents therefore and paying such agents reasonable compensation for their services. The foregoing appointment of the Beneficiary as the attorney-in-fact for the Grantor constitutes a power coupled with an interest and, as such, is irrevocable. The powers and rights granted in this section shall be other remedies provided in this Deed of Trust upon the occurrence continuance of an Event of Default Default, whether or not legal proceedings have commenced, and may be exercised independently without regard to waste, adequacy of security for the Obligations or concurrently with solvency of Mortgagor, the license herein granted shall automatically expire and terminate, without notice by Mortgagee (any of such remediesnotice being hereby expressly waived by Mortgagor).