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201400400
<br />hereof and use such measures, legal or equitable, as Lender may in its sole discretion deem
<br />appropriate or desirable to implement and effectuate the provisions of this Security Instrument.
<br />This Security Instrument shall constitute a direction to and full authority to the Lessee under the
<br />Lease and any other tenant or other third party who has heretofore dealt or contracted or may
<br />hereafter deal or contract with Borrower or Lender to pay all amounts owing under the Lease and
<br />any other lease, contract, concession, license or other agreement to Lender without proof of the
<br />default relied upon. The Lessee under the Lease or any other tenant or third party is hereby
<br />irrevocably authorized to rely upon and comply with (and shall be fully protected by Borrower in
<br />so doing) any request, notice or demand by Lender for the payment to Lender of any Rents or
<br />other sums which may be or thereafter become due under its lease, contract, concession, license
<br />or other agreement, or for the performance of any undertakings under any such lease, contract,
<br />concession, license or other agreement, and shall have no right or duty to inquire whether any
<br />default under this Security Instrument or under any of the other Loan Documents has actually
<br />occurred or is then existing. Borrower hereby constitutes and appoints each of Lender and Deed
<br />of Trust Trustee, their respective assignees, successors, transferees and nominees, as Borrower's
<br />true and lawful attorney -in -fact and agent, with full power of substitution in the Mortgaged
<br />Property, in Borrower's name, place and stead, during an Event of Default, to do or permit any
<br />one or more of the foregoing described rights, remedies, powers and authorities, successively or
<br />concurrently, and said power of attorney shall be deemed a power coupled with an interest and
<br />irrevocable so long as any portion of the Debt is outstanding. Deed of Trust Trustee shall not
<br />exercise the power of attorney set forth herein, or elsewhere in this Security Instrument, except
<br />as directed by Lender to do so in writing. Any money advanced by Lender in connection with
<br />any action taken under this subparagraph (viii), together with interest thereon at the Default Rate
<br />from the date of making such advancement by Lender until actually paid by Borrower, shall be a
<br />demand obligation owing by Borrower to Lender and shall be secured by this Security
<br />Instrument and by every other instrument securing all or any portion of the Debt;
<br />(vii) with or without taking possession of the Mortgaged Property, sue or otherwise
<br />collect the Rents (other than Excepted Payments consisting of proceeds of public liability
<br />insurance), including those past due and unpaid;
<br />(viii) as to any and all fixtures and personal property included in the Mortgaged
<br />Property, all rights, remedies and powers of a secured party under the Uniform Commercial
<br />Code; and
<br />(ix) exercise any other right or remedy available hereunder, under any of the other
<br />Loan Documents or at law or in equity.
<br />(b) To the fullest extent permitted by law, the proceeds of any sale under this Security
<br />Instrument shall be applied, to the extent funds are so available, to the following items in such
<br />order as Lender in its discretion may determine:
<br />(i) To payment of the reasonable costs, expenses and fees of taking possession of the
<br />Mortgaged Property, and of holding, operating, maintaining, using, leasing, repairing, improving,
<br />marketing and selling the same and of otherwise enforcing rights and remedies hereunder and
<br />under the other Loan Documents of Lender, including, but not limited to, Deed of Trust
<br />- 150 -
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