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201504373
<br /> ASSIGNMENT OF RENTS
<br /> Loan No: 101287186 (Continued) Page 3
<br /> APPLICATION OF RENTS. All costs and expenses incurred by Lender in connection with the Property shall be for
<br /> Grantor's account and Lender may pay such costs and expenses from the Rents. Lender, in its sole discretion, shall
<br /> determine the application of any and all Rents received by it; however, any such Rents received by Lender which are
<br /> not applied to such costs and expenses shall be applied to tlie Indebtedness. All expenditures made by Lender under
<br /> this Assignment and not reimbursed from the Rents shall become a part of the Indebtedness secured by this
<br /> Assignment, and shall be payable on demand, with interest at the Note rate from date of expenditure until paid.
<br /> FULL PERFORMANCE. If Grantor pays all of the Indebtedness when due and otherwise performs all the obligations
<br /> imposed upon Grantor under this Assignment,the Note, and the Related Documents, Lender shall execute and deliver to
<br /> Grantor a suitable satisfac.tion of this Assignment and suitable statements of termination of any financing statement on
<br /> file evidencing Lender's security interest in the Rents and the Property. Any termination fee required by law shall be
<br /> paid by Grantor, if permitted by applicable law.
<br /> LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in
<br /> the Property or if Grantor fails to comply with any provision of this Assignment or any Related Documents, including but
<br /> not limited to Grantor's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under
<br /> this Assignment or any Related Documents, Lender on Grantor's behalf may (but shall not be obligated to) take any
<br /> action that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security
<br /> interests, encumbrances and other claims, at any time levied or placed on the Rents or the Property and paying all costs
<br /> for insuring, maintaining and preserving the Property. All such expenditures incurred or paid by Lender for such
<br /> purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender to the date
<br /> of repayment by Grantor. All such expenses will become a part of the Indebtedness and, at Lender's option, will iA)
<br /> be payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any
<br /> installment payments to become due during either (1) the term of any applicable insurance policy; or (2) the
<br /> remaining term of the Note; or IC) be treated as a balloon payment which will be due and payable at the Note's
<br /> maturity. The Assignment also will secure payment of these amounts. Such right shall be in addition to all other rights
<br /> and remedies to which Lender may be entitled upon Default.
<br /> DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Assignment:
<br /> Payinent Default. Borrower fails to make any payment when due under Lhe Indebtedness.
<br /> Other Defaults. Borrower or Grantor fails to comply with or to perform any other term, obligation, covenant or
<br /> condition contained in this Assignment or in any of the Related Documents or to comply with or to perform any
<br /> term,obligation, covenant or condition contained in any other agreement between Lender and Borrower or Grantor.
<br /> �efault on Other Payments. Failure of Grantor within the time required by this Assignment to make any payment
<br /> for taxes or insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien.
<br /> Faise Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or Grantor
<br /> or on Borrower's or Grantor's behalf under this Assignment or the Related Documents is false or misleading in any
<br /> material respect, either now or et the time made or furnished or becomes false or misleading at any time
<br /> thereafter.
<br /> Defective Collateralization. This Assignment or any of the Related Documents ceases to be in full force and effect
<br /> (including failure of any collateral document to create a valid and perfected security interest or lien) at any time and
<br /> for any reason.
<br /> Death or Insolvency. The dissolution of Grantor's (regardless of whether election to continue is madel, any
<br /> member withdraws from the limited liability company, or any other termination of Borrower's or Grantor's
<br /> existence as a going business or the death of any member,the insolvency of Borrower or Grantor, the appointment
<br /> of a receiver for any part of Borrower's or Grantor's property, any assignment for the benefit of creditors, any type
<br /> of creditor workout, or the commencement of any proceeding under any banlcruptcy or insolvency laws by or
<br /> against Borrower or Grantor.
<br /> Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial
<br /> proceeding, self-help, repossession or any other method, by any creditor of Borrower or Grantor or by any
<br /> governmental agency against the Rents or any property securing the Indebtedness. This includes a garnishment of
<br /> any of Borrower's or Grantor's accounts, including deposit accounts, with Lender. However, this Event of Default
<br /> shall not apply if there is a good faith dispute by Borrower or Grantor as to the validity or reasonableness of the
<br /> claim which is the basis of the creditor or forfeiture proceeding and if Borrower or Grantor gives Lender written
<br /> notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or
<br /> forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or
<br /> bond for the dispute.
<br /> Property Damage or Loss. The Property is lost, stolen,substantially damaged, soid, or borrowed against.
<br /> Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety,
<br /> or accommodation party of any of the Indebtedness or any guarantor, endorser, surety, or accommodation party
<br /> dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the
<br /> Indebtedness.
<br /> Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the
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