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. ��15�4584
<br /> 1�Tote, or the other Loan I]�cuments and this Assignrnent is made and a�cepted withaut prejudice
<br /> ta any of the rights and remedies possessed by L�nder und�r th� terms thereof. The right �f
<br /> Lender to colle�t the I7ebt and to �nfarce any�ther securxt�therefor he�d by it may be exercised
<br /> by Lender either prior to, simultaneously with, or subsequent to any actian ta.ken by it hereunder.
<br /> Borrovver hereby al�solutely, uncond�tionally and irreva�ably �aives an� a.nd a11 rights to assert
<br /> any setoff, counterclaim or cros�c�aim af any nature whatsoever with respe�t to the obligat�ons
<br /> of Borrower under this Assi�nment, the Loan Agreement, the Note, the other Loan Documents
<br /> ar otherwise vvith respect to the Loan �n any acti�n ar proceeding brought by Lender to callect
<br /> same, or any por�i�n thereof, or t� enforce and real�2e upon th� lien and securiiy �nterest creat�d
<br /> by this Assignment, the Loan Agreement, the 1rlote, ar any of the other Laan Docum�nts
<br /> �pravided, hovve�er, that the foreg�ing shall n�t be deemed a waiver�f Borrower's right to assert
<br /> an� compu���r� �ounterclaxm If such counterc�aim is campelled under lacal law �r rule of
<br /> pr�cedure, nor shall th� fareg�ing be deemed a �vaiver of B�rrower's right to assert any claim
<br /> which v�ould constitute a def�nse, setoff, counterclaim or �rossclaim of any nature whatsoever
<br /> against Lender in an�separate action or proceedin�}.
<br /> Section 3.3 �ther Securi . Lender ma�take or release ather secur�ty for the
<br /> payment of th� Debt, may release any party primarily or secondarily liable therefor and may
<br /> apply any �ther security held b� it to the reduction or satisfaction of the I]ebt v�ithout prej udice
<br /> to any of�ts rights under this Assignment.
<br /> Sectivn 3.4 �Tan-Waiver. The exercise by Lender of the aption granted it in
<br /> Se�tion 3.1 of this Assignment and the collecti�n af the Rents and sums due under the Lease
<br /> Guaranties and the applicatian thereof as herein prov�ded shall not be considered a wai�er�f any
<br /> default b� Borrower under the N ote, the Loar� Agreement, the Leases, this Assignment or the
<br /> ather Loan I3ocuments. Th� �ailure of Lender ta insist upan strict performance �f any term
<br /> hereof shall not be deemed to be a waiver of any term of this Assignrnent. Borrovver sha11 not be
<br /> relieved of BorrQvver's ob�igations hereunder by reason af�a} the fai�ure af Lender to comply
<br /> �vith any request of Barrower �r any ather party to ta.�e any action ta enfar�e any of the
<br /> provisi�ns here�f or af the Loan Agreernent, the 1tiTote or the other L�an Dacuments, �b} the
<br /> release regardless�f consideratian, af the�hole or an�part of the Propert�, �r(c� any agreement
<br /> ar stipulation by Lender e�tendxng the time of pa�ment�r�thervvise modifying or supplementin�
<br /> the terms of this Assi�nment, the Loan Agreernent, the 1�Tote, ar the other Loan Documents.
<br /> Lender may resort for the payment�f the Debt t� any other security he�d by Lender in such order
<br /> and manner as Lend�r, in its discretion, may elect. Lender rnay tak� any actian ta recover the
<br /> Debt, or any por�ion thereof, or tQ enforce any c�venant here�f vvithout prej udiee to the right af
<br /> Lender thereafter to enforce its rights under this Assi�nment. The r�ghts �f Lender under this
<br /> Assignment shall b� separate, distinct and cumulative and nane sha11 b� given �ffect ta the
<br /> exclusion �f the others. No act �f Lender shall be construed as an election to proceed under any
<br /> one provision herein to the e�clusion of any other pro�ision.
<br /> Section 3.5 BankruptcY. �a� Upan or at any time after the accurrence and
<br /> during the continuan�� of an Event �f Default, Lender shal� have the right to proceed in its ov�n
<br /> name �r in the name of Borrawer in respe�t of any claim, suit, actian or proceed�ng relating to
<br /> the rej ection �f any Lease, including, without limitation, the right to f�le and prose�ute, ta the
<br /> e�clusion of Borra�ver, any proofs of cla�m, c�mplaints, m�ti�ns, applications, n�tices and other
<br /> do�uments, in any case in respect�f the lessee under such Lease under the Bankl-upt�y Code.
<br /> -S-
<br /> 7958�.00�066 EMF US 56288750v1
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