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200003.557 <br />Repairs no later than twelve (12) months after the date of this Agreement (the "Completion Period "), <br />unless another date for completion of such Required Repair is set forth on Exhibit "C ", in which case <br />Borrower shall complete such Required Repair no later than the date specified on Exhibit "C ". <br />(b) Contracts. Lender reserves the right, at its option, to approve all contracts or work <br />orders with materialmen, mechanics, suppliers, subcontractors, contractors or other parties <br />providing labor or materials in connection with the Required Repairs, which consent shall not be <br />unreasonably withheld or delayed. Upon Lender's request, Borrower shall assign any contract or <br />subcontract to Lender. <br />(c) Lender's Right to Complete Required Repairs. In the event Lender determines in <br />its reasonable discretion that any Required Repair has not been commenced as required in Section <br />4(a) above, is not being performed in a workmanlike or timely manner or that any Required Repair <br />has not been completed in a workmanlike manner within the Completion Period (or by such other <br />completion date as may be set forth in Exhibit "C "), Lender shall have the option to withhold <br />disbursement for such unsatisfactory Required Repair and to proceed under existing contracts or <br />to contract with third parties to make or complete such Required Repair and to apply the Required <br />Repair Reserve Fund toward the labor and materials necessary to complete such Required Repair, <br />without providing any prior notice to Borrower, and to exercise any and all other remedies available <br />to Lender upon an Event of Default. <br />(d) Entry onto Property. In order to facilitate Lender's completion or making of the <br />Required Repairs pursuant to Section 4(c) above, Borrower grants Lender the right to enter onto <br />the Property and perform any and all work and labor necessary to complete or make the Required <br />Repairs and /or employ watchmen to protect the Property from damage. All sums so expended by <br />Lender shall be deemed to have been advanced under the Loan to Borrower and secured by this <br />Security Instrument. For this purpose, Borrower constitutes and appoints Lender its true and lawful <br />attorney -in -fact with full power of substitution to complete or undertake the Required Repairs in the <br />name of Borrower. Such power of attorney shall be deemed to be a power coupled with an interest <br />and cannot be revoked. Borrower empowers said attorney -in -fact as follows: (i) to use any funds <br />in the Required Repair Reserve for the purpose of making or completing the Required Repairs; (ii) <br />to make such additions, changes and corrections to the Required Repairs as shall be necessary or <br />desirable to complete the Required Repairs; (iii) to employ such contractors, subcontractors, agents, <br />architects and inspectors as shall be required for such purposes; (iv) to pay, settle or compromise <br />all existing bills and claims which are or may become liens against the Property, or as may be <br />necessary or desirable for the completion of the Required Repairs, or for clearance of title; (v) to <br />execute all applications and certificates in the name of Borrower which may be required by any of <br />the contract documents; (vi) in its reasonable discretion, to prosecute and defend all actions or <br />proceedings in connection with the Property or the rehabilitation and repair of the Property; and (vii) <br />to do any and every act which Borrower might do in its own behalf to fulfill the terms of this Special <br />Stipulation. <br />(e) No Obligation of Lender. Nothing in this Section 4 shall: (i) make Lender <br />responsible for making or completing the Required Repairs; (ii) require Lender to expend funds in <br />addition to the Required Repair Reserve Fund to make or complete any Required Repair; (iii) <br />obligate Lender to proceed with the Required Repairs; or (iv) obligate Lender to demand from <br />Borrower additional sums to make or complete any Required Repair. <br />(f) Inspections. <br />(i) Borrower shall permit Lender and Lender's agents and representatives <br />(including, without limitation, Lender's engineer, architect or inspector) or third parties making <br />Required Repairs pursuant to this Section 4 to enter onto the Property during normal business hours <br />ATLANTA4181845.4 <br />GMACCM (SLIP) - DOT (8198) B - 3 Grand Isle, Nebraska <br />