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NAI- 1502659666v3
<br />201703609
<br />private proceedings in which such sale may be made, and of all other expenses, liabilities and
<br />advances made or incurred by Grantee and its agents and attorneys under this Security Instrument,
<br />together with interest at the Default Rate on such costs, expenses and liabilities and on all advances
<br />made by Grantee from the date any such cost, expense or liability is due, owing or unpaid or any
<br />such advance is made, in each case until paid in full.
<br />Second: to the payment in full of the other Secured Indebtedness.
<br />Third: the surplus, if any, to be paid to whomever may be lawfully entitled to
<br />receive such surplus.
<br />All sums received by Grantee under this Security Instrument, less all reasonable
<br />costs and expenses incurred by Grantee or any receiver, including, without limitation, attorneys'
<br />fees, shall be applied in payment of the Secured Indebtedness in such order as Grantee shall
<br />determine in its sole discretion; provided, however, Grantee shall have no liability for funds not
<br />actually received by Grantee.
<br />4.09 No Cure or Waiver. Neither Grantee's nor Trustee's nor any receiver's entry upon
<br />and taking possession of all or any part of the Property, nor any collection of rents, issues, profits,
<br />insurance proceeds, condemnation proceeds or damages, other security or proceeds of other
<br />security, or other sums, nor the application of any collected sum to any Secured Indebtedness, nor
<br />the exercise or failure to exercise of any other right or remedy by Grantee or Trustee or any
<br />receiver shall cure or waive any breach, Event of Default or notice of default under this Security
<br />Instrument, or nullify the effect of any notice of default or sale (unless all Secured Indebtedness
<br />then due have been paid and performed and Grantor has cured all other defaults), or limit or impair
<br />the status of the security, or prejudice Grantee or Trustee in the exercise of any right or remedy, or
<br />be construed as an affirmation by Grantee of any tenancy, lease or option or a subordination of the
<br />lien of or security interests created by this Security Instrument.
<br />4.10 Power to File Notices and Cure Defaults. Grantor hereby irrevocably appoints
<br />Grantee and its successors and assigns, as its attorney -in -fact, which agency is coupled with an
<br />interest, to prepare, execute and file or record any document reasonably necessary to create,
<br />perfect or preserve Grantee's security interests and rights in or to any of the Property and
<br />Collateral, and upon the occurrence of an event, act or omission which, with notice or passage of
<br />time or both, would constitute an Event of Default, Grantee may perform any obligation of Grantor
<br />hereunder. Furthermore, the Grantor hereby authorizes Grantee or the Trustee and their respective
<br />agents or counsel to file financing statements that indicate the collateral (i) as all assets of the
<br />Grantor or words of similar effect or (ii) as being of an equal, greater or lesser scope, or with
<br />greater or lesser detail, than as set forth in this Security Instrument, on behalf of the Grantor.
<br />4.11 Cumulative Remedies; Delay or Omission Not a Waiver. No remedy or right of
<br />Grantee hereunder or under any other Loan Document or otherwise, or available under applicable
<br />law, shall be exclusive of any other right or remedy. Each remedy or right of Grantee shall not be
<br />exclusive of, but shall be in addition to, every other remedy or right now or hereafter existing at
<br />law, in equity and/or under any of the Loan Documents. No delay in the exercise or omission to
<br />exercise any remedy or right accruing on the occurrence or existence of any Event of Default
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