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201903153
<br />(b) Performance and discharge of each and every obligation, covenant and
<br />agreement of the Borrower contained herein, in the Note, in the Mortgage, and
<br />in any other instrument which secures or refers to the Note.
<br />A. The assignment herein is granted upon the following terms and conditions:
<br />1. Performance of Obligations Under Leases. The Borrower agrees to promptly,
<br />faithfully and diligently observe, perform and discharge each and every term,
<br />condition, obligation, covenant and agreement which the Borrower is now, or
<br />hereafter becomes, liable to observe, perform or discharge under the Note, the
<br />Loan Agreement, the Mortgage and the Leases; and, at the sole cost and
<br />expense of the Borrower, to enforce or secure the performance of each and
<br />every obligation, covenant, condition and agreement to be performed by the
<br />Lessees under the Leases.
<br />2. Actions Arising Out of Leases. The Borrower shall, at the Borrower's sole cost
<br />and expense, appear in and defend any dispute, action or proceeding arising
<br />under, growing out of or in any manner connected with or affecting any of the
<br />Leases or the obligations, duties or liabilities of the Borrower or any Lessee
<br />thereunder, and to pay all costs and expenses of the Lender, including
<br />attorneys' fees (prior to trial, at trial and on appeal), in connection with any
<br />such dispute, action or proceeding in which the Lender may appear or with
<br />respect to which it may otherwise incur costs or expenses, whether or not the
<br />Lender prevails therein.
<br />3. Lender's Right to Perform. Should the Borrower fail to make any payment or
<br />to do any act as herein provided, then the Lender may, but without obligation
<br />to do so, without notice or demand to or upon the Borrower, and without
<br />releasing the Borrower from any obligation hereof, make or do the same in
<br />such manner and to such extent as the Lender may deem necessary or desirable
<br />to protect the security hereof, including specifically, without limiting its
<br />general powers, appearing in and defending any action or proceeding
<br />purporting to affect the security hereof or the rights or powers of the Lender,
<br />and observing, performing and discharging all or any of the obligations,
<br />covenants and agreements of the Borrower in the Leases contained. In
<br />exercising anysuch powers, the Lender may pay its costs and expenses,
<br />employ counsel and incur and pay attorneys' fees (prior to trial, at trial and on
<br />appeal).
<br />4. Borrower to Reimburse Lender. The Borrower agrees to reimburse the Lender,
<br />upon demand, for all sums expended by the Lender under the authority hereof,
<br />1 specified with interest thereon at the Default Rate in the Note from the
<br />date expended, and the same shall be added to the indebtedness evidenced by
<br />the Note and shall be secured hereby and by the Mortgage.
<br />5. Non -Merger of Leases. Each Lease shall remain in full force and effect
<br />despite any merger of the interest of the Borrower and any Lessee thereunder;
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