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200008622 <br />(m) Lender agrees that the indemnity under this Section 18 shall be limited to the <br />assets of Borrower and Lender shall not seek to recover any deficiency from any natural <br />persons who are general partners of Borrower. <br />(n) Borrower shall, at its own cost and expense, do all of the following: <br />(1) pay or satisfy any judgment or decree that may be entered against <br />any Indemnitee or Indemnitees in any legal or administrative <br />proceeding incident to any matters against which Indemnitees are <br />entitled to be indemnified under this Section 18; <br />(2) reimburse Indemnitees for any expenses paid or incurred in <br />connection with any matters against which Indemnitees are entitled <br />to be indemnified under this Section 18; and <br />(3) reimburse Indemnitees for any and all expenses, including fees and <br />out -of- pocket expenses of attorneys and expert witnesses, paid or <br />incurred in connection with the enforcement by Indemnitees of their <br />rights under this Section 18, or in monitoring and participating in any <br />legal or administrative proceeding. <br />(o) In any circumstances in which the indemnity under this Section 18 applies, <br />Lender may employ its own legal counsel and consultants to prosecute, defend or <br />negotiate any claim or legal or administrative proceeding and Lender, with the prior <br />written consent of Borrower (which shall not be unreasonably withheld, delayed or <br />conditioned), may settle or compromise any action or legal or administrative proceeding. <br />Borrower shall reimburse Lender upon demand for all costs and expenses incurred by <br />Lender, including all costs of settlements entered into in good faith, and the fees and out - <br />of- pocket expenses of such attorneyf and consultants. <br />(p) The provisions of this Section 18 shall be in addition to any and all other <br />obligations and liabilities that Borrower may have under applicable law or under other <br />Loan Documents, and each Indemnitee shall be entitled to indemnification under this <br />Section 18 without regard to whether Lender or that Indemnitee has exercised any rights <br />against the Mortgaged Property or any other security, pursued any rights against any <br />guarantor, or pursued any other rights available under the Loan Documents or applicable <br />law. If Borrower consists of more than one person or entity, the obligation of those persons <br />or entities to indemnify the Indemnitees under this Section 18 shall be joint and several. <br />The obligation of Borrower to indemnify the Indemnitees under this Section 18 shall <br />survive any repayment or discharge of the Indebtedness, any foreclosure proceeding, any <br />FANNIE MAE MULTIFAMILY SECURITY INSTRUMENT - Form 4028 4/98 Page ?S <br />NEBRASKA <br />