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<br />*HLP1922*
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<br />2.02100089
<br />ASSIGNMENT OF RENTS
<br />(Continued) Page 2
<br />disclosed to and accepted by Lender in writing.
<br />Right to Assign. Grantor has the full right, power and authority to enter into this Assignment and to assign and convey the Rents
<br />to Lender.
<br />No Prior Assignment. Grantor has not previously assigned or conveyed the Rents to any other person by any instrument now in
<br />force.
<br />No Further Transfer. Grantor will not sell, assign, encumber, or otherwise dispose of any of Grantor's rights in the Rents except
<br />as provided in this Assignment.
<br />LENDER'S RIGHT TO RECEIVE AND COLLECT RENTS. Lender shall have the right at any time, and even though no default shall have
<br />occurred under this Assignment, to collect and receive the Rents. For this purpose, Lender is hereby given and granted the following
<br />rights, powers and authority:
<br />Notice to Tenants. Lender may send notices to any and all tenants of the Property advising them of this Assignment and
<br />directing all Rents to be paid directly to Lender or Lender's agent.
<br />Enter the Property. Lender may enter upon and take possession of the Property; demand, collect and receive from the tenants or
<br />from any other persons liable therefor, all of the Rents; institute and carry on all legal proceedings necessary for the protection of
<br />the Property, including such proceedings as may be necessary to recover possession of the Property; collect the Rents and
<br />remove any tenant or tenants or other persons from the Property.
<br />Maintain the Property. Lender may enter upon the Property to maintain the Property and keep the same in repair; to pay the
<br />costs thereof and of all services of all employees, including their equipment, and of all continuing costs and expenses of
<br />maintaining the Property in proper repair and condition, and also to pay all taxes, assessments and water utilities, and the
<br />premiums on fire and other insurance effected by Lender on the Property.
<br />Compliance with Laws. Lender may do any and all things to execute and comply with the laws of the State of Colorado and also
<br />all other laws, rules, orders, ordinances and requirements of all other governmental agencies affecting the Property.
<br />Lease the Property. Lender may rent or lease the whole or any part of the Property for such term or terms and on such
<br />conditions as Lender may deem appropriate.
<br />Employ Agents. Lender may engage such agent or agents as Lender may deem appropriate, either in Lender's name or in
<br />Grantor's name, to rent and manage the Property, including the collection and application of Rents.
<br />Other Acts. Lender may do all such other things and acts with respect to the Property as Lender may deem appropriate and may
<br />act exclusively and solely in the place and stead of Grantor and to have all of the powers of Grantor for the purposes stated
<br />above.
<br />No Requirement to Act. Lender shall not be required to do any of the foregoing acts or things, and the fact that Lender shall have
<br />performed one or more of the foregoing acts or things shall not require Lender to do any other specific act or thing.
<br />APPLICATION OF RENTS. All costs and expenses incurred by Lender in connection with the Property shall be for Grantor's account
<br />and Lender may pay such costs and expenses from the Rents. Lender, in its sole discretion, shall determine the application of any and
<br />all Rents received by it; however, any such Rents received by Lender which are not applied to such costs and expenses shall be
<br />applied to the Indebtedness. All expenditures made by Lender under this Assignment and not reimbursed from the Rents shall become
<br />a part of the Indebtedness secured by this Assignment, and shall be payable on demand, with interest at the Note rate from date of
<br />expenditure until paid.
<br />FULL PERFORMANCE. If Grantor pays all of the Indebtedness when due and otherwise performs all the obligations imposed upon
<br />Grantor under this Assignment, the Note, and the Related Documents, Lender shall execute and deliver to Grantor a suitable
<br />satisfaction of this Assignment and suitable statements of termination of any financing statement on file evidencing Lender's security
<br />interest in the Rents and the Property. Any termination fee required by law shall be paid by Grantor, if permitted by applicable law.
<br />LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in the Property or
<br />if Grantor fails to comply with any provision of this Assignment or any Related Documents, including but not limited to Grantor's
<br />failure to discharge or pay when due any amounts Grantor is required to discharge or pay under this Assignment or any Related
<br />Documents, Lender on Grantor's behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including
<br />but not limited to discharging or paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed
<br />on the Rents or the Property and paying all costs for insuring, maintaining and preserving the Property. All such expenditures incurred
<br />or paid by Lender for such purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender
<br />to the date of repayment by Grantor. All such expenses will become a part of the indebtedness and, at Lender's option, will (A) be
<br />payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any installment
<br />payments to become due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C)
<br />be treated as a balloon payment which will be due and payable at the Note's maturity. The Assignment also will secure payment of
<br />these amounts. Such right shall be in addition to all other rights and remedies to which Lender may be entitled upon the occurrence
<br />of any Event of Default.
<br />DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Assignment:
<br />Payment Default. Borrower fails to make any payment when due under the Indebtedness.
<br />Other Defaults. Borrower or Grantor fails to comply with or to perform any other term, obligation, covenant or condition
<br />contained in this Assignment or in any of the Related Documents or to comply with or to perform any term, obligation, covenant
<br />or condition contained in any other agreement between Lender and Borrower or Grantor.
<br />Default on Other Payments. Failure of Grantor within the time required by this Assignment to make any payment for taxes or
<br />insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien.
<br />Default in Favor of Third Parties. Borrower, any guarantor or Grantor defaults under any loan, extension of credit, security
<br />agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially
<br />affect any of Borrower's, any guarantor's or Grantor's property or ability to perform their respective obligations under this
<br />Assignment or any of the Related Documents.
<br />False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or Grantor or on
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