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20010905"7
<br />10. Assignor shall promptly furnish to Assignee, after a request by Assignee to do so, a written
<br />statement containing the names of all lessees or occupants of the Premises, the terms of their respective
<br />Leases or tenancies, the apartments occupied and the rentals paid. If any of such Leases provide for the
<br />giving by the lessee of certificates with respect to the status of such Leases, Assignor shall exercise its right
<br />to request such certificates within five (5) days of any request therefor by Assignee.
<br />11. Assignor shall, at its sole cost and expense, appear in and defend any action or proceeding
<br />arising under or in any manner related to any of the Leases.
<br />12. This Assignment is absolute and effective immediately. Notwithstanding the foregoing,
<br />Assignor shall have a license to receive, collect and enjoy the rents, income, profits and benefits accruing
<br />from the Premises until an Event of Default has occurred under the terms and conditions of the deed of trust
<br />executed and delivered by Assignor to Assignee and dated of even date herewith (the "Deed of Trust ")
<br />which secures the Letter of Credit. Upon any violation or Event of Default of the Deed of Trust, the
<br />aforesaid license shall cease automatically, without need of notice, possession, foreclosure, or any other
<br />act or procedure, and all rents, income, profits and benefits assigned hereby shall thereafter be payable
<br />directly to Assignee except that such license shall be reinstated automatically by acceptance by Assignee
<br />of any cure of any such default by Assignor, unless Assignee shall notify Assignor that acceptance of such
<br />cure shall not reinstate such license.
<br />13. Assignee may demand, collect, receive and give complete acquittances for any and all rents,
<br />income, profits, and benefits accruing from the Premises, and at Assignee's discretion file any claim or take
<br />any other action or proceeding and make any settlement of any claims which Assignee may deem necessary
<br />or desirable in order to collect and enforce the payment of the rents, income, profits, and benefits. All of
<br />the lessees of the Premises are hereby expressly authorized and directed to pay any and all amounts due
<br />Assignor pursuant to the Leases to Assignee or such nominee as Assignee may designate in writing
<br />delivered to and received by such lessees who are expressly relieved of any and all duty, liability or
<br />obligation to Assignor in respect of all payments so made.
<br />14. Assignee is hereby vested with full power to use all measures, legal and equitable, deemed
<br />by it necessary or proper to enforce this Assignment and to collect the rents, income, profits, and benefits
<br />assigned hereunder, including the right of Assignee or its designee to enter upon the Premises, or any part
<br />thereof, with or without force and with or without process of law, and take possession of all or any part
<br />of the Premises together with all personal property, fixtures, documents, books, records, papers and
<br />accounts of Assignor relating thereto, and may exclude Assignor, its agents or servants, wholly therefrom.
<br />Assignor hereby grants full power and authority to Assignee to exercise all rights, privileges and powers
<br />herein granted at any and all times hereafter, without notice to Assignor with full power to use and apply
<br />all of the rents and other income herein assigned to the payment of the costs of managing and operating the
<br />Premises and of any indebtedness or liability of Assignor to Assignee, including but not limited to the
<br />payment of taxes, special assessments, insurance premiums, damage claims, the costs of maintaining,
<br />repairing, rebuilding and restoring the improvements on the Premises or of making the same rentable,
<br />attorneys' fees incurred in connection with the enforcement of this Assignment, and of payments due from
<br />Assignor to Assignee pursuant to the Letter of Credit and Deed of Trust, all in such order as Assignee may
<br />determine. Assignee shall be under no obligation to exercise or prosecute any of the rights or claims
<br />assigned to it hereunder or to perform or carry out any of the obligations of the lessor under any of the
<br />Leases and does not assume any of the liabilities in connection with or arising or growing out of the
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