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202202060 <br />advisable to transfer the Federal and Tribal Interest to the purchaser at such sale, including without <br />limitation, to execute, acknowledge and deliver assignments of the Federal and Tribal Interests on officially <br />approved forms in sufficient counterparts to satisfy applicable statutory and regulatory requirements, to <br />seek and request approval thereof and to take all other action necessary or advisable in connection therewith. <br />Mortgagor hereby irrevocably appoints Administrative Agent as Mortgagors attorney-in-fact and proxy, <br />with full power and authority in the place and stead of Mortgagor, in the name of Mortgagor or otherwise <br />to take any such action and execute any such instrument on behalf of Mortgagor that Administrative Agent <br />may deem necessary or advisable to so transfer the Federal and Tribal Interests, including without <br />limitation, the power and authority to execute, acknowledge and deliver such assignments, to seek and <br />request approval thereof, and to take all other action deemed necessary or advisable by Administrative <br />Agent in connection therewith; and Mortgagor hereby adopts, ratifies and confirms all such actions and <br />instruments. Such power of attorney and proxy is coupled with an interest, shall survive the dissolution, <br />termination, reorganization or other incapacity of Mortgagor and shall be irrevocable. No such action by <br />Administrative Agent shall constitute acknowledgment of, or assumption of liabilities relating to, the <br />Federal and Tribal Interests, and neither Mortgagor nor any other party may claim that Administrative <br />Agent is bound, directly or indirectly, by any such action. <br />Section 4.19. Application of Proceeds with respect to Deed of Trust Mortgaged Properties located <br />in Virginia. The proceeds of any sale of, and the Rents and other amounts generated by the holding, leasing, <br />operation or other use of the Deed of Trust Mortgaged Properties located in Virginia, or any part thereof <br />shall be applied by Trustee or Administrative Agent (or the receiver, if one is appointed) to the extent that <br />funds are so available therefrom in the following order of priority (unless Administrative Agent designates <br />a different order of priority, which order shall then apply) or as may be otherwise required by law or as <br />Administrative Agent may otherwise designate: <br />(a) to discharge all taxes, levies, and assessment, with costs and interest if they have priority <br />over the lien of this Mortgage, including the due pro rata thereof for the current year; <br />(b) to discharge in the order of their priority, if any, the remaining debts and obligations <br />secured by this Mortgage and any liens of record inferior to this Mortgage under which sale is made, with <br />interest and other charges accrued thereon; and <br />(c) the residue of the proceeds shall be paid to Mortgagor or his assigns; provided, however, <br />that the Trustee as to such residue shall not be bound by any inheritance, devise, conveyance, assignment <br />or lien of or upon Mortgagor's equity, without actual notice thereof prior to distribution. <br />Section 4.20. Purchase by Administrative Agent with respect to Deed of Trust Mortgaged <br />Properties located in Virginia. Upon any foreclosure sale or sales of all or any portion of the Deed of Trust <br />Mortgaged Properties located in Virginia under the power herein granted, Administrative Agent may bid <br />for and purchase the Property and shall be entitled to apply all or any part of the indebtedness secured <br />hereby as a credit to the purchase price. <br />Section 4.21. f Reservedl. <br />ARTICLE V <br />Miscellaneous <br />Section 5.1. Scope of Mortgage. This Mortgage is a deed of trust and mortgage of both <br />real/immovable and personal/movable property, a security agreement, a financing statement and an <br />39 <br />144646513 <br />