|
202207758
<br />recorded in the county in which the Premises is located and by otherwise complying with the provisions of
<br />applicable law, substitute a successor or successors to any trustee named herein or acting hereunder, and
<br />such successor shall, without conveyance from the predecessor trustee, succeed to all estates, obligations,
<br />powers, remedies and rights of each such predecessor. At any time, or from time to time, without liability
<br />therefor and without notice, upon written request of the Lender, the Trustee may (i) reconvey any part of
<br />the Premises, (ii) consent in writing to the making of any map or plat thereof, (iii) join in granting any
<br />easement thereon, (iv) join in any amendment, modification, extension, renewal, restatement or supplement
<br />of or to this Deed of Trust or any agreement, document or instrument with respect hereto. The Trustee may,
<br />but shall be under no obligation to, appear in or defend any claim or legal proceeding purporting to affect
<br />the Premises or any right, title or interest therein. The Grantor agrees to pay the Trustee's fees and expenses
<br />for any of the foregoing actions.
<br />29. Governing Law and Venue. This Deed of Trust and (unless stated otherwise therein) all Related
<br />Documents shall be governed by and construed in accordance with the laws of the State of Wisconsin
<br />(without giving effect to its laws of conflicts); provided, however, that if the real estate that is the subject of
<br />this Deed of Trust is located in another state, the laws of such other state shall govern the validity,
<br />enforceability, perfection, priority, construction, effect, enforcement and remedies with respect to this Deed
<br />of Trust, but nothing herein shall be construed to provide that the laws of any state other than the State of
<br />Wisconsin shall apply to the obligations and indebtedness secured by this Deed of Trust. The Grantor
<br />agrees that any legal action or proceeding with respect to any of its obligations under this Deed of Trust
<br />may be brought by the Lender in any state or federal court located in the State of Wisconsin, as the Lender
<br />in its sole discretion may elect. By the execution and delivery of this Deed of Trust, the Grantor submits to
<br />and accepts, for itself and in respect of its property, generally and unconditionally, the non-exclusive
<br />jurisdiction of those courts. The Grantor waives any claim that the State of Wisconsin is not a convenient
<br />forum or the proper venue for any such suit, action or proceeding.
<br />30. Indemnification. In addition to the indemnification provisions described in the Section captioned
<br />"Environmental Provisions" of this Deed of Trust, the Grantor agrees to indemnify, defend and hold the
<br />Lender, its parent companies, subsidiaries, affiliates, their respective successors and assigns and each of
<br />their respective shareholders, directors, officers, employees and agents (collectively the "Indemnified
<br />Persons") harmless for, from and against any and all loss, liability, obligation, damage, penalty, judgment,
<br />claim, deficiency, expense, interest, penalties, attorneys ' fees to the extent allowed by applicable law
<br />(including the fees and expenses of attorneys engaged by the Indemnified Person at the Indemnified
<br />Person's reasonable discretion) and amounts paid in settlement ("Claims") to which any Indemnified
<br />Person may become subject arising out of or relating to this agreement or the Collateral, except to the
<br />limited extent that the Claims are proximately caused by the Indemnified Person's gross negligence or
<br />willful misconduct. The indemnification provided for in this Section shall survive the termination of this
<br />agreement and shall not be affected by the presence, absence or amount of or the payment or nonpayment
<br />of any claim under, any insurance.
<br />The Grantoi's indemnity obligations under this Section shall not in any way be affected by the presence or
<br />absence of covering insurance, or by the amount of such insurance or by the failure or refusal of any
<br />insurance carrier to perform any obligation on its part under any insurance policy or policies affecting the
<br />Grantors assets or the Grantors business activities. Should any Claim be made or brought against any
<br />Indemnified Person by reason of any event as to which the Grantors indemnification obligations apply,
<br />then, upon any Indemnified Person's demand, the Grantor, at its sole cost and expense, shall defend such
<br />Claim in the Grantors name, if necessary, by the attorneys for the Grantors insurance carrier (if such Claim
<br />is covered by insurance), or otherwise by such attorneys as any Indemnified Person shall approve. Any
<br />Indemnified Person may also engage its own attorneys at its reasonable discretion to defend the
<br />Indemnified Person and to assist in its defense and the Grantor agrees to pay the fees and disbursements of
<br />such attorneys.
<br />31. Information Waiver. The Grantor agrees that the Lender may provide any information or knowledge
<br />the Lender may have about the Grantor or about any matter relating to this Deed of Trust or the Related
<br />Documents to JPMorgan Chase & Co., or any of its subsidiaries or affiliates or their successors, or to any
<br />18
<br />
|