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202300986
<br />Grantor shall serve on Lender all notices, pleadings, and other documents relating to or affecting
<br />any commercial Lease or the premises leased thereunder. Any notice, pleading or document served by
<br />Grantor on any other party in the bankruptcy case shall be contemporaneously served by Grantor on Lender,
<br />and any notice, pleading or document served upon or received by Grantor from any other party in the
<br />bankruptcy case shall be served by Grantor on Lender promptly upon receipt by Grantor. If there is filed
<br />by or against Grantor a petition under the bankruptcy code and Grantor, as lessor under any Lease,
<br />determines to reject such Lease pursuant to Section 365 of the bankruptcy code, then Grantor shall give
<br />Lender not less than ten (10) days' prior written notice of the date on which Grantor shall apply to the
<br />bankruptcy court for authority to reject the Lease. Lender shall have the right, but not the obligation, to
<br />serve upon Grantor within such ten-day period a written notice stating that (a) Lender demands that Grantor
<br />assume and assign the Lease to Lender pursuant to Section 365 of the Bankruptcy Code and (b) Lender
<br />covenants to cure or provide adequate assurance of future performance under the Lease. If Lender serves
<br />upon Grantor the written notice described in the preceding sentence, Grantor shall not seek to reject the
<br />Lease and shall comply with the demand provided for in clause (a) of the preceding sentence within thirty
<br />(30) days after the written notice shall have been given, subject to the performance by Lender of the
<br />covenant provided for in clause (b) of the preceding sentence.
<br />Article VIII
<br />Trustee.
<br />Section 8.1 Liability of Trustee.
<br />Trustee shall have no liability or responsibility for, and make no warranties in connection with, the
<br />validity or enforceability of any of the Loan Documents or the description, value or status of title to the
<br />Property. Trustee shall be protected in acting upon any notice, request, consent, demand, statement, note
<br />or other paper or document believed by Trustee to be genuine and to have been signed by the party or parties
<br />purporting to sign the same. Trustee shall not be liable for any error of judgment, nor for any act done or
<br />step taken or omitted, nor for any mistakes of law or fact, nor for anything which Trustee may do or refrain
<br />from doing in good faith, nor generally shall Trustee have any accountability hereunder except for willful
<br />misconduct or gross negligence. The powers and duties of Trustee hereunder may be exercised through
<br />such attorneys, agents or servants as Trustee may appoint, and Trustee shall have no liability or
<br />responsibility for any act, failure to act, negligence or willful conduct of such attorney, agent or servant, so
<br />long as the selection was made with reasonable care. In addition, Trustee may consult with legal counsel
<br />selected by Trustee, and Trustee shall have no liability or responsibility by reason of any act or failure to
<br />act in accordance with the opinions of such counsel. Trustee may act hereunder and may sell or otherwise
<br />dispose of the Property or any part thereof as herein provided, although Trustee has been, may now be or
<br />may hereafter be, an attorney, officer, agent or employee of Lender, in respect of any matter or business
<br />whatsoever. Trustee, however, shall have no obligation to sell all or any part of the Property following an
<br />Event of Default or to take any other action authorized to be taken by Trustee hereunder except upon the
<br />demand of Lender.
<br />Section 8.2 Indemnification of Trustee.
<br />Grantor agrees to indemnify Trustee and to hold Trustee harmless from and against any and all
<br />Claims and Expenses directly or indirectly arising out of or resulting from any transaction, act, omission,
<br />event or circumstance in any way connected with the Property or the Loan, including but not limited to any
<br />Claim arising out of or resulting from any assertion or allegation that Trustee is liable for any act or omission
<br />of Grantor or any other Person in connection with the ownership, development, financing, operation or sale
<br />of the Property; provided, however, that Grantor shall not be obligated to indemnify Trustee with respect
<br />to any Claim arising solely from the gross negligence or willful misconduct of Trustee. The agreements
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