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99-iass�o
<br /> and security interests created herein is legally sufficient and will provide a direct
<br /> economic benefit to Borrower.
<br /> Notwithstanding the foregoing, however, so long as no Event of Default has occurred,
<br /> Borrower shall have a revocable license to possess and control the Mortgaged Estate and
<br /> collect and receive all rents, revenues, profits and income. Upon the occurrence of an
<br /> Event of Default, such license shall be automatically revoked by Lender.
<br /> Upon the occurrence of any Event of Default, Lender may, at any time without notice,
<br /> either in person, by agent or by a court appointed receiver, regardless of the adequacy of
<br /> Lender's security, enter upon and take possession and control of the Mortgaged Estate, or
<br /> any part thereof, to perform all acts necessary and appropriate to operate and maintain the
<br /> Mortgaged Estate including, but not limited to, execute, cancel or modify the Leases,
<br /> make repairs to the Mortgaged Estate, execute or terminate contracts providing for the
<br /> management or maintenance of the Mortgaged Estate, all on such terms as are deemed
<br /> best to protect the security of this Assignment, and in Lender's or Borrower's name, sue
<br /> for or otherwise collect such rents, revenues, profits and income from the Mortgaged
<br /> Estate as specified in this Assignment as the same become due and payable, including,
<br /> but not limited to, rents then due and unpaid.
<br /> All rents collected shall immediately be held by Borrower as trustee for the benefit of
<br /> Lender only. Borrower agrees that commencing upon the occurrence of such Event of
<br /> Default, each tenant of the Mortgaged Estate shall make its rent payable to and pay such
<br /> rent to Lender(or Lender's agents) on Lender's written demand therefor, delivered to such
<br /> tenant personally, by mail, or by delivering such demand to each rental unit, without any
<br /> liability on the part of said tenant to inquire further as to the existence of an Event of
<br /> Default by Borrower.
<br /> In the event Lender elects to seek the appointment of a receiver for the property upon
<br /> Borrower's breach of any covenant or agreement of Borrower in this Assignment,
<br /> Borrower hereby expressly consents to the appointment of such receiver. Lender or the
<br /> receiver shall be entitled to receive a reasonable fee for so managing the Mortgaged
<br /> Estate.
<br /> All rents, revenues, profits and income collected subsequent to the occurrence of any
<br /> Event of Default shall be applied at the discretion of, and in such order as determined by,
<br /> Lender to the costs, if any, of taking possession and control of and managing the
<br /> Mortgaged Estate and collecting such amounts, including, but not limited to, attorney's
<br /> fees, receiver's fees, premiums on receiver's bonds, costs of repairs to the Mortgaged
<br /> Estate, premiums on insurance policies, taxes, assessments and other charges on the
<br /> Mortgaged Estate, and the costs of discharging any obligation or liability of Borrower as
<br /> lessor or landlord of the Mortgaged Estate and to the sums secured by this Assignment.
<br /> Lender or the receiver shall have access to the books and records used in the operation
<br /> and maintenance of the Mortgaged Estate and shall be liable to account only for those
<br /> rents actually received. Lender shall not be liable to Borrower, anyone claiming under or
<br /> through Borrower or anyone having an interest in the Mortgaged Estate by reason of
<br /> anything done or left undone by Lender hereunder.
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