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<br />3.09 Expenses. Grantor will pay or reimburse Beneficiary and Trustee, upon demand
<br />therefor, for all reasonable attorneys' fees, costs and expenses incurred by Beneficiary and
<br />Trustee in any suit, action, legal proceeding or dispute of any kind in which Beneficiary and
<br />Trustee are made a party or appear as a party plaintiff or defendant, affecting the Obligations
<br />secured hereby, this Instrument or the interest created herein, or the Premises, including, but not
<br />limited to, the exercise of the power of sale contained in this Instrument, any condemnation
<br />action involving the Premises or any action to protect the security hereof; and any such amounts
<br />paid by Beneficiary and Trustee shall be added to the Obligations secured by the lien of this
<br />Instrument.
<br />3.10 Subro ag tion. Beneficiary shall be subrogated to all right, title, equity liens and
<br />claims of all persons, firms or corporations to whom Grantor has paid or pays, or to whom
<br />monies are paid, from the proceeds of the Obligations in the settlement of claims, liens or
<br />charges or for the benefit of Grantor.
<br />3.11 Limit of Validity. Nothing contained in this Instrument, the Credit Agreement or
<br />in any other agreement or instrument evidencing or relating to the Obligations shall be construed
<br />to permit Beneficiary to receive at any time interest, fees or other charges in excess of the
<br />amounts which Beneficiary is legally entitled to charge and receive under any law to which such
<br />interest, fees or charges are subject. In no contingency or event whatsoever shall the
<br />compensation payable to Beneficiary by Grantor, howsoever characterized or computed,
<br />hereunder or under any other agreement or instrument evidencing or relating to the Obligations,
<br />exceed the highest rate permissible under any law to which such compensation is subject. There
<br />is no intention that Beneficiary shall contract for, charge or receive compensation in excess of
<br />the highest lawful rate, and, in the event it should be determined that any excess has been
<br />charged or received then, ipso facto, such rate shall be reduced to the highest lawful rate so that
<br />no amounts shall be charged which are in excess thereof. In the event that it should be
<br />determined that any excess over such highest lawful rate has been charged or received,
<br />Beneficiary shall apply such excess against the Obligations then outstanding and, to the extent of
<br />any amounts remaining thereafter, refund such excess to Grantor.
<br />3.12 Conveyance of Premises. Except as and to the extent permitted pursuant to
<br />Section 6.1(t) of the Credit Agreement, Grantor covenants and agrees with Beneficiary that
<br />Grantor shall not convey, transfer or assign any or all of its interest in the Premises without the
<br />prior written consent of Beneficiary. Further, Grantor covenants and agrees with Beneficiary,
<br />that Grantor shall not further encumber or pledge any or all of its interest in the Premises without
<br />the prior written consent of Beneficiary. Any consent of Beneficiary to any of the foregoing may
<br />be conditioned upon such requirements as Beneficiary may deem necessary or appropriate in its
<br />sole discretion. No consent of Beneficiary in one instance shall be deemed to prejudice its right
<br />to consent to all other transfers or encumbrances as provided in this Section.
<br />3.13 Revolving Credit. The Revolving Credit Facility is a revolving line of credit
<br />facility and, in connection therewith, funds may, from time to time, be advanced by Beneficiary,
<br />repaid by the Company and subsequently re- advanced by Beneficiary thereunder; provided,
<br />however, that, at no time shall the aggregate principal balance of advances outstanding under the
<br />Revolving Credit Facility exceed One Million Dollars ($1,000,000), except as provided in the
<br />Credit Agreement. If the aggregate outstanding principal balance of the Obligations is ever
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