|
200507874
<br />parking areas, streets or ways; (c) any use, nonuse or condition in, on or about, or possession, alteration, repair,
<br />operation, maintenance or management of, the Property or any part thereof or on the adjoining sidewalks, curbs,
<br />parking areas, streets or ways; (d) any failure on the part of Borrower to perform or comply with any of the terms of
<br />this Security Instrument or the Assignment; (e) performance of any labor or services or the furnishing of any
<br />materials or other property in respect of the Property or any part thereof, (f) any claim by brokers, finders or similar
<br />Persons claiming to be entitled to a commission in connection with any Lease or other transaction involving the
<br />Property or any part thereof; (g) any Imposition including, without limitation, any Imposition attributable to the
<br />execution, delivery, filing, or recording of any Loan Document, Lease or memorandum thereof; (h) any lien or claim
<br />arising on or against the Property or any part thereof under any Legal Requirement or any liability asserted against
<br />any of the Indemnified Parties with respect thereto; (i) any claim arising out of or in any way relating to any tax or
<br />other imposition on the making and/or recording of this Security Instrument, the Note or any of the other Loan
<br />Documents; 0) a Default under Sections 2.02(f), 2.02(g), 2.02(k), 2.02(t) or 2.02(w) hereof, (k) the failure of any
<br />Person to file timely with the Internal Revenue Service an accurate Form 1099 -13, Statement for Recipients of
<br />Proceeds from Real Estate, Broker and Barter Exchange Transactions, which may be required in connection with the
<br />Loan, or to supply a copy thereof in a timely fashion to the recipient of the proceeds of the Loan; or (1) the claims of
<br />any lessee or any Person acting through or under any lessee or otherwise arising under or as a consequence of any
<br />Lease. Notwithstanding the foregoing provisions of this Section 12.01 to the contrary, Borrower shall have no
<br />obligation to indemnify the Indemnified Parties pursuant to this Section 12.01 for liabilities, obligations, claims,
<br />damages, penalties, causes of action, costs and expenses relative to the foregoing which result from Lender's, and its
<br />successors' or assigns', willful misconduct or gross negligence. Any amounts payable to Lender by reason of the
<br />application of this Section 12.01 shall constitute a part of the Debt secured by this Security Instrument and the other
<br />Loan Documents and shall become immediately due and payable and shall bear interest at the Default Rate from the
<br />date the liability, obligation, claim, cost or expense is sustained by Lender, as applicable, until paid. The provisions
<br />of this Section 12.01 shall survive the termination of this Security Instrument whether by repayment of the Debt,
<br />foreclosure or delivery of a deed in lieu thereof, assignment or otherwise. In case any action, suit or proceeding is
<br />brought against any of the Indemnified Parties by reason of any occurrence of the type set forth in (a) through (1)
<br />above, Borrower shall, at Borrower's expense, resist and defend such action, suit or proceeding or will cause the
<br />same to be resisted and defended by counsel at Borrower's expense for the insurer of the liability or by counsel
<br />designated by Borrower (unless reasonably disapproved by Lender promptly after Lender has been notified of such
<br />counsel); provided, however, that nothing herein shall compromise the right of Lender (or any other Indemnified
<br />Party) to appoint its own counsel at Borrower's expense for its defense with respect to any action which, in the
<br />reasonable opinion of Lender or such other Indemnified Party, as applicable, presents a conflict or potential conflict
<br />between Lender or such other Indemnified Party that would make such separate representation advisable. Any
<br />Indemnified Party will give Borrower prompt notice after such Indemnified Party obtains actual knowledge of any
<br />potential claim by such Indemnified Party for indemnification hereunder. The Indemnified Parties shall not settle or
<br />compromise any action, proceeding or claim as to which it is indemnified hereunder without notice to Borrower.
<br />The provisions of this Section 12.01 shall survive for a period of ten (10) years after the termination of this Security
<br />Instrument, whether by repayment of the Debt, foreclosure or delivery of a deed in lieu thereof, assignment or
<br />otherwise. Notwithstanding the foregoing, the provisions of this Article XII are not intended to modify or restrict
<br />the provisions of Section 18.32 hereof.
<br />ARTICLE XIII: DEFAULTS
<br />Section 13.01. Events of Default. The Debt shall become immediately due at the option of Lender upon
<br />any one or more of the following events ( "Event of Default"):
<br />(a) if the final payment or prepayment premium, if any, due under the Note shall not be paid on
<br />Maturity;
<br />(b) if any monthly payment of interest and/or principal due under the Note (other than the sums
<br />described in (a) above) shall not be fully paid within five (5) days of the date upon which the same is due and
<br />payable thereunder;
<br />57
<br />
|