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200507875
<br />shall have been barred and foreclosed thereby of all right, title and interest and equity of redemption in the Property
<br />or any part thereof. Should Lender or its agents, employees, officers or directors incur any liability, loss or damage
<br />under the Leases or under or by reason of this Assignment, except for liability, loss or damage resulting solely from
<br />Lender's gross negligence or willful misconduct, Borrower shall immediately upon demand reimburse Lender, its
<br />agents, employees, officers or directors for the amount thereof together with all costs and expenses and reasonable
<br />attorneys' fees incurred by Lender or its agents, employees, officers or directors. All of the foregoing sums shall
<br />bear interest from the date so demanded until paid at the Default Rate. Any Rent collected by Lender or its agents
<br />may be applied by Lender in its discretion in satisfaction of any such liability, loss, damage, claim, demand, costs,
<br />expense or fees;
<br />(h) Each tenant under the Leases shall make its Rent payable to and pay such Rent to Lender
<br />(or Lender's agent or designee) until such time as Lender shall, by written notice, direct otherwise; provided,
<br />however, that Borrower may collect Rents for so long as the license granted under Section 3 hereof shall not have
<br />been terminated. Any Rents which may be received by Borrower hereafter relating to all or any portion of the term
<br />of any Lease from and after the date hereof shall be promptly delivered to Lender to be applied pursuant to Section 3
<br />hereof.
<br />Section 7. Event of Default. The occurrence of an Event of Default pursuant to the
<br />Security Instrument shall constitute an Event of Default hereunder.
<br />Section 8. Additional Rights and Remedies of Lender. In addition to all other rights and
<br />remedies provided herein, under the Loan Documents, or otherwise available at law or in equity, if an Event of
<br />Default occurs and is continuing, Lender shall, in its sole discretion, have the following rights and remedies, all of
<br />which are cumulative:
<br />(i) Lender shall have the right at any time or times thereafter, at its sole election, without
<br />notice thereof to Borrower, to enforce the terms of the Leases, to sue for or otherwise collect the Rents, whether in
<br />Borrower's or Lender's name, to enter upon, take possession and manage and control the Leases and any other part
<br />of the Property, with or without notice, either in person, by agent or by court- appointed receiver, and to otherwise do
<br />any act or incur any costs or expense as Lender shall deem proper to protect the security hereof, as fully and to the
<br />same extent as Borrower could do in possession, and in such event to apply the Rents so collected to the operation
<br />and management of the Property, or any part thereof, but in such order as Lender may deem proper, and including
<br />payment of reasonable management, brokerage and attorneys' fees, in the name of Borrower, Lender, a nominee of
<br />Lender, or in any or all of the said names;
<br />(ii) Lender shall have the right at any time or times, at its sole election, without notice
<br />thereof, except such notice to Borrower as may be expressly provided in the Security Instrument, if any, to declare
<br />all sums secured hereby immediately due and payable and, at its option, to exercise any and/or all of the rights and
<br />remedies contained in the Note and/or the Security Instrument; and
<br />(iii) Lender shall have the right to assign all or any portion of Lender's right, title and interest
<br />under this Assignment in any of the Leases to any subsequent holder of the Note or any participating interest therein
<br />or to any Person acquiring title to the Leases or any other portion of the Property through foreclosure or otherwise.
<br />Any such subsequent assignee shall have all the rights and powers herein provided to Lender.
<br />Section 9. Additional Security. Lender may take or release other security for the payment
<br />of the Debt, may release any party primarily or secondarily liable therefor and may apply any other security held by
<br />it to the satisfaction of such indebtedness, without prejudice to any of its rights under this Assignment. Borrower
<br />shall from time to time upon request of Lender, specifically assign to Lender, as additional security for the payment
<br />of the Debt, by an instrument in writing in such form as may be reasonably approved by Lender, all right, title and
<br />interest of Borrower in and to any and all Leases now or hereafter on or affecting the Premises, together with all
<br />security therefor and all Rents payable thereunder, subject to the terms hereof. Borrower shall also deliver to Lender
<br />any notification, financing statement or other document reasonably required by Lender to perfect the assignment as
<br />to any such Lease.
<br />Section 10, Absolute Assignment; Release. The assignment made hereby is an absolute and
<br />unconditional assignment of rights only, and not a delegation of duties. The execution and delivery hereof shall not
<br />in any way impair or diminish the obligations of Borrower under the provisions of each and every Lease nor shall
<br />such execution and delivery cause any of the obligations contained in the Leases to be imposed upon Lender. The
<br />assignment contained herein and all rights herein assigned to Lender shall cease and terminate as to all Leases and
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