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200507875
<br />Rents upon the payment in full of the Debt and the release of the Property from the security title, security interest
<br />and lien, as applicable, of the Security Instrument. In the event Lender shall have in its possession any Rents or
<br />Security Deposits after payment in full of the Debt, Lender shall return or cause such Rents and/or Security Deposits
<br />to be returned to Borrower in accordance with the terms of the Security Instrument. In the event that the assignment
<br />contained herein shall so terminate, Lender shall, upon the written request of Borrower, deliver to Borrower a
<br />termination of this Assignment which shall be in recordable form.
<br />Section 11. Effect on Rights Under Other Documents. Nothing contained in this
<br />Assignment and no act done or omitted by Lender pursuant to the powers and rights granted it hereunder shall be
<br />deemed to be a waiver by Lender of its rights and remedies under the Loan Documents, and this Assignment is made
<br />and accepted without prejudice to any of the rights and remedies possessed by Lender under the terms of the Loan
<br />Documents. The right of Lender to collect the Debt and to enforce any other security therefor held by it may be
<br />exercised by Lender either prior to, simultaneously with, or subsequent to any action taken by it hereunder. This
<br />Assignment is intended to be supplementary to and not in substitution for or in derogation of any assignment of rents
<br />contained in the Security Instrument or in any other document.
<br />Section 12. Further Assurances. Borrower hereby agrees that it shall, whenever and as often
<br />as it shall be reasonably requested to do so by Lender, execute, acknowledge and deliver, or cause to be executed,
<br />acknowledged, and delivered, in form and substance reasonably acceptable to Lender, any and all such further
<br />conveyances, instruments, documents, approvals, consents, and memoranda of the other documents and to do any
<br />and all other acts as may be reasonably necessary or appropriate to effectuate the terms of this Assignment. This
<br />Assignment or a memorandum hereof may be recorded by Lender at any time.
<br />Section 13. No Waiver. A waiver by Lender of any of its rights hereunder or under the
<br />Leases or of a breach of any of the covenants and agreements contained herein to be performed by Borrower shall
<br />not be construed as a waiver of such rights in any succeeding instance or of any succeeding breach of the same or
<br />other covenants, agreements, restrictions or conditions. No waiver by Lender hereunder shall be effective unless in
<br />writing.
<br />Section 14. Marshalling. Notwithstanding the existence of any other security interest in the
<br />Property or any part thereof held by Lender or by any other party, Lender shall have the right to determine the order
<br />in which any of the Leases or any other portion of the Property shall be subjected to the remedies provided herein.
<br />Lender shall have the right to determine the order in which any or all portions of the Debt are satisfied from the
<br />proceeds realized upon the exercise of the remedies provided herein. Lender and any Person who now or hereafter
<br />acquires a security interest in any of the Leases or any other portion of the Property and who has actual or
<br />constructive notice hereof hereby waives, to the extent permitted by law, any and all right to require the marshalling
<br />of assets in connection with the exercise of any of the remedies permitted by applicable Legal Requirements or
<br />provided herein.
<br />Section 15. Notices. All notices, demands, requests, consents, approvals or communications
<br />required under this Assignment shall be in writing and shall be deemed to have been properly given if delivered in
<br />accordance with the provisions of the Security Instrument at the addresses set forth in the Security Instrument.
<br />Section 16. Counterparts. This Assignment may be executed in any number of counterparts
<br />and shall be deemed to have become effective when and only when one or more of such counterparts shall have
<br />been signed by or on behalf of each of the parties hereto, although it shall not be necessary that any signed
<br />counterpart be signed by or on behalf of each of the parties hereto, and all such counterparts shall be deemed to
<br />constitute but one and the same instrument.
<br />Section 17, Applicable Law. This Assignment was negotiated in New York, and made by
<br />Borrower and accepted by Lender in the State of New York, and the proceeds of the Note were disbursed from New
<br />York, which state the parties agree has a substantial relationship to the parties and to the underlying transaction
<br />embodied hereby, and in all respects, including, without limiting the generality of the foregoing, matters of
<br />construction, validity and performance. This Agreement and the obligations arising hereunder shall be governed by,
<br />and construed in accordance with, the laws of the State of New York applicable to contracts made and performed in
<br />such state and any applicable law of the United States of America, except that at all times the provisions for the
<br />creation, perfection, priority, enforcement and foreclosure of the liens and security interests created hereunder shall
<br />be governed by and construed according to the law of the State in which the property is located, it being understood
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