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<br />200511357
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<br />7.2 ACCELERATION. Upon the occurrence of an Optional Default, Lender may, at its option, declare all sums
<br />owing to Lender under the Note and the other Loan Documents immediately due and payable. Upon the
<br />occurrence of an Automatic Default, all sums owing to Lender under the Note and the other Loan Documents
<br />shall automatically become immediately due and payable.
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<br />7.3 RIGHTS AND REMEDIES. In addition to the rights and remedies in Section 7.2 above, at any time after a
<br />Default, Lender shall have all of the following rights and remedies:
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<br />a. Entrv on Propertv. With or without notice, and without releasing Borrower from any Secured
<br />Obligation, and without becoming a mortgagee in possession, to enter upon the Property from time to
<br />time and to do such acts and things as Lender or Trustee deems necessary or desirable in order to
<br />inspect, investigate, assess and protect the security hereof or to cure any Default, including, without
<br />limitation: (i) to take and possess all documents, books, records, papers and accounts of Borrower, the
<br />then owner of the Property which relate to the Property; (ii) to make, terminate, enforce or modifY
<br />leases of the Property upon such terms and conditions as Lender deems proper; (iii) to make repairs,
<br />alterations and improvements to the Property necessary, in Trustee's or Lender's sole judgment, to
<br />protect or enhance the security hereof; (iv) to appear in and defend any action or proceeding purporting
<br />to affect the security hereof or the rights or powers of Trustee or Lender hereunder; (v) to pay,
<br />purchase, contest or compromise any encumbrance, charge, lien or claim of lien which, in the sole
<br />judgment of Trustee or Lender, is or may be senior in priority hereto, the judgment of Trustee or
<br />Lender being conclusive as between the parties hereto; (vi) to obtain insurance; (vii) to pay any
<br />premiums or charges with respect to insurance required to be carried hereunder or under any other
<br />Loan Document; (viii) to obtain a court order to enforce Lender's right to enter and inspect the
<br />Property for Hazardous Materials, in which regard the decision of Lender as to whether there exists a
<br />release or threatened release of Hazardous Materials onto the Property shall be deemed reasonable and
<br />conclusive as between the parties hereto; (ix) to have a receiver appointed pursuant to applicable law to
<br />enforce Lender's rights to enter and inspect the Property for Hazardous Materials; and/or (x) to employ
<br />legal counsel, accountants, engineers, consultants, contractors and other appropriate persons to assist
<br />them;
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<br />b. ADDointment of Receiver. With or without notice or hearing to apply to a court of competent
<br />jurisdiction for and obtain appointment of a receiver, trustee, liquidator or conservator of the Property,
<br />for any purpose, including, without limitation, to enforce Lender's rights to collect Payments and to
<br />enter on and inspect the Property for Hazardous Materials, as a matter of strict right and without regard
<br />to: (i) the adequacy of the security for the repayment of the Secured Obligations; (ii) the existence of a
<br />declaration that the Secured Obligations are immediately due and payable; (iii) the filing of a notice of
<br />default; or (iv) the solvency of Borrower or any other guarantor or other person or entity in any manner
<br />obligated to Lender under the Loan Documents;
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<br />c. Judicial Foreclosure; Iniunction. To commence and maintain an action or actions in any court of
<br />competent jurisdiction to foreclose this instrument as a mortgage or to obtain specific enforcement of
<br />the covenants of Borrower hereunder, and Borrower agrees that such covenants shall be specifically
<br />enforceable by injunction or any other appropriate equitable remedy and that for the purposes of any
<br />suit brought under this subparagraph, Borrower waives the defense of laches and any applicable statute
<br />of limitations.
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<br />d. Noniudicial Foreclosure. To cause Trustee to execute and file for record such notice of default and of
<br />the election to cause the Property to be sold to satisfy the Secured Obligations as is required by law.
<br />Trustee shall give and record such notice as the law then requires as a condition precedent to a trustee's
<br />sale. When the minimum period of time required by law after such notice has elapsed, Trustee,
<br />without notice to or demand upon Borrower except as required by law, shall sell the Property at the
<br />time and place of sale fixed by it in the notice of sale, at one or several sales, either as a whole or in
<br />separate parcels and in such manner and order, all as Lender in its sole discretion may determine, at
<br />public auction to the highest bidder for cash, in lawful money of the United States, payable at time of
<br />sale. Neither Borrower nor any other person or entity other than Lender shall have the right to direct
<br />the order in which the Property is sold. Subject to requirements and limits imposed by law, Trustee
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<br />1244250.5
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