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I 88- 102044 7.4 Right to Exercise. Ass ignee wi 11 exerc ise the rights set forth in Sections 7.1 and 7.2 only after the occurrence of a Default. 7.5 Assignor's Indemnities. Assignor hereby agrees to indemnify and hold Assignee free and harmless from and against any and all 1 iabi Ii ty, loss, costs, damage or expense which Assignee may incur under or by reason of this Assiqnment, or for any action taken by the Assignee hereunder. other than Assignee' s acts of wi llful misconduct, and express ly inc luding Ass ignee' s neg 1 igence, or by reason or in defense of any and all claims and demands whatsoever which may be asserted against Assignee arising out of the Leases, including specifically, but without limitation, any claim by any Lessee of credit for Rents paid to and received by Assignor, but not delivered to Assignee, for any period under any Lease more than one (1) month in advance of the due date thereof. In the event the Assignee incurs any such liability, loss, costs, damage or expense, t~e amount thereof, including reasonable attorneys' fees, with interest thereon at the Default Rate, shall be payable by Assignor to Assignee immediately, wi thout demand, and shall be secured hereby and by all other security for the payment and performance of the Indebtedness and the Obligations. ARTICLE 8 MISCELLANEOUS 8.1 Performance at Assignor's Expense. The cost and expense of performing or complying with any and all of the Obligations shal-l be borne solely by Assignor, and no portion of such cost and expense shall be, in any way and to any extent, credi ted against any installment on or port ion of the Indebtedness. 8.2 Survival of Obligations. Each and all of the Obligations shall survive the execution and delivery of the Loan Documents and the consummation of the loans called for therein, and shall continue in full force and effect until the Indebtedness shall have been paid in full. 8.3 Further Assurances. Assignor, upon the request of Assignee, will execute, acknowledge, deliver and record and/or file such further instruments and do such further acts as may be necessary, reasonable, desirable or proper to carry out more effectively the purpose of the Loan Documents and to subject to the liens and security interests thereof any property intended by the terms thereof to be covered thereby, including specifically, but .without limitation, any renewals, substitutions. replacements. modifications or amendments to the Leases. - 12 - L --.J L