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<br />BB- 104891 <br /> <br />(c) The Lease is not currently in default, and no claim <br />has been made or threatened that either party thereto is in <br />default thereunder: and <br /> <br />(d) The Assignor has the unqualified right to enter <br />into this Assignment and perform its obligations hereunder, <br />subject to the consent of the lessor under the Lease, which <br />consent appears on the signature page hereof. <br /> <br />4. Assiqnor's Covenants. <br /> <br />(al The Assignor hereby covenants and agrees with the <br />Assignee that, so long as any Obligations remain unpaid or <br />unsatisfied, the Assignor will: <br /> <br />(i) comply with all covenants, provisions, terms <br />and conditions of the Lease (except those being contested in good <br />faith), and defend the Lease against all claims and demands of all <br />persons at any time claiming the same or any interest therein, <br />provided that, upon and after the occurrence of an Event of <br />Default, only the Assignee shall have the right to commence and <br />prosecute any action or proceeding necessary to prevent any <br />default of the Lease; <br /> <br />(11) comply with all the terms and provisions of <br />this Assignment, all of the other Loan Documents, and all other <br />agreements entered into in connection herewith and therewith: <br /> <br />(iii) not transfer, sell, assign, encumber or <br />otherwise transfer the Lease, or any interest therein, without the <br />prior written consent of the Assignee, including any assignment or <br />mortgage thereof or any grant of any security interest therein; <br /> <br />(iv) not sublease the Premises or any portion <br />thereof without the prior written consent of the Assignee: and <br /> <br />(v) not consent to, effect, suffer or permit any <br />surrender, cancellation, termination or abandonment of the Lease <br />without the prior written consent of the Assignee: which consent <br />shall not be unreasonably withheld or delayed. <br /> <br />(b) Any and all eXpenses incurred by the Assignor in <br />connection with the Assignor's compliance with its covenants under <br />this Assignment shall be borne by the Assignor. <br /> <br />5. Riqht of Occupancy. <br /> <br />(a) Prior to the occurrence of an Event of Default and <br />the Assignee'S exercise of its remedies hereunder, but subject to <br />the provisions of this Assignment, the Assignor shall be entitled <br /> <br />- 3 - <br />