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200905831
<br />1. Ass~nrnent. Assignor hereby absolutely and unconditionally grants, bargains,
<br />sells, transfers, assigns and conveys to Bank, its successors and assigns:
<br />(a) all right, title and interest that Assignor has or may hereafter have in and
<br />to all leases, tenancies or other occupancy arrangements, whether oral or written, now or
<br />hereafter entered into in connection with or affecting the Property, or any part thereof or any
<br />interests therein, including without limitation, the leases described on Exhibit B hereto, and
<br />water rights (collectively, the "Leases");
<br />(b) the right to the use and possession of the Property and all Rents from or in
<br />connection with the Property (the term Rents as used herein shall be construed as including
<br />without limitation any and all of the rents, income, issues, profits, avails and any other benefits
<br />now due and that may hereafter become due under or by virtue of any Leases, or letting of or any
<br />agreement for the use or occupancy of any part of the Property that may have heretofore been
<br />made or may hereafter be made or agreed to between Assignor or any other owner of the
<br />Property and any tenant or occupant of any part of the Property, or that maybe made or agreed to
<br />by Bank under the power herein granted);
<br />(c) the right to the use and possession of any or all of the furniture,
<br />furnishings, fittings, attachments, appliances, machinery, equipment, devices and appurtenances
<br />of every kind and description now or hereafter affixed to, attached to, located in or on the
<br />Property or available for the use of the tenants under the Leases or the operation of the Property
<br />and in or to which the Assignor has any right, title or interest; and
<br />(d) all of Assignor's right, title and interest in and to all security deposits in
<br />connection with any Leases; on the condition that Bank shall have no obligation to a lessee with
<br />respect to such security deposit unless and until Sank comes into actual possession and control
<br />of said deposit.
<br />2. Covenants of Assignor. Assignor hereby covenants and agrees as follows:
<br />(a) faithfully to abide by, perform and discharge each and every obligation,
<br />covenant and agreement that is to be performed by the lessor under the Leases;
<br />(b) at the sole cost and expense of Assignor, to enforce or secure the
<br />performance of each and every obligation, covenant, condition and agreement of the Leases to be
<br />performed by the lessees thereunder;
<br />(c) not to terminate any of the Leases, or grant any concessions in connection
<br />therewith, for leased space in excess of 4,000 square feet, either orally or in writing, or to accept
<br />a surrender thereof, without the prior written consent of Bank, which consent shall not be
<br />unreasonably withheld, conditioned or delayed (provided, however, that Sank's consent will be
<br />deemed to have been given in the event Bank does not object within ten (10) business days after
<br />receipt of a notice from Borrower requesting consent under this paragraph 2(c) and. all
<br />information required by Bank to evaluate such request, so long as such notice clearly states that
<br />such consent will be deemed to have been given if Bank does not respond within such ten (1.0)
<br />business days);
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