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201000151 <br />made in lieu of ar in anticipation of the exercise of such taking), Borrower shall <br />continue to pay the Debt at the time and in the manner provided for its payment in <br />the Note, in this Security Instrument and the other Loan Documents and the Debt <br />shall not be reduced until any award or payment therefor shall have been actually <br />received after expenses of collection and applied by Lender to the discharge of the <br />Debt. Subject to the terms of the Lease, Lender shall not be limited to the interest <br />paid on the award by the condemning authority but shall be entitled to receive out <br />of the award interest at the rate or rates provided herein and in the Note. Subject <br />to the terms of the Lease (provided that na default beyond any applicable notice <br />and/or cure period then exists under the Lease), Borrower shall cause the award or <br />payment made in any condemnation or eminent domain proceeding which is <br />payable to Borrower, to be paid directly to Lender. <br />(b) All condemnation awards or payments required to be applied to restoration and <br />repair of the Mortgaged Property under the Lease shall be disbursed in accordance <br />with the provisions of the Lease. Subject to the terms of the Lease, the Net <br />Award shall be delivered to Lender, and, to the extent (if any) not required under <br />the Lease to be applied for such restoration and repair, shall be paid to Lessee or <br />Borrower, as provided in the Lease; provided that, if a Lease Default then exists, <br />then such Net Award will be paid to Lender to be applied to the reduction ar <br />discharge of the Debt whether or not then due and payable. Such application is to <br />be without payment of the Make Whole Premium or any other prepayment <br />consideration, except that if an Event of Default under this Security Instrument <br />has occurred and is continuing prior to the commencement of any condemnation <br />or eminent domain proceeding, then such application shall be subject to the <br />payment of the Make Whole Premium in accordance with the terms of the Note. <br />If the Mortgaged Property is sold, through foreclosure or otherwise, prior to the <br />receipt by Lender of such award or payment, Lender shall have the right, whether <br />or not a deficiency judgment on the Note shall have been sought, recovered ar <br />denied, and subject to the terms of the Lease (provided that no default beyond any <br />applicable notice and/or cure period then exists under the Lease), to receive said <br />award or payment, or a portion thereof sufficient to pay the Debt. Borrower shall <br />file and prosecute or cause to be filed and prosecuted its claim or claims for any <br />such award or payment in good faith and. with due diligence and, subject to the <br />terms of the Lease (provided that no default beyond any applicable notice and/or <br />cure period then exists under the Lease), cause the same to be paid over to <br />Lender, and hereby irrevocably authorizes and empowers Lender, in the name of <br />Borrower or otherwise, to collect and receive any such award or payment and to <br />file and prosecute such claim or claims, and. although it is hereby expressly agreed <br />that the same shall not be necessary in any event, Borrower shall, upon demand of <br />Lender, make, execute and deliver any and all assignments and other instruments <br />sufficient for the purpose of assigning any such award or payment to Lender, free <br />and clear of any encumbrances of any kind or nature whatsoever. <br />(c) Notwithstanding anything to the contrary contained within this paragraph 6, in the <br />event that a condemnation shall affect the Mortgaged Property and Lessee serves <br />-14- <br />15445229.4.BUSINESS <br />