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201005956
<br />and accounts to Lender upon demand, and thereupon Lender may (i) use, operate, manage,
<br />control, insure, maintain, repair, restore and otherwise deal with all and every part of the
<br />Property and conduct the business thereat; (ii) complete any construction on the Property in
<br />such manner and form as Lender deems advisable; (iii) make alterations, additions, renewals,
<br />replacements and improvements to or on the Property; (iv) exercise all rights and powers of
<br />Borrower with respect to the Property, whether in the name of Borrower or otherwise,
<br />including, without limitation, the right to make, cancel, enforce or modify Leases, obtain
<br />and evict tenants, and demand, sue for, collect and receive all Rents of the Property and every
<br />part thereof; (v) require Borrower to pay monthly in advance to Lender, or any receiver
<br />appointed to collect the Rents, the fair and reasonable rental value for the use and occupation of
<br />such part of the Property as may be occupied by Borrower; (vi) require Borrower to vacate and
<br />surrender possession of the Property to Lender or to such receiver and, in default thereof,
<br />Borrower may be evicted by summary proceedings or otherwise; and (vii) apply the receipts
<br />from the Property to the payment of the Debt, in such order, priority and proportions as Lender
<br />shall deem appropriate in its sole discretion after ,deducting therefrom all expenses
<br />(including reasonable attorneys' fees) incurred in connection with the aforesaid operations and
<br />all amounts necessary to pay the Taxes, Other Charges, insurance and other expenses in
<br />connection with Che Property, as well as just and reasonable compensation for the services of
<br />Lender, its counsel, agents and employees; (i) exercise any and all rights and remedies granted
<br />to a secured party upon default under the Uniform Commercial Code, including, without
<br />limiting the generality of the foregoing: (i) take possession of the Personal Property or any part
<br />thereof, and to take such other measures as Lender may deem necessary for the care, protection
<br />and preservation of the Personal Property, and (ii) request Borrower at its expense to assemble
<br />the Personal Property and make it available to Lender at a convenient place acceptable to Lender.
<br />Any notice of sale, disposition or other intended action by Lender with respect to the Personal
<br />Property sent to Borrower in accordance with the provisions hereof at least five (5) days prior to
<br />such action, shall constitute commercially reasonable notice to Borrower; (j) apply any sums then
<br />deposited in the Escrow Fund and any other sums held in escrow or otherwise by Lender in
<br />accordance with the terms of the Loan Agreement, this Security Instrument or any Other
<br />Security Document to the payment of the following items in any order in its discretion: (i) Taxes
<br />and Other Charges; (ii) insurance premiums; (iii) interest on the unpaid principal balance of the
<br />Note; (iv) amortization of the unpaid principal balance of the Note; (v) all other sums payable
<br />pursuant to the Loan Agreement, the Note, this Security Instrument and the Other Security
<br />Documents, including without limitation advances made by Lender pursuant to the terms of this
<br />Security Instrument; (k) surrender the insurance policies maintained by Borrower, collect the
<br />unearned insurance premiums and apply such sums as a credit on the Debt in such priority and
<br />proportion as Lender in its discretion shall deem proper, and in connection therewith,
<br />Borrower hereby appoints Lender as agent and attorney-in-fact (which is coupled with an
<br />interest and is therefore irrevocable) for Borrower to collect such insurance premiums; and (1)
<br />pursue such other remedies as Lender may have under applicable law. Borrower acknowledges
<br />that the power of sale herein granted maybe exercised by Lender without prior judicial hearing.
<br />In the event of a sale, by foreclosure, power of sale, or otherwise, of less than all of the
<br />Property, this Security Instrument shall continue as a lien and security interest on the remaining
<br />portion of the Property unimpaired and without loss of priority. In the event of a sale, by
<br />foreclosure, power of sale, or otherwise, Lender may bid for and acquire the Property and, in lieu
<br />of paying cash therefor, may make settlement for the purchase price by crediting against the
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