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20110326G
<br />COLLECTION OF RENTS. Provided no Event of Default exists under the Indebtedness or any of the Related
<br />Documents, Assignee agrees not to demand from any lessor or lessee under the Existing Leases or from any othe�
<br />persons liable therefor, any of the rents, issues or profits hereby assigned, but shall permit Assignor to collect all
<br />such rents, issues and profits from the Property and the Existing Leases, so long as not collected more than one (1)
<br />month in advance of their due date.
<br />EVENTS OF DEFAiTLT. The following events shall constitute default under this Assignment (each an "Event of
<br />Default"):
<br />(a) Failure to make required payments when due under Indebtedness;
<br />(b) Failure to perform or keep any of the covenants of this Assignment or a default under any of the
<br />Related Documents;
<br />(c) The making of any oral or written statement or assertion to Assignee that is false or misleading in any
<br />material respect by Assignor or any person obligated on the Indebtedness;
<br />(d) The death, dissolution, insolvency, bankruptcy or receivership proceeding of Assignor or of any person
<br />or entity obligated on the Indebtedness;
<br />(e) Any assignment by Assignor for the benefit of Assignor's creditors;
<br />( fl A material adverse change occurs in the financial condition, ownership or management of Borrower or
<br />any person obligated on,the Indebtedness; or
<br />(g) Assignee deems itself insecure for any reason whatsoever.
<br />REMEDIES. Upon the occurrence of an Event of Default under this Assignment, the Indebtedness or the Related
<br />Documents, Assignee may declare all sums secured hereby immediately due and payable and may, at Assignee's
<br />option, without notice, either in Assignee's person or by agent and with or without bringing any action or
<br />proceeding, or by any receiver appointed by the court, enter upon, talce possession of, and manage and operate the
<br />Property, and each and every part thereof, and in connection therewith, Assignee may make, enforce, and modify
<br />any of the Leases; fix or modify rents; repair, maintain and improve the , Prbperiy; employ contractors,
<br />subcontractors, and workmen in and about the Properiy; obtain and evict tenants; in its own name, sue for and
<br />otherwise collect or reserve any and all rents, issues and profits, including those past due and unpaid; employ
<br />leasing agents, managing agents, attorneys and accountants in connection with the enforcement of Assignee's rights
<br />hereunder and pay the reasonable fees and expenses thereof; and otherwise do and perform any and all acts which
<br />Assignee may deem necessary and appropriate in and about the Property for the protection thereof and of
<br />Assignee's rights hereunder and under the Related Documents, and any and all amounts expended by Assignee in
<br />connection with the foregoing shall constitute additional Indebtedness secured hereby to the extent permitted by
<br />law. Assignee shall apply any moneys collected, as aforesaid, less costs and expenses incurred, upon any
<br />Indebtedness secured hereby in such order and manner as Assignee may determine and to the extent permitted by
<br />law.
<br />NOTICES AND WAIVER OF NOTICE. Unless otherwise required by applicable law, any norice or demand
<br />given by Assignee to any pariy is considered effective when it is deposited in the United States Mail with the
<br />appropriate postage, mailed to the address of the party given at the beginning of this Assignment unless an
<br />alternative address has been provided to Assignee in writing. To the extent permitted by law, Assignor waives
<br />notice of Assignee's acceptaace of this Assignment, defenses based on suretyship, any defense arising from any
<br />election by Assignee under the United States Bankruptcy Code, Uniform Commercial Code, as enacted in the state
<br />where Assignee is located .or other applicable law or in equity, demand, notice of acceleration, notice of
<br />nonpayment, presentment, protest, notice of dishonor and any other notice.
<br />TO THE EXTENT PERMITTED BY LAW, ASSIGNOR WAIVE5 ANY RIGHT TO NOTICE, OTHER
<br />THAN THE NOTICE PROVIDED ABOVE, AND WAIVES ANY RIGHT TO ANY HEARING,
<br />JUDICIAL OR OTFIERWISE, ERIOR TO THE ASSIGNEE EXERCISING TTS RIGHTS UNDER THIS
<br />ASSIGNMENT.
<br />PAYMENT OF RENTS TO ASSIGNEE. All tenants or occupants of any part of the Property (including without
<br />limitation, all persons claiming any interest as lessor or lessee under any Leases) are hereby authorized to
<br />recognize the claims and demands of Assignee without investigation as to the reason for any action taken by
<br />Assignee or the validity of the amount of indebteciness owing to or the existence of any default hereunder or under
<br />the Related Documents, or the application of payments made by Assignee, of any amounts to be paid to Assignee.
<br />Assignee's sole signature shall be sufficient for the exercise of any right under this Assignment and Assignee's sole
<br />receipt given for any sums received shall be a full discharge and release therefor to any such tenant or occupant of
<br />the Property. Checks for all or any part of the rental collected under this Assignment shall be made to the exclusive
<br />order of Assignee.
<br />ASSIGNABILITI'. Assginee may assign or othervvise transfer this Assignment or any of Assignee's rights under
<br />this Assignment without norice to Assignor. Assignor may not assign this Assignment or any part of the
<br />Assignxnent without the express written consent of Assignee.
<br />ASSIGNEE'S RIGHTS AND REMEDIES. The rights and remedies of the Assignee under this Assignment are
<br />cumulative, and are not in lieu of, but are in addition to all other rights and remedies which Assignee has under this
<br />Assignment and the Related Documents.
<br />SUCCESSORS AND ASSIGNS. All covenants and agreements contained in this Assignment sha11 bind, and the
<br />rights hereunder shall inure to the respective successors and assigns of the Assignor and the Assignee.
<br />ENTIRE AGREEMENT; MODIFICATIONS; SEVERABII.ITI'. This Assignment shall constitute the entire
<br />agreement between Assignee and Assignor. Any modification of this Assignment shall be binding only if placed in
<br />� 2004-Z010 Complience Systems, Inc. D56G7169 - 2010.09.242
<br />Assigmneni of I.ease.v and R�ts - DL4001 Page 2 of 4 www.complimceayatems.com
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