ratify and confirm such sale by executing and delivering to the purchaser of any Vessel such proper bill of sale, conveyance, instrument of transfer, and release as may be designated in such request.

(d) The Mortgagor hereby irrevocably appoints the Mortgagee the true and lawful attorney of the Mortgagor so long as a Default shall have occurred and shall not have been waived by the Mortgagee, in the name of the Mortgagor, to demand, collect, receive, compromise and sue for, so far as may be permitted by law, all hires, earnings, issues, revenues, income and profits of the Vessels and all amounts due from underwriters under any insurance thereon as payment of losses or as return premiums or otherwise, salvage awards and recoveries, recoveries in general average or otherwise, any right of action against the designer, builder, surveyor or other material party for any fault, negligence or deficiency in design, construction or survey of the Vessels and all other sums, due or to become due, at or after the time of the happening of any Default in respect of the Vessels or in respect of any insurance thereon from any person whomsoever, and to make, give and execute in the name of the Mortgagor, acquittances, receipts, releases or other discharges for the same, whether under seal or otherwise, and to endorse and accept in the name of the Mortgagor all checks, notes, drafts, warrants, agreements and all other instruments in writing with respect to the foregoing.

(e) No remedy shall be exclusive of any other remedy, and each and every remedy shall be cumulative and in addition to any other remedy.

(f) No delay or omission to exercise any right or remedy shall impair any such right or remedy or shall be deemed to be a waiver of any Default.

(g) The exercise of any right or remedy shall not constitute an election of remedies by the Mortgagee.

(h) If the Mortgagee discontinues any proceeding, the rights and remedies of the Mortgagee and of the Mortgagor shall be as though no such proceeding had been taken.

SECTION 5.03. Waivers of Default. 5.03. Waivers of Default. (a) If the Mortgagee shall not have assumed the Mortgagor's rights and duties under the Note Purchase Agreement and the Note and made any payments in default under Chapter 537, and if the Mortgagee determines that an event which, with the passage of time, would become a Payment Default, has been remedied within thirty (30) days after the occurrence of such event, upon a Request by the Mortgagor, the Mortgagee shall waive the consequences of such event. (b) If the Mortgagee shall not have assumed the Mortgagor's rights and duties under the Note Purchase Agreement and the Note and made any payments in default under Chapter 537, and if the Mortgagee shall have determined prior to payment of the Guarantee that a Payment Default has been remedied within thirty (30) days after the occurrence of such event, but prior to the date of demand by a Holder for payment under the Guarantee, upon a Request by the Mortgagor, the Mortgagee shall waive such Default. (c) If the Mortgagee shall have determined prior to the expiration of the period required for payment of the Guarantee that a Payment Default had not occurred or has been subsequently remedied by the Mortgagor (and if the Mortgagee shall not have assumed the Mortgagor's rights and duties under the Note Purchase Agreement and the Note and made any payments in default

First Preferred [Fleet/Ship] Mortgage, Contract No. MA-\_\_\_\_\_\_ Page 21