THE OCCURRENCE AND
DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, RENTS RECEIVED OR HELD BY
ASSIGNOR OR ASSIGNEE SHALL BE APPLIED IN ACCORDANCE WITH THE TERMS OF THE LOAN
DOCUMENTS.
7.
ATTORNEY-IN-FACT.
UPON THE OCCURRENCE AND DURING THE CONTINUANCE
OF ANY EVENT OF DEFAULT, ASSIGNOR HEREBY APPOINTS ASSIGNEE THE ATTORNEY-IN-FACT
OF ASSIGNOR TO TAKE ANY ACTION AND EXECUTE ANY INSTRUMENTS THAT ASSIGNOR IS
OBLIGATED, OR HAS COVENANTED AND AGREED UNDER THE LOAN AGREEMENT OR THE OTHER
LOAN DOCUMENTS TO TAKE OR EXECUTE, WHICH APPOINTMENT AS ATTORNEY-IN-FACT IS
IRREVOCABLE AND COUPLED WITH AN INTEREST.
WITHOUT LIMITING THE GENERALITY OF
THE FOREGOING PROVISIONS OF THIS SECTION 7, UPON THE OCCURRENCE AND DURING THE
CONTINUANCE OF AN EVENT OF DEFAULT, ASSIGNOR DOES HEREBY IRREVOCABLY APPOINT
ASSIGNEE AS ITS ATTORNEY-IN-FACT WITH
3
FULL POWER, IN THE NAME AND STEAD OF ASSIGNOR TO DEMAND, COLLECT, RECEIVE AND
GIVE COMPLETE ACQUITTANCE FOR ANY AND ALL OF THE RENTS NOW DUE OR THAT MAY
HEREAFTER BECOME DUE, AND AT ASSIGNEE'S DISCRETION, TO FILE ANY CLAIM, TO TAKE
ANY OTHER ACTION, TO INSTITUTE ANY PROCEEDING OR TO MAKE ANY SETTLEMENT OF ANY
CLAIM, EITHER IN ITS OWN NAME OR IN THE NAME OF ASSIGNOR OR OTHERWISE, WHICH
ASSIGNEE MAY DEEM NECESSARY OR DESIRABLE IN ORDER TO COLLECT AND ENFORCE THE
PAYMENT OF RENTS.
8.
TERMINATION.
ASSIGNEE, BY THE ACCEPTANCE OF THIS ASSIGNMENT,
AGREES THAT WHEN ALL OF THE DEBT SHALL HAVE BEEN PAID IN FULL, THIS ASSIGNMENT
SHALL TERMINATE, AND ASSIGNEE SHALL EXECUTE AND DELIVER TO ASSIGNOR, UPON SUCH
TERMINATION SUCH INSTRUMENTS OF TERMINATION OR RE-ASSIGNMENT AND UNIFORM
COMMERCIAL CODE TERMINATION STATEMENTS, ALL WITHOUT RECOURSE AND WITHOUT ANY
REPRESENTATION OR WARRANTY WHATSOEVER, AS SHALL BE REASONABLY REQUESTED BY
ASSIGNOR PROVIDED, THAT, UPON THE TERMINATION AND RELEASE OF RECORD OF THE
SECURITY INSTRUMENT, THIS AGREEMENT SHALL AUTOMATICALLY TERMINATE, AND THE
RIGHTS ASSIGNED HEREUNDER RE-ASSIGNED TO ASSIGNOR, WITHOUT THE NEED FOR A
TERMINATION OR RE-ASSIGNMENT OF RECORD.
9.
EXPENSES.
ASSIGNOR AGREES TO PAY TO ASSIGNEE ALL OUT-OF-POCKET
EXPENSES (INCLUDING EXPENSES FOR ATTORNEYS' FEES AND COSTS OF EVERY KIND) OF, OR
INCIDENT TO, THE ENFORCEMENT OF ANY OF THE PROVISIONS OF THIS ASSIGNMENT OR
PERFORMANCE BY ASSIGNEE OF ANY OBLIGATION OF ASSIGNOR HEREUNDER WHICH ASSIGNOR
HAS FAILED OR REFUSED TO PERFORM.
10.
FURTHER ASSURANCES.
ASSIGNOR AGREES THAT, FROM TIME TO TIME UPON
THE WRITTEN REQUEST OF ASSIGNEE, IT WILL GIVE, EXECUTE, DELIVER, FILE AND/OR
RECORD ANY FINANCING STATEMENTS, NOTICE, INSTRUMENT, DOCUMENT, AGREEMENT OR
OTHER PAPERS AND DO SUCH OTHER ACTS AND THINGS THAT MAY BE NECESSARY AND
DESIRABLE TO CREATE, PRESERVE, PERFECT OR VALIDATE THIS ASSIGNMENT, TO ENABLE
ASSIGNEE TO EXERCISE AND ENFORCE ITS RIGHTS HEREUNDER WITH RESPECT TO THIS
ASSIGNMENT OR TO OTHERWISE CARRY OUT THE PURPOSES AND INTENT OF THIS ASSIGNMENT.
11.
NO OBLIGATION BY ASSIGNEE.
BY VIRTUE OF THIS ASSIGNMENT, ASSIGNEE
SHALL NOT BE OBLIGATED TO PERFORM OR DISCHARGE, NOR DOES IT HEREBY UNDERTAKE TO
PERFORM OR DISCHARGE, ANY OBLIGATION, DUTY OR LIABILITY UNDER ANY OF THE
LEASES.
THIS ASSIGNMENT SHALL NOT OPERATE TO CONSTITUTE ASSIGNEE