THE LOAN AGREEMENT. UPON FORECLOSURE, THE
APPOINTMENT OF A RECEIVER OR ANY OTHER RELEVANT ACTION, BORROWER SHALL, AT ITS
SOLE COST, COOPERATE FULLY AND COMPLETELY TO EFFECT THE ASSIGNMENT OR TRANSFER
OF ANY LICENSE, PERMIT, AGREEMENT OR ANY OTHER RIGHT NECESSARY OR USEFUL TO THE
OPERATION OF THE PROPERTY. BORROWER GRANTS TO LENDER AN IRREVOCABLE POWER OF
ATTORNEY COUPLED WITH AN INTEREST FOR THE PURPOSE OF EXERCISING AND PERFECTING
ANY AND ALL RIGHTS AND REMEDIES AVAILABLE TO LENDER AT LAW AND IN EQUITY,
INCLUDING SUCH RIGHTS AND REMEDIES AVAILABLE TO LENDER PURSUANT TO THIS
PARAGRAPH. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE IMMEDIATELY PRECEDING
SENTENCE, LENDER SHALL NOT EXECUTE ANY DOCUMENT AS ATTORNEY-IN-FACT OF BORROWER
UNLESS (X)
BORROWER SHALL HAVE FAILED OR REFUSED TO EXECUTE THE SAME WITHIN
FIVE (5) BUSINESS DAYS AFTER LENDER'S REQUEST THEREFOR, OR (Y) IN LENDER'S GOOD
FAITH DETERMINATION IT WOULD BE MATERIALLY PREJUDICED BY THE DELAY INVOLVED IN
MAKING SUCH A REQUEST. LENDER SHALL GIVE PROMPT NOTICE TO BORROWER OF ANY
EXERCISE OF THE POWER OF ATTORNEY AS PROVIDED FOR IN THIS PARAGRAPH 7, ALONG
WITH COPIES OF ALL DOCUMENTS EXECUTED IN CONNECTION THEREWITH.
8.
RECORDING OF MORTGAGE, ETC. BORROWER FORTHWITH UPON THE EXECUTION
AND DELIVERY OF THIS MORTGAGE AND THEREAFTER, FROM TIME TO TIME, SHALL CAUSE
THIS MORTGAGE, AND ANY SECURITY INSTRUMENT CREATING A LIEN OR SECURITY INTEREST
OR EVIDENCING THE LIEN HEREOF UPON THE PROPERTY AND EACH INSTRUMENT OF FURTHER
ASSURANCE TO BE FILED, REGISTERED OR RECORDED IN SUCH MANNER AND IN SUCH PLACES
AS MAY BE REQUIRED BY ANY PRESENT OR FUTURE LAW IN ORDER TO PUBLISH NOTICE OF
AND FULLY TO PROTECT THE LIEN OR SECURITY INTEREST HEREOF UPON, AND THE INTEREST
OF LENDER IN, THE PROPERTY. BORROWER SHALL PAY ALL FILING, REGISTRATION AND
RECORDING FEES, ALL EXPENSES INCIDENT TO THE PREPARATION, EXECUTION AND
ACKNOWLEDGMENT OF AND ALL FEDERAL, STATE, COUNTY AND MUNICIPAL, TAXES, DUTIES,
IMPOSTS, DOCUMENTARY STAMPS, ASSESSMENTS AND CHARGES ARISING OUT OF OR IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF, THIS MORTGAGE, ANY MORTGAGE
SUPPLEMENTAL HERETO, ANY SECURITY INSTRUMENT WITH RESPECT TO THE PROPERTY AND
ANY INSTRUMENT OF FURTHER ASSURANCE, EXCEPT WHERE PROHIBITED BY APPLICABLE LAW
SO TO DO. BORROWER SHALL HOLD HARMLESS AND INDEMNIFY LENDER, ITS SUCCESSORS AND
ASSIGNS, AGAINST ANY LIABILITY INCURRED BY REASON OF THE IMPOSITION OF ANY TAX
ON THE MAKING OR RECORDING OF THIS MORTGAGE.
9.
RIGHT TO CURE DEFAULTS. UPON THE OCCURRENCE OF ANY EVENT OF
DEFAULT, LENDER MAY, BUT WITHOUT ANY OBLIGATION TO DO SO AND WITHOUT NOTICE TO
OR DEMAND ON BORROWER AND WITHOUT RELEASING BORROWER FROM ANY OBLIGATION
HEREUNDER, PERFORM THE OBLIGATIONS IN DEFAULT IN SUCH MANNER AND TO SUCH EXTENT
AS LENDER MAY DEEM NECESSARY TO PROTECT THE SECURITY HEREOF. LENDER IS
AUTHORIZED TO ENTER UPON THE PROPERTY FOR SUCH PURPOSES OR APPEAR IN, DEFEND OR
BRING ANY ACTION OR PROCEEDING TO PROTECT ITS INTEREST IN THE PROPERTY OR TO
FORECLOSE THIS MORTGAGE OR COLLECT THE DEBT, AND THE COST AND EXPENSE THEREOF
(INCLUDING REASONABLE ATTORNEYS' FEES AND