PRESERVE THE LIEN OF THIS MORTGAGE OR THE
PRIORITY THEREOF; OR (C) ENFORCE THIS MORTGAGE;
(II)
PAYMENTS BY MORTGAGEE OF: (A) WHEN DUE INSTALLMENTS OF PRINCIPAL,
INTEREST OR OTHER OBLIGATIONS IN ACCORDANCE WITH THE TERMS OF ANY SENIOR
MORTGAGE OR OTHER PRIOR LIEN OR ENCUMBRANCE; (B) WHEN DUE INSTALLMENTS OF REAL
ESTATE TAXES AND ASSESSMENTS, GENERAL AND SPECIAL AND ALL OTHER TAXES AND
ASSESSMENTS OF ANY KIND OR NATURE WHATSOEVER WHICH ARE ASSESSED OR IMPOSED UPON
THE LAND OR ANY PART THEREOF; (C) OTHER OBLIGATIONS AUTHORIZED BY THIS MORTGAGE;
OR (D) WITH COURT APPROVAL, ANY OTHER AMOUNTS IN CONNECTION WITH OTHER LIENS,
ENCUMBRANCES OR INTERESTS REASONABLY NECESSARY TO PRESERVE THE STATUS OF TITLE;
(III)
ADVANCES BY MORTGAGEE IN SETTLEMENT OR COMPROMISE OF ANY CLAIMS
ASSERTED BY CLAIMANTS UNDER SENIOR MORTGAGES OR ANY OTHER PRIOR LIENS;
(IV)
REASONABLE ATTORNEYS' FEES AND OTHER EXPENSES INCURRED: (A) IN
CONNECTION WITH THE FORECLOSURE OF THIS MORTGAGE; (B) IN CONNECTION WITH ANY
ACTION, SUIT OR PROCEEDING BROUGHT BY OR AGAINST THE MORTGAGEE FOR THE
ENFORCEMENT OF THIS MORTGAGE OR ARISING FROM THE INTEREST OF THE MORTGAGEE
HEREUNDER; OR (C) IN THE PREPARATION FOR THE COMMENCEMENT OR DEFENSE OF ANY SUCH
FORECLOSURE OR OTHER ACTION;
(V)
REASONABLE MORTGAGEE'S FEES AND COSTS, INCLUDING ATTORNEYS' FEES,
ARISING BETWEEN THE ENTRY OF JUDGMENT OF FORECLOSURE AND CONFIRMATION HEARING;
(VI)
REASONABLE EXPENSES DEDUCTIBLE FROM PROCEEDS OF SALE;
(VII)
REASONABLE EXPENSES INCURRED AND EXPENDITURES MADE BY MORTGAGEE
FOR ANY ONE OR MORE OF THE FOLLOWING (IF APPLICABLE): (A) IF ANY INTEREST IN THE
LAND IS A LEASEHOLD ESTATE UNDER A LEASE OR SUBLEASE, RENTALS OR OTHER PAYMENTS
REQUIRED TO BE MADE BY THE LESSEE UNDER THE TERMS OF THE LEASE OR SUBLEASE;
(B) PREMIUMS FOR CASUALTY AND LIABILITY INSURANCE PAID BY MORTGAGEE WHETHER OR
NOT MORTGAGEE OR A RECEIVER IS IN POSSESSION, IF REASONABLY REQUIRED, IN
REASONABLE AMOUNTS, AND ALL RENEWALS THEREOF, WITHOUT REGARD TO THE LIMITATION
TO MAINTAINING OF EXISTING INSURANCE IN EFFECT AT THE TIME ANY RECEIVER OR
MORTGAGEE TAKES POSSESSION OF THE LAND; (C) REPAIR OR RESTORATION OF DAMAGE OR
DESTRUCTION IN EXCESS OF AVAILABLE INSURANCE PROCEEDS OR CONDEMNATION AWARDS;
(D) PAYMENTS REQUIRED OR DEEMED BY MORTGAGEE TO BE FOR THE BENEFIT OF THE LAND
OR REQUIRED TO BE MADE BY THE OWNER OF THE LAND UNDER ANY GRANT OR DECLARATION
OF EASEMENT, EASEMENT AGREEMENT, AGREEMENT WITH ANY ADJOINING LAND OWNERS OR
INSTRUMENTS CREATING COVENANTS OR RESTRICTIONS FOR THE BENEFIT OF OR AFFECTING
THE LAND; (E) SHARED OR COMMON EXPENSE ASSESSMENTS PAYABLE TO ANY ASSOCIATION OR
CORPORATION IN WHICH THE OWNER OF THE LAND IS A MEMBER IN ANY WAY AFFECTING THE
LAND; AND (F) PURSUANT TO ANY LEASE OR OTHER AGREEMENT FOR OCCUPANCY OF THE
LAND.
(B)
ALL PROTECTIVE ADVANCES SHALL BE SO MUCH ADDITIONAL INDEBTEDNESS
SECURED BY THIS MORTGAGE, AND SHALL BECOME IMMEDIATELY DUE AND PAYABLE WITHOUT
NOTICE AND WITH INTEREST THEREON FROM THE DATE OF THE ADVANCE UNTIL PAID AT THE
DEFAULT RATE (AS DEFINED IN THE CREDIT AGREEMENT).
THIS MORTGAGE SHALL BE A
LIEN