EQUITY MAY BE EXERCISED BY LENDER AT ANY TIME AND FROM TIME TO TIME,
WHETHER OR NOT ALL OR ANY OF THE DEBT SHALL BE DECLARED DUE AND PAYABLE, AND
WHETHER OR NOT LENDER SHALL HAVE COMMENCED ANY FORECLOSURE PROCEEDING OR OTHER
ACTION FOR THE ENFORCEMENT OF ITS RIGHTS AND REMEDIES UNDER ANY OF THE LOAN
DOCUMENTS WITH RESPECT TO ALL OR ANY PART OF THE COLLATERAL. ANY SUCH ACTIONS
TAKEN BY LENDER SHALL BE CUMULATIVE AND CONCURRENT AND MAY BE PURSUED
INDEPENDENTLY, SINGLY, SUCCESSIVELY, TOGETHER OR OTHERWISE, AT SUCH TIME AND IN
SUCH ORDER AS LENDER MAY DETERMINE IN ITS SOLE DISCRETION, TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, WITHOUT IMPAIRING OR OTHERWISE AFFECTING THE OTHER
RIGHTS AND REMEDIES OF LENDER PERMITTED BY APPLICABLE LAW, EQUITY OR CONTRACT OR
AS SET FORTH HEREIN OR IN THE OTHER LOAN DOCUMENTS. WITHOUT LIMITING THE
GENERALITY OF THE FOREGOING, BORROWER AGREES THAT IF AN
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EVENT OF DEFAULT IS CONTINUING ALL LIENS AND OTHER RIGHTS, REMEDIES OR
PRIVILEGES PROVIDED TO LENDER WITH RESPECT TO THE COLLATERAL SHALL REMAIN IN
FULL FORCE AND EFFECT UNTIL LENDER HAS EXHAUSTED ALL OF ITS REMEDIES AGAINST THE
COLLATERAL, AND THE PLEDGE AGREEMENT HAS BEEN FORECLOSED, SOLD AND/OR OTHERWISE
REALIZED UPON IN SATISFACTION OF THE DEBT, OR THE DEBT HAS BEEN PAID IN FULL.
(B)
WITH RESPECT TO BORROWER AND THE COLLATERAL,
NOTHING CONTAINED HEREIN OR IN ANY OTHER LOAN DOCUMENT SHALL BE CONSTRUED AS
REQUIRING LENDER TO RESORT TO ANY SPECIFIC PORTION OF THE COLLATERAL FOR THE
SATISFACTION OF ANY OF THE DEBT IN PREFERENCE OR PRIORITY TO ANY OTHER
COLLATERAL, AND LENDER MAY SEEK SATISFACTION OUT OF THE COLLATERAL OR ANY PART
THEREOF, IN ITS ABSOLUTE DISCRETION IN RESPECT OF THE DEBT. IN ADDITION, LENDER
SHALL HAVE THE RIGHT FROM TIME TO TIME TO PARTIALLY FORECLOSE UPON THE
COLLATERAL IN ANY MANNER AND FOR ANY AMOUNTS SECURED BY THE PLEDGE AGREEMENT
THEN DUE AND PAYABLE AS DETERMINED BY LENDER IN ITS SOLE DISCRETION, INCLUDING,
WITHOUT LIMITATION, THE FOLLOWING CIRCUMSTANCES:
(I) IN THE EVENT BORROWER
DEFAULTS BEYOND ANY APPLICABLE GRACE PERIOD IN THE PAYMENT OF ONE (1) OR MORE
SCHEDULED PAYMENTS OF PRINCIPAL AND INTEREST, LENDER MAY FORECLOSE UPON ANY
PORTION OF THE COLLATERAL TO RECOVER SUCH DELINQUENT PAYMENTS, OR (II) IN THE
EVENT LENDER ELECTS TO ACCELERATE LESS THAN THE ENTIRE OUTSTANDING PRINCIPAL
BALANCE OF THE LOAN, LENDER MAY FORECLOSE UPON THE COLLATERAL TO RECOVER SO MUCH
OF THE PRINCIPAL BALANCE OF THE LOAN AS LENDER MAY ACCELERATE AND SUCH OTHER
SUMS SECURED BY THE PLEDGE AGREEMENT AS LENDER MAY ELECT. NOTWITHSTANDING ONE OR
MORE PARTIAL FORECLOSURES, THE COLLATERAL NOT FORECLOSED UPON SHALL REMAIN
SUBJECT TO THE PLEDGE AGREEMENT TO SECURE PAYMENT OF SUMS SECURED BY THE PLEDGE
AGREEMENT AND NOT PREVIOUSLY RECOVERED.
(C)
LENDER SHALL HAVE THE RIGHT, FROM TIME TO
TIME, TO SEVER THE NOTE, THE PLEDGE AGREEMENT AND THE OTHER LOAN DOCUMENTS INTO
ONE OR MORE SEPARATE NOTES, PLEDGES AND OTHER SECURITY DOCUMENTS (THE "SEVERED
LOAN DOCUMENTS") IN SUCH DENOMINATIONS