GOVERNMENTAL PLAN" SUBJECT TO REGULATION UNDER THE STATE STATUTES, AND
(II) BORROWER SHALL NOT SELL, ASSIGN OR TRANSFER THE PROPERTY, OR ANY PORTION
THEREOF OR INTEREST THEREIN, TO ANY TRANSFEREE THAT DOES NOT EXECUTE AND DELIVER
TO LENDER ITS WRITTEN ASSUMPTION OF THE OBLIGATIONS OF THIS COVENANT.
BORROWER
SHALL PROTECT, DEFEND, INDEMNIFY AND HOLD LENDER HARMLESS FROM AND AGAINST ALL
LOSS, COST, DAMAGE AND EXPENSE (INCLUDING ALL ATTORNEYS' FEES, EXCISE TAXES AND
COSTS OF CORRECTING ANY PROHIBITED TRANSACTION OR OBTAINING AN APPROPRIATE
EXEMPTION) THAT LENDER MAY INCUR AS A RESULT OF BORROWER'S BREACH OF THIS
COVENANT.
THIS COVENANT AND INDEMNITY SHALL SURVIVE THE EXTINGUISHMENT OF THE
LIEN OF THIS SECURITY INSTRUMENT BY FORECLOSURE OR ACTION IN LIEU THEREOF;
FURTHERMORE, THE FOREGOING INDEMNITY SHALL SUPERSEDE ANY LIMITATIONS ON
BORROWER'S LIABILITY UNDER ANY OF THE LOAN DOCUMENTS.
25.
LOAN REPAYMENT AND DEFEASANCE.
THE LIEN OF
THIS SECURITY INSTRUMENT SHALL BE TERMINATED, RELEASED AND RECONVEYED OF RECORD
BY LENDER PRIOR TO THE MATURITY DATE ONLY IN ACCORDANCE WITH THE TERMS AND
PROVISIONS SET FORTH IN THE LOAN AGREEMENT.
26.
GOVERNING LAW.
THIS SECURITY INSTRUMENT
SHALL BE GOVERNED BY, AND BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE
IN WHICH THE PROPERTY IS LOCATED WITHOUT REGARD TO CONFLICT OF LAW PROVISIONS
THEREOF.
27.
EXCULPATION.
THE LIABILITY OF BORROWER
HEREUNDER IS LIMITED PURSUANT TO SECTION 10.1 OF THE LOAN AGREEMENT.
28.
COUNTERPARTS.
THIS SECURITY INSTRUMENT MAY
BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED AND
DELIVERED SHALL BE AN ORIGINAL, BUT ALL OF WHICH SHALL TOGETHER CONSTITUTE ONE
AND THE SAME INSTRUMENT.
29.
JOINT AND SEVERAL.
EACH PERSON CONSTITUTING
BORROWER HEREUNDER SHALL HAVE JOINT AND SEVERAL LIABILITY FOR THE OBLIGATIONS OF
BORROWER HEREUNDER EXCEPT AS OTHERWISE PROVIDED IN THE LOAN DOCUMENTS.
30.
TRUSTEE; SUCCESSOR TRUSTEE.
TRUSTEE SHALL
NOT BE LIABLE FOR ANY ERROR OF JUDGMENT OR ACT DONE BY TRUSTEE, OR BE OTHERWISE
RESPONSIBLE OR ACCOUNTABLE UNDER ANY CIRCUMSTANCES WHATSOEVER, EXCEPT IF THE
RESULT OF TRUSTEE'S GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT.
TRUSTEE SHALL NOT BE PERSONALLY LIABLE IN CASE OF ENTRY BY HIM OR
ANYONE ACTING BY VIRTUE OF THE POWERS HEREIN GRANTED HIM UPON THE TRUST PROPERTY
FOR DEBTS CONTRACTED OR LIABILITY OR DAMAGES OR DAMAGES INCURRED IN THE
MANAGEMENT OR OPERATION OF THE TRUST PROPERTY.
TRUSTEE SHALL HAVE THE RIGHT TO
RELY ON ANY INSTRUMENT, DOCUMENT OR SIGNATURE AUTHORIZING OR SUPPORTING ANY
ACTION TAKEN OR PROPOSED TO BE TAKEN BY HIM HEREUNDER OR BELIEVED BY HIM TO BE
GENUINE.
TRUSTEE SHALL BE ENTITLED TO REIMBURSEMENT FOR ACTUAL EXPENSES
INCURRED BY HIM IN THE PERFORMANCE OF HIS DUTIES HEREUNDER AND TO REASONABLE
COMPENSATION FOR SUCH OF HIS SERVICES HEREUNDER AS SHALL BE RENDERED.
TRUSTOR
WILL, FROM TIME TO TIME, REIMBURSE TRUSTEE FOR AND SAVE AND HOLD HIM HARMLESS
FROM AND AGAINST ANY AND ALL LOSS, COST, LIABILITY, DAMAGE AND REASONABLE
EXPENSE WHATSOEVER INCURRED BY HIM IN THE PERFORMANCE OF HIS DUTIES.
ALL MONIES
RECEIVED BY TRUSTEE SHALL, UNTIL USED OR APPLIED AS HEREIN PROVIDED, BE HELD