AT LAW OR IN EQUITY OR OTHERWISE.
LENDER'S RIGHTS, POWERS AND REMEDIES MAY BE PURSUED SINGLY, CONCURRENTLY OR
OTHERWISE, AT SUCH TIME AND IN SUCH ORDER AS LENDER MAY DETERMINE IN LENDER'S
SOLE DISCRETION.
NO DELAY OR OMISSION TO EXERCISE ANY REMEDY, RIGHT OR POWER
ACCRUING UPON AN EVENT OF DEFAULT SHALL IMPAIR ANY SUCH REMEDY, RIGHT OR POWER
OR SHALL BE CONSTRUED AS A WAIVER THEREOF, BUT ANY SUCH REMEDY, RIGHT OR POWER
MAY BE EXERCISED FROM TIME TO TIME AND AS OFTEN AS MAY BE DEEMED EXPEDIENT.
A
WAIVER OF ANY DEFAULT OR EVENT OF DEFAULT SHALL NOT BE CONSTRUED TO BE A WAIVER
OF ANY SUBSEQUENT DEFAULT OR EVENT OF DEFAULT OR TO IMPAIR ANY REMEDY, RIGHT OR
POWER CONSEQUENT THEREON.
NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT, LENDER RESERVES THE RIGHT TO SEEK A DEFICIENCY JUDGMENT OR PRESERVE A
DEFICIENCY CLAIM, IN CONNECTION WITH THE FORECLOSURE OF ANY MORTGAGE ON THE
MORTGAGED PROPERTY, TO THE EXTENT NECESSARY TO FORECLOSE ON OTHER PARTS OF THE
COLLATERAL.
SECTION 7.4.
INTENTIONALLY OMITTED.
SECTION 7.5.
CURATIVE ADVANCES.
IF ANY EVENT
OF DEFAULT OCCURS AND IS NOT CURED BY BORROWER AFTER NOTICE FROM LENDER, THEN
LENDER MAY EXPEND SUCH SUMS AS EITHER SHALL REASONABLY DEEM APPROPRIATE TO CURE
OR ATTEMPT TO CURE SUCH EVENT OF DEFAULT.
BORROWER SHALL IMMEDIATELY REPAY ALL
SUCH SUMS SO ADVANCED, WHICH SUMS SHALL IMMEDIATELY BECOME PART OF THE
INDEBTEDNESS, BEAR INTEREST AT THE DEFAULT RATE FROM THE DATE ADVANCED UNTIL THE
DATE REPAID, AND BE SECURED BY ALL COLLATERAL.
ARTICLE VIII.
SINGLE-PURPOSE, BANKRUPTCY-REMOTE REPRESENTATIONS,
WARRANTIES AND COVENANTS
SECTION 8.1.
APPLICABLE TO BORROWER.
BORROWER
HEREBY ACKNOWLEDGES THAT, AS A CONDITION OF LENDER'S AGREEMENTS AND PERFORMANCE
OF ITS OBLIGATIONS HEREUNDER, LENDER IS RELYING ON THE STATUS OF BORROWER AS A
LEGAL ENTITY SEPARATE AND APART FROM ANY AFFILIATE OR OTHER
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ENTITY AND HAS REQUIRED THAT BORROWER MAINTAIN SUCH STATUS, AND LENDER HEREBY
ACKNOWLEDGES SUCH RELIANCE AND REQUIREMENT.
ACCORDINGLY, BORROWER HEREBY
REPRESENTS, WARRANTS AND COVENANTS AS OF THE CLOSING DATE AND UNTIL SUCH TIME AS
THE LOAN IS PAID IN FULL, THAT ABSENT EXPRESS ADVANCE WRITTEN WAIVER FROM
LENDER, WHICH MAY BE WITHHELD THE LENDER'S SOLE DISCRETION, BORROWER:
(A)
WAS AND WILL BE ORGANIZED SOLELY FOR
PURPOSE OF OWNING AND OPERATING THE MORTGAGED PROPERTY;
(B)
HAS NOT OWNED, DOES NOT OWN AND WILL NOT OWN
ANY ASSETS OTHER THAN THE MORTGAGED PROPERTY (INCLUDING INCIDENTAL PERSONAL
PROPERTY NECESSARY FOR THE OPERATION THEREOF AND PROCEEDS THEREFROM);
(C)
WAS NOT ENGAGED, IS NOT ENGAGED AND WILL
NOT ENGAGE IN ANY BUSINESS, DIRECTLY OR INDIRECTLY, OTHER THAN THE OWNERSHIP,
MANAGEMENT AND OPERATION OF THE MORTGAGED PROPERTY;
(D)
HAS NOT ENTERED INTO AND WILL NOT ENTER INTO
ANY CONTRACT OR AGREEMENT WITH ANY PARTNER, MEMBER, SHAREHOLDER, TRUSTEE,
BENEFICIARY, PRINCIPAL, JOINT VENTURER OR AFFILIATE OF BORROWER EXCEPT IN THE
ORDINARY COURSE OF ITS BUSINESS PURSUANT TO WRITTEN AGREEMENTS UPON TERMS AND
CONDITIONS THAT ARE INTRINSICALLY FAIR AND SUBSTANTIALLY SIMILAR TO THOSE THAT
WOULD BE AVAILABLE ON AN ARMS-LENGTH BASIS WITH THIRD PARTIES OTHER