INTEREST RATE SPREADS AFTER SUCH REALLOCATION SHALL NOT EXCEED
LIBOR PLUS 1.75% (WITHOUT GIVING EFFECT TO ANY DEVIATION ATTRIBUTABLE TO THE
IMPOSITION OF ANY RATE OF INTEREST AT THE DEFAULT RATE, DEFAULT PREPAYMENTS
PURSUANT TO SECTION 2.3.1 HEREOF OR MANDATORY PREPAYMENTS PURSUANT TO SECTION
2.3.2 HEREOF).
BORROWER SHALL COOPERATE WITH ALL REASONABLE REQUESTS OF LENDER
IN ORDER TO REALLOCATE THE AMOUNT OF THE LOAN AND THE MORTGAGE LOAN AND SHALL
EXECUTE AND DELIVER SUCH DOCUMENTS AS SHALL REASONABLY BE REQUIRED BY LENDER IN
CONNECTION THEREWITH, INCLUDING, WITHOUT LIMITATION, AMENDMENTS TO THE LOAN
DOCUMENTS AND THE MORTGAGE LOAN DOCUMENTS, AND ENDORSEMENTS TO THE TITLE
INSURANCE POLICY AND THE UCC TITLE INSURANCE POLICY, ALL IN FORM AND SUBSTANCE
REASONABLY SATISFACTORY TO LENDER.
(B)
ALL REASONABLE THIRD PARTY COSTS AND EXPENSES INCURRED BY LENDER OR
BORROWER IN CONNECTION WITH BORROWER'S COMPLYING WITH REQUESTS MADE UNDER THIS
SECTION 9.3 (OTHER THAN LEGAL FEES AND DISBURSEMENTS OF BORROWER'S COUNSEL)
SHALL BE PAID BY LENDER BUT BORROWER SHALL PAY ALL LEGAL FEES AND DISBURSEMENTS
OF BORROWER'S COUNSEL.
THE FOREGOING SHALL NOT LIMIT BORROWER'S OBLIGATION
UNDER SECTION 9.2 HEREOF.
9.4
MORTGAGE LOAN DEFAULTS.
(A)
WITHOUT LIMITING THE GENERALITY OF THE OTHER PROVISIONS OF THIS
AGREEMENT, AND WITHOUT WAIVING OR RELEASING BORROWER FROM ANY OF ITS OBLIGATIONS
HEREUNDER, IF THERE SHALL OCCUR ANY MORTGAGE EVENT OF DEFAULT, BORROWER HEREBY
EXPRESSLY AGREES THAT LENDER SHALL HAVE THE IMMEDIATE RIGHT (TO THE EXTENT
NECESSARY TO REMEDIATE OR CURE SUCH MORTGAGE EVENT OF DEFAULT), WITHOUT NOTICE
TO OR DEMAND ON BORROWER OR MORTGAGE BORROWER, BUT SHALL BE UNDER NO OBLIGATION:
(I) TO PAY ALL OR ANY PART OF THE MORTGAGE LOAN, AND ANY OTHER SUMS, THAT ARE
THEN DUE AND PAYABLE AND TO PERFORM ANY ACT OR TAKE ANY ACTION ON BEHALF OF
MORTGAGE BORROWER, AS MAY BE APPROPRIATE, TO CAUSE ALL OF THE TERMS, COVENANTS
AND CONDITIONS OF THE MORTGAGE LOAN DOCUMENTS ON THE PART OF MORTGAGE BORROWER
TO BE PERFORMED OR OBSERVED THEREUNDER TO BE PROMPTLY PERFORMED OR OBSERVED; AND
(II) TO PAY ANY OTHER AMOUNTS AND TAKE ANY OTHER ACTION AS LENDER, IN ITS SOLE
AND ABSOLUTE DISCRETION, SHALL DEEM ADVISABLE TO PROTECT OR PRESERVE THE RIGHTS
AND INTERESTS OF LENDER IN THE LOAN AND/OR THE COLLATERAL.
LENDER SHALL HAVE NO
OBLIGATION TO COMPLETE ANY CURE OR ATTEMPTED CURE UNDERTAKEN OR COMMENCED BY
LENDER.
ALL SUMS SO PAID AND THE COSTS AND EXPENSES INCURRED BY LENDER IN
EXERCISING RIGHTS UNDER THIS SECTION (INCLUDING, WITHOUT LIMITATION, REASONABLE
ATTORNEYS' AND OTHER PROFESSIONAL FEES), WITH INTEREST AT THE DEFAULT RATE, FOR
THE PERIOD FROM THE DATE OF DEMAND BY LENDER TO BORROWER FOR SUCH PAYMENTS TO
THE DATE OF PAYMENT TO LENDER, SHALL CONSTITUTE A PORTION OF THE DEBT, SHALL BE
SECURED BY THE PLEDGE AGREEMENT AND SHALL BE DUE AND PAYABLE TO LENDER WITHIN
TWO (2) BUSINESS DAYS FOLLOWING DEMAND THEREFOR.
(B)
SUBJECT TO THE RIGHTS OF TENANTS, BORROWER HEREBY GRANTS, AND SHALL
CAUSE MORTGAGE BORROWER TO GRANT, LENDER AND ANY PERSON DESIGNATED BY LENDER THE
RIGHT TO ENTER UPON