payable, without notice or
demand, at the option of Beneficiary, upon the occurrence of any one or more of
the Events of Default as defined in the Credit Agreement (each an "Event of
Default" hereunder).
ARTICLE 3.
REMEDIES
3.1
ACCELERATION.
AT ANY TIME ON OR AFTER THE OCCURRENCE OF AN EVENT
OF DEFAULT, BENEFICIARY MAY, AT ITS OPTION, DECLARE THE THEN UNPAID PRINCIPAL
BALANCE OF THE OBLIGATIONS, THE ACCRUED INTEREST AND ANY OTHER OBLIGATIONS TO BE
IMMEDIATELY DUE AND PAYABLE, WITHOUT FURTHER NOTICE, PRESENTMENT, PROTEST,
DEMAND OR ACTION OF ANY NATURE WHATSOEVER (EACH OF WHICH HEREBY IS
19
EXPRESSLY WAIVED BY GRANTOR), WHEREUPON THE SAME SHALL BECOME IMMEDIATELY DUE
AND PAYABLE, TIME BEING OF THE ESSENCE IN THIS DEED OF TRUST.
3.2
TERMINATION OF LICENSE AND/OR ENTRY ON
MORTGAGED PROPERTY.
(A)
AT ANY TIME ON OR AFTER THE OCCURRENCE OF AN EVENT OF DEFAULT,
BENEFICIARY OR TRUSTEE, PERSONALLY OR BY THEIR AGENTS OR ATTORNEYS, MAY DEMAND
THAT GRANTOR SHALL FORTHWITH SURRENDER TO BENEFICIARY THE ACTUAL POSSESSION OF
ALL OR ANY PART OF THE MORTGAGED PROPERTY, AND/OR TERMINATE THE LICENSE GRANTED
TO GRANTOR IN SECTION 1.14 HEREOF TO RECEIVE THE RENTS AND, TO THE EXTENT
PERMITTED BY LAW, ENTER AND TAKE POSSESSION OF ALL OR PART OF THE MORTGAGED
PROPERTY OR EACH AND EVERY PART THEREOF WITHOUT THE APPOINTMENT OF A RECEIVER,
OR AN APPLICATION THEREFOR, AND EXCLUDE GRANTOR AND ITS AGENTS AND EMPLOYEES AND
ALL OTHER PERSONS AND ENTITIES AND PROPERTY WHOLLY THEREFROM, AND HAVE ALL
NECESSARY ACCESS TO THE BOOKS, PAPERS, RECORDS AND ACCOUNTS OF THE GRANTOR.
(B)
IF GRANTOR SHALL FOR ANY REASON FAIL TO SURRENDER OR DELIVER THE
MORTGAGED PROPERTY OR ANY PART THEREOF AFTER SUCH DEMAND BY BENEFICIARY,
BENEFICIARY MAY OBTAIN A JUDGMENT OR DECREE CONFERRING UPON THE BENEFICIARY THE
RIGHT TO IMMEDIATE POSSESSION OR REQUIRING GRANTOR TO DELIVER IMMEDIATE
POSSESSION OF THE MORTGAGED PROPERTY TO BENEFICIARY, AND GRANTOR HEREBY
SPECIFICALLY COVENANTS AND AGREES THAT GRANTOR SHALL NOT OPPOSE, CONTEST OR
OTHERWISE HINDER BENEFICIARY IN ANY ACTION OR PROCEEDING BY BENEFICIARY TO
OBTAIN SUCH JUDGMENT OR DECREE. GRANTOR SHALL PAY TO BENEFICIARY OR TRUSTEE,
UPON DEMAND, ALL REASONABLE EXPENSES OF OBTAINING SUCH JUDGMENT OR DECREE,
INCLUDING REASONABLE COMPENSATION TO BENEFICIARY OR TRUSTEE, THEIR RESPECTIVE,
ITS ATTORNEYS AND AGENTS AND PARALEGALS, AND ALL SUCH EXPENSES AND COMPENSATION
SHALL, UNTIL PAID, BECOME PART OF THE OBLIGATIONS AND SHALL BE SECURED BY THE
DEED OF TRUST.
(C)
UPON EVERY SUCH ENTERING UPON OR TAKING OF POSSESSION, BENEFICIARY
OR TRUSTEE (AS APPLICABLE) MAY HOLD, STORE, USE, OPERATE, MANAGE AND CONTROL THE
MORTGAGED PROPERTY AND CONDUCT THE BUSINESS THEREOF, AND EXERCISE ALL RIGHTS AND
POWERS OF THE GRANTOR WITH RESPECT THERETO AS BENEFICIARY SHALL DEEM BEST AND,
FROM TIME TO TIME, AT THE REASONABLE EXPENSE OF THE GRANTOR, (I) MAKE ALL
NECESSARY OR PROPER REPAIRS, RENEWALS, REPLACEMENTS, ADDITIONS, BETTERMENTS AND
IMPROVEMENTS THERETO AND THEREON AND MAINTAIN THE MORTGAGED PROPERTY AND
PURCHASE OR OTHERWISE ACQUIRE ADDITIONAL FIXTURES, PERSONALTY AND OTHER
PROPERTY, COMPLETE THE CONSTRUCTION OF ANY IMPROVEMENTS AND MAKE ANY CHANGES