THE PROPERTY OR ANY PART THEREOF;
(I)
ALL RIGHTS WHICH BORROWER NOW HAS OR MAY HEREAFTER ACQUIRE, TO BE
INDEMNIFIED AND/OR HELD HARMLESS FROM ANY LIABILITY, LOSS, DAMAGE, COST OR
EXPENSE (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' AND PARALEGALS' FEES AND
DISBURSEMENTS) RELATING TO THE PROPERTY OR ANY PART THEREOF; AND
(J)
ANY AND ALL PROCEEDS, PRODUCTS, OFFSPRING, RENTS AND PROFITS FROM
ANY OF THE FOREGOING, INCLUDING THOSE FROM SALE, EXCHANGE, TRANSFER, COLLECTION,
LOSS, DAMAGE, DISPOSITION, SUBSTITUTION OR REPLACEMENT OF ANY OF THE FOREGOING
AND ANY AND ALL OTHER SECURITY AND COLLATERAL OF ANY NATURE WHATSOEVER GRANTED
BY BORROWER TO LENDER, INCLUDING, WITHOUT LIMITATION, THE SUBACCOUNTS, ALL FUNDS
OR MONIES HELD IN THE SUBACCOUNTS, ANY LETTERS OF CREDIT HELD BY LENDER AND ANY
OTHER FUNDS AND MONIES HELD OR CONTROLLED BY LENDER.
Without limiting the generality of any of the foregoing, in the event that a
case under the Bankruptcy Code is commenced by or against Borrower, pursuant to
Section 552(b)(2) of the Bankruptcy Code, the security interest granted by this
Mortgage shall automatically extend to all Rents acquired by the Borrower after
the commencement of the case and shall constitute cash collateral under
Section 363(a) of the Bankruptcy Code.
TO HAVE AND TO HOLD the Property unto and to the use and benefit of Lender and
its successors and assigns, forever;
3
PROVIDED, HOWEVER, these presents are upon the express condition that, if
Borrower shall well and truly pay to Lender the Debt at the time and in the
manner provided in the Loan Documents and shall well and truly abide by and
comply with each and every covenant and condition set forth in the Loan
Documents in a timely manner, these presents and the estate hereby granted shall
cease, terminate and be void;
AND Borrower represents and warrants to and covenants and agrees with Lender as
follows:
PART I - GENERAL PROVISIONS
1.
PAYMENT OF DEBT AND INCORPORATION OF COVENANTS CONDITIONS AND
AGREEMENTS. BORROWER SHALL PAY THE DEBT AT THE TIME AND IN THE MANNER PROVIDED
IN THE LOAN DOCUMENTS. ALL THE COVENANTS, CONDITIONS AND AGREEMENTS CONTAINED IN
THE LOAN DOCUMENTS ARE HEREBY MADE A PART OF THIS MORTGAGE TO THE SAME EXTENT
AND WITH THE SAME FORCE AS IF FULLY SET FORTH HEREIN. WITHOUT LIMITING THE
GENERALITY OF THE FOREGOING, BORROWER (I) AGREES TO INSURE, REPAIR, MAINTAIN AND
RESTORE DAMAGE TO THE PROPERTY, PAY TAXES AND OTHER CHARGES, AND COMPLY WITH
LEGAL REQUIREMENTS, IN ACCORDANCE WITH THE LOAN AGREEMENT, AND (II) AGREES THAT
THE PROCEEDS OF INSURANCE AND AWARDS FOR CONDEMNATION SHALL BE SETTLED, HELD AND
APPLIED IN ACCORDANCE WITH THE LOAN AGREEMENT.
2.
LEASES AND RENTS.
(A)
BORROWER DOES HEREBY ABSOLUTELY AND UNCONDITIONALLY ASSIGN TO
LENDER ALL OF BORROWER'S RIGHT, TITLE AND INTEREST IN ALL CURRENT AND FUTURE
LEASES AND RENTS, IT BEING INTENDED BY BORROWER THAT THIS ASSIGNMENT CONSTITUTES
A PRESENT, ABSOLUTE ASSIGNMENT AND NOT AN ASSIGNMENT FOR ADDITIONAL SECURITY
ONLY. SUCH ASSIGNMENT SHALL NOT BE CONSTRUED TO BIND LENDER TO THE PERFORMANCE
OF ANY OF