FOREGOING. EXCEPT AS EXPRESSLY PROVIDED HEREIN, GRANTOR WAIVES ALL RIGHTS
NOW OR HEREAFTER CONFERRED BY STATUTE OR OTHERWISE TO ANY ABATEMENT, SUSPENSION,
DEFERMENT, DIMINUTION, OR REDUCTION OF THE INDEBTEDNESS.
8.5
SETOFF. BENEFICIARY SHALL BE ENTITLED TO EXERCISE BOTH THE RIGHTS
OF SETOFF AND BANKER'S LIEN, IF APPLICABLE, AGAINST THE INTEREST OF GRANTOR IN
AND TO EACH AND EVERY ACCOUNT AND OTHER PROPERTY OF GRANTOR WHICH ARE IN THE
POSSESSION OF BENEFICIARY TO THE FULL EXTENT OF THE OUTSTANDING BALANCE OF THE
INDEBTEDNESS.
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8.6
CONSENT TO DISPOSITION. IT IS EXPRESSLY AGREED THAT BENEFICIARY
MAY PREDICATE BENEFICIARY'S DECISION TO GRANT OR WITHHOLD CONSENT TO A
DISPOSITION ON SUCH TERMS AND CONDITIONS AS BENEFICIARY MAY REQUIRE, IN
BENEFICIARY'S SOLE DISCRETION, INCLUDING WITHOUT LIMITATION (I) CONSIDERATION OF
THE CREDITWORTHINESS OF THE PARTY TO WHOM SUCH DISPOSITION WILL BE MADE AND ITS
MANAGEMENT ABILITY WITH RESPECT TO THE MORTGAGED PROPERTY, (II) CONSIDERATION OF
WHETHER THE SECURITY FOR REPAYMENT OF THE INDEBTEDNESS AND THE PERFORMANCE AND
DISCHARGE OF THE OBLIGATIONS, OR BENEFICIARY'S ABILITY TO ENFORCE ITS RIGHTS,
REMEDIES, AND RECOURSES WITH RESPECT TO SUCH SECURITY, WILL BE IMPAIRED IN ANY
WAY BY THE PROPOSED DISPOSITION, (III) AN INCREASE IN THE RATE OF INTEREST
PAYABLE UNDER THE NOTE OR ANY OTHER CHANGE IN THE TERMS AND PROVISIONS OF THE
NOTE AND OTHER LOAN DOCUMENTS, (IV) REIMBURSEMENT OF BENEFICIARY FOR ALL COSTS
AND EXPENSES INCURRED BY BENEFICIARY IN INVESTIGATING THE CREDITWORTHINESS AND
MANAGEMENT OR CONSULTING ABILITY OF THE PARTY TO WHOM SUCH DISPOSITION WILL BE
MADE AND IN DETERMINING WHETHER BENEFICIARY'S SECURITY WILL BE IMPAIRED BY THE
PROPOSED DISPOSITION, (V) PAYMENT TO BENEFICIARY OF A TRANSFER FEE TO COVER THE
COST OF DOCUMENTING THE DISPOSITION IN ITS RECORDS, (VI) PAYMENT OF
BENEFICIARY'S REASONABLE ATTORNEYS' FEES IN CONNECTION WITH SUCH DISPOSITION,
(VII) THE EXPRESS ASSUMPTION OF PAYMENT OF THE INDEBTEDNESS AND PERFORMANCE AND
DISCHARGE OF THE OBLIGATIONS BY THE PARTY TO WHOM SUCH DISPOSITION WILL BE MADE
(WITH OR WITHOUT THE RELEASE OF GRANTOR FROM LIABILITY FOR SUCH INDEBTEDNESS AND
OBLIGATIONS), (VIII) THE EXECUTION OF ASSUMPTION AGREEMENTS, MODIFICATION
AGREEMENTS, SUPPLEMENTAL LOAN DOCUMENTS, AND FINANCING STATEMENTS, SATISFACTORY
IN FORM AND SUBSTANCE TO BENEFICIARY, (IX) ENDORSEMENTS (TO THE EXTENT AVAILABLE
UNDER APPLICABLE LAW) TO ANY EXISTING MORTGAGEE TITLE INSURANCE POLICIES
INSURING BENEFICIARY'S LIENS AND SECURITY INTERESTS COVERING THE MORTGAGED
PROPERTY, AND (X) REQUIRING ADDITIONAL SECURITY FOR THE PAYMENT OF THE
INDEBTEDNESS AND PERFORMANCE AND DISCHARGE OF THE OBLIGATIONS.
8.7
PAYMENT AFTER ACCELERATION. IF, FOLLOWING THE OCCURRENCE OF AN
EVENT OF DEFAULT, AND AN ACCELERATION OF THE INDEBTEDNESS OR ANY PART THEREOF
BUT PRIOR TO A FORECLOSURE SALE OF THE MORTGAGED PROPERTY, GRANTOR SHALL TENDER
TO BENEFICIARY THE PAYMENT OF AN AMOUNT SUFFICIENT TO SATISFY THE ENTIRE
INDEBTEDNESS OR THE PART THEREOF WHICH HAS BEEN ACCELERATED, SUCH TENDER SHALL
BE DEEMED A VOLUNTARY PREPAYMENT PURSUANT TO THE INDEBTEDNESS AND, ACCORDINGLY,
GRANTOR, TO THE EXTENT PERMITTED BY APPLICABLE LAW, SHALL ALSO PAY TO
BENEFICIARY THE PREMIUM, IF ANY, THEN REQUIRED UNDER THE INDEBTEDNESS OR THE
LOAN DOCUMENTS IN ORDER TO EXERCISE