"Assignment
of Leases") and all other documents evidencing or securing the Debt are
hereinafter referred to collectively as the "Loan Documents").
NOW THEREFORE, in consideration of the making of the Loan by Lender and the
covenants, agreements, representations and warranties set forth in this
Mortgage:
ARTICLE 1
GRANTS OF SECURITY
SECTION 1.1.
PROPERTY MORTGAGED. BORROWER DOES HEREBY IRREVOCABLY
MORTGAGE, GRANT, BARGAIN, PLEDGE, ASSIGN, WARRANT, TRANSFER AND CONVEY TO LENDER
AND ITS SUCCESSORS AND ASSIGNS, WITH POWER OF SALE AND GRANT A SECURITY INTEREST
TO LENDER ITS SUCCESSOR AND ASSIGNS, IN THE FOLLOWING PROPERTY, RIGHTS,
INTERESTS AND ESTATES NOW OWNED, OR HEREAFTER ACQUIRED BY BORROWER
(COLLECTIVELY, THE "PROPERTY"):
(A)
LAND. THE REAL PROPERTY DESCRIBED IN EXHIBIT A ATTACHED HERETO AND
MADE A PART HEREOF (THE "LAND");
(B)
ADDITIONAL LAND. ALL ADDITIONAL LANDS, ESTATES AND DEVELOPMENT
RIGHTS HEREAFTER ACQUIRED BY BORROWER FOR USE IN CONNECTION WITH THE LAND AND
THE DEVELOPMENT OF THE LAND AND ALL ADDITIONAL LANDS AND ESTATES THEREIN WHICH
MAY, FROM TIME TO TIME, BY SUPPLEMENTAL MORTGAGE OR OTHERWISE BE EXPRESSLY MADE
SUBJECT TO THE LIEN OF THIS MORTGAGE;
(C)
IMPROVEMENTS. THE BUILDINGS, STRUCTURES, FIXTURES, ADDITIONS,
ENLARGEMENTS, EXTENSIONS, MODIFICATIONS, REPAIRS, REPLACEMENTS AND IMPROVEMENTS
NOW OR HEREAFTER ERECTED OR LOCATED ON THE LAND (COLLECTIVELY, THE
"IMPROVEMENTS");
(D)
EASEMENTS. ALL EASEMENTS, RIGHTS-OF-WAY OR USE, RIGHTS, STRIPS AND
GORES OF LAND, STREETS, WAYS, ALLEYS, PASSAGES, SEWER RIGHTS, WATER, WATER
COURSES, WATER RIGHTS AND POWERS, AIR RIGHTS AND DEVELOPMENT RIGHTS, AND ALL
ESTATES, RIGHTS, TITLES, INTERESTS, PRIVILEGES, LIBERTIES, SERVITUDES,
TENEMENTS, HEREDITAMENTS AND APPURTENANCES OF ANY NATURE WHATSOEVER, IN ANY WAY
NOW OR HEREAFTER BELONGING, RELATING OR PERTAINING TO THE LAND AND THE
IMPROVEMENTS AND THE REVERSION AND REVERSIONS, REMAINDER AND REMAINDERS, AND ALL
LAND LYING IN THE BED OF ANY STREET, ROAD OR AVENUE, OPENED OR PROPOSED, IN
FRONT OF OR ADJOINING THE LAND, TO THE CENTER LINE THEREOF AND ALL THE ESTATES,
RIGHTS, TITLES, INTERESTS, DOWER AND RIGHTS OF DOWER, CURTESY AND RIGHTS OF
CURTESY, PROPERTY, POSSESSION, CLAIM AND DEMAND WHATSOEVER, BOTH AT LAW AND IN
EQUITY, OF BORROWER OF, IN AND TO THE LAND AND THE IMPROVEMENTS AND EVERY PART
AND PARCEL THEREOF, WITH THE APPURTENANCES THERETO;
(E)
EQUIPMENT. ALL "EQUIPMENT," AS SUCH TERM IS DEFINED IN ARTICLE 9
OF THE UNIFORM COMMERCIAL CODE, NOW OWNED OR HEREAFTER ACQUIRED BY BORROWER,
WHICH IS USED AT OR IN CONNECTION WITH THE IMPROVEMENTS OR THE LAND OR IS
LOCATED THEREON OR THEREIN (INCLUDING, BUT NOT LIMITED TO, ALL MACHINERY,
EQUIPMENT, FURNISHINGS, AND ELECTRONIC DATA-PROCESSING AND OTHER OFFICE
EQUIPMENT NOW OWNED OR HEREAFTER ACQUIRED BY BORROWER AND ANY AND ALL ADDITIONS,
SUBSTITUTIONS AND REPLACEMENTS OF ANY OF THE FOREGOING), TOGETHER WITH ALL
ATTACHMENTS, COMPONENTS, PARTS, EQUIPMENT AND ACCESSORIES INSTALLED THEREON OR
AFFIXED THERETO (COLLECTIVELY, THE "EQUIPMENT"). NOTWITHSTANDING THE FOREGOING,
EQUIPMENT SHALL NOT INCLUDE ANY PROPERTY BELONGING TO TENANTS UNDER LEASES
EXCEPT TO THE EXTENT THAT BORROWER SHALL HAVE ANY RIGHT OR INTEREST THEREIN;
(F)
FIXTURES. ALL EQUIPMENT NOW OWNED, OR THE OWNERSHIP OF WHICH IS
HEREAFTER ACQUIRED, BY BORROWER WHICH IS SO RELATED