FOR THE BENEFIT OF LENDER. ANY AND ALL REVENUE DERIVED FROM THE PROPERTY
PAID DIRECTLY BY TENANTS, SUBTENANTS OR OCCUPANTS OF THE PROPERTY SHALL BE HELD
AND APPLIED IN ACCORDANCE WITH THE TERMS AND PROVISIONS OF THE MORTGAGE LOAN
DOCUMENTS.
5.2.14
Refinancing or Prepayment of the Mortgage Loan.
Neither Borrower nor Mortgage Borrower shall be required to obtain the consent
of Lender to refinance the Mortgage Loan, provided that the Loan shall have been
(or shall simultaneously be) paid in full in accordance with the terms of this
Agreement (including any prepayment premiums and other amounts due and payable
to Lender
100
under the Loan Documents). Borrower shall cause Mortgage Borrower to obtain the
prior written consent of Lender to enter into any other refinancing of the
Mortgage Loan.
5.2.15
Acquisition of the Mortgage Loan.
(A)
NO LOAN PARTY OR ANY AFFILIATE OF ANY OF THEM OR ANY PERSON ACTING
AT ANY SUCH PERSON'S REQUEST OR DIRECTION, SHALL ACQUIRE OR AGREE TO ACQUIRE THE
LENDER'S INTEREST IN THE MORTGAGE LOAN, OR ANY PORTION THEREOF OR ANY INTEREST
THEREIN, OR ANY DIRECT OR INDIRECT OWNERSHIP INTEREST IN THE HOLDER OF THE
MORTGAGE LOAN, BY WAY OF PURCHASE, TRANSFER, EXCHANGE OR OTHERWISE, AND ANY
BREACH OR ATTEMPTED BREACH OF THIS PROVISION SHALL CONSTITUTE AN EVENT OF
DEFAULT HEREUNDER. IF, SOLELY BY OPERATION OF APPLICABLE SUBROGATION LAW,
BORROWER SHALL HAVE FAILED TO COMPLY WITH THE FOREGOING, THEN BORROWER: (I)
SHALL PROMPTLY NOTIFY LENDER OF SUCH FAILURE; (II) SHALL CAUSE ANY AND ALL SUCH
PROHIBITED PARTIES ACQUIRING ANY INTEREST IN THE MORTGAGE LOAN DOCUMENTS: (A)
NOT TO ENFORCE THE MORTGAGE LOAN DOCUMENTS; AND (B) UPON THE REQUEST OF LENDER,
TO THE EXTENT ANY OF SUCH PROHIBITED PARTIES HAS OR HAVE THE POWER OR AUTHORITY
TO DO SO, TO PROMPTLY: (1) CANCEL THE PROMISSORY NOTE EVIDENCING THE MORTGAGE
LOAN, (2) RE-CONVEY AND RELEASE THE LIEN SECURING THE MORTGAGE LOAN AND ANY
OTHER COLLATERAL UNDER THE MORTGAGE LOAN DOCUMENTS, AND (3) DISCONTINUE AND
TERMINATE ANY ENFORCEMENT PROCEEDING(S) UNDER THE MORTGAGE LOAN DOCUMENTS.
(B)
LENDER SHALL HAVE THE RIGHT AT ANY TIME TO ACQUIRE ALL OR ANY
PORTION OF THE MORTGAGE LOAN OR ANY INTEREST IN ANY HOLDER OF, OR PARTICIPANT
IN, THE MORTGAGE LOAN WITHOUT NOTICE OR CONSENT OF BORROWER OR ANY OTHER LOAN
PARTY, IN WHICH EVENT LENDER SHALL HAVE AND MAY EXERCISE ALL RIGHTS OF MORTGAGE
LENDER THEREUNDER (TO THE EXTENT OF ITS INTEREST), INCLUDING THE RIGHT, IF AND
WHEN PERMITTED UNDER THE MORTGAGE LOAN DOCUMENTS, (I) TO DECLARE THAT THE
MORTGAGE LOAN IS IN DEFAULT AND (II) TO ACCELERATE THE MORTGAGE LOAN
INDEBTEDNESS, IN ACCORDANCE WITH THE TERMS THEREOF AND (III) TO PURSUE ALL
REMEDIES AGAINST ANY OBLIGOR UNDER THE MORTGAGE LOAN DOCUMENTS. IN ADDITION,
BORROWER HEREBY EXPRESSLY AGREES THAT ANY CLAIMS, COUNTERCLAIMS, DEFENSES,
OFFSETS, DEDUCTIONS OR REDUCTIONS OF ANY KIND WHICH MORTGAGE BORROWER OR ANY
OTHER PERSON MAY HAVE AGAINST MORTGAGE LENDER RELATING TO OR ARISING OUT OF THE
MORTGAGE LOAN SHALL BE THE PERSONAL OBLIGATION OF MORTGAGE LENDER, AND IN