INSTITUTED BY MORTGAGEE TO COLLECT THE OBLIGATIONS OR TO FORECLOSE THE LIEN OF
THIS MORTGAGE.
(D)
UNLESS EXPRESSLY PROVIDED OTHERWISE, IN THE EVENT THAT OWNERSHIP
OF THIS MORTGAGE AND TITLE TO THE MORTGAGED PROPERTY OR ANY ESTATE THEREIN SHALL
BECOME VESTED IN THE SAME PERSON OR ENTITY, THIS MORTGAGE SHALL NOT MERGE IN
SUCH TITLE BUT SHALL CONTINUE AS A VALID LIEN ON THE MORTGAGED PROPERTY FOR THE
AMOUNT SECURED HEREBY.
16.
SECURITY AGREEMENT UNDER UNIFORM COMMERCIAL CODE.
(A) SUBJECT TO
THE TERMS OF ANY DOCUMENT GOVERNING ANY SPECIAL PURPOSE FINANCING, IT IS THE
INTENTION OF THE PARTIES HERETO THAT THIS MORTGAGE SHALL CONSTITUTE A "SECURITY
AGREEMENT" WITHIN THE MEANING OF THE UNIFORM COMMERCIAL CODE (THE "CODE") OF THE
STATE IN WHICH THE MORTGAGED PROPERTY IS LOCATED.
IF AN EVENT OF DEFAULT SHALL
OCCUR AND BE CONTINUING, THEN IN ADDITION TO HAVING ANY OTHER RIGHT OR REMEDY
AVAILABLE AT LAW OR IN EQUITY, MORTGAGEE SHALL HAVE THE OPTION OF EITHER (I)
PROCEEDING UNDER THE CODE AND EXERCISING SUCH RIGHTS AND REMEDIES AS MAY BE
PROVIDED TO A SECURED PARTY BY THE CODE WITH RESPECT TO ALL OR ANY PORTION OF
THE MORTGAGED PROPERTY WHICH IS PERSONAL PROPERTY (INCLUDING, WITHOUT
LIMITATION, TAKING POSSESSION OF AND SELLING SUCH PROPERTY) OR (II) TREATING
SUCH PROPERTY AS REAL PROPERTY AND PROCEEDING WITH RESPECT TO BOTH THE REAL AND
PERSONAL PROPERTY CONSTITUTING THE MORTGAGED PROPERTY IN ACCORDANCE WITH
MORTGAGEE'S RIGHTS, POWERS AND REMEDIES WITH RESPECT TO THE REAL PROPERTY (IN
WHICH EVENT THE DEFAULT PROVISIONS OF THE CODE SHALL NOT APPLY).
IF MORTGAGEE
SHALL ELECT TO PROCEED UNDER THE CODE, THEN TEN DAYS' NOTICE OF SALE OF THE
PERSONAL PROPERTY SHALL BE DEEMED REASONABLE NOTICE AND THE REASONABLE EXPENSES
OF RETAKING, HOLDING, PREPARING FOR SALE, SELLING AND THE LIKE INCURRED BY
MORTGAGEE SHALL INCLUDE REASONABLE, OUT-OF-POCKET ATTORNEYS' FEES AND LEGAL
EXPENSES.
AT MORTGAGEE'S REQUEST, DURING THE CONTINUANCE OF AN EVENT OF
DEFAULT, MORTGAGOR SHALL ASSEMBLE THE PERSONAL PROPERTY AND MAKE IT AVAILABLE TO
MORTGAGEE AT A PLACE DESIGNATED BY MORTGAGEE WHICH IS REASONABLY CONVENIENT TO
BOTH PARTIES.
(B)
MORTGAGOR AND MORTGAGEE AGREE, TO THE EXTENT PERMITTED BY LAW,
THAT: (I) ALL OF THE GOODS DESCRIBED WITHIN THE DEFINITION OF THE WORD
"EQUIPMENT" ARE OR ARE TO BECOME FIXTURES ON THE REAL ESTATE; (II) THIS MORTGAGE
UPON RECORDING OR REGISTRATION IN THE REAL ESTATE RECORDS OF THE PROPER OFFICE
SHALL CONSTITUTE A FINANCING STATEMENT FILED AS A "FIXTURE FILING" WITHIN THE
MEANING OF [SECTIONS 9-334 AND 9-502] OF THE CODE; (III) MORTGAGOR IS A DELAWARE
CORPORATION WITH A ORGANIZATION IDENTIFICATION NUMBER AS [
]; AND
(IV) THE ADDRESSES OF MORTGAGOR AND MORTGAGEE ARE AS SET FORTH ON THE FIRST PAGE
OF THIS MORTGAGE.
17.
ASSIGNMENT OF RENTS.
(A)
SUBJECT TO THE TERMS OF ANY DOCUMENT
GOVERNING ANY SPECIAL PURPOSE FINANCING, MORTGAGOR HEREBY ASSIGNS TO MORTGAGEE
THE RENTS AS FURTHER SECURITY FOR THE PAYMENT OF AND PERFORMANCE OF THE
OBLIGATIONS, AND MORTGAGOR GRANTS TO MORTGAGEE THE RIGHT TO ENTER THE MORTGAGED
PROPERTY FOR THE PURPOSE OF