HEREUNDER EXCEPT AS EXPRESSLY REQUIRED HEREUNDER OR BY LAW, OR TO
PERFORM ANY ACT WHICH WOULD INVOLVE TRUSTEE IN ANY EXPENSE OR LIABILITY OR TO
INSTITUTE OR DEFEND ANY SUIT IN RESPECT HEREOF, UNLESS PROPERLY INDEMNIFIED TO
TRUSTEE'S REASONABLE SATISFACTION.
TRUSTEE, BY ACCEPTANCE OF THIS SECURITY
INSTRUMENT, COVENANTS TO PERFORM AND FULFILL THE TRUSTS HEREIN CREATED, BEING
LIABLE, HOWEVER, ONLY FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, AND HEREBY
WAIVES ANY STATUTORY FEE AND AGREES TO ACCEPT REASONABLE COMPENSATION, IN LIEU
THEREOF, FOR ANY SERVICES RENDERED BY TRUSTEE IN ACCORDANCE WITH THE TERMS
HEREOF.
TRUSTEE MAY RESIGN AT ANY TIME BY WRITTEN INSTRUMENT TO THAT EFFECT
DELIVERED TO LENDER.
LENDER MAY REMOVE TRUSTEE AT ANY TIME OR FROM TIME TO TIME
AND SELECT A SUCCESSOR TRUSTEE.
IN THE EVENT OF THE DEATH, REMOVAL,
RESIGNATION, REFUSAL TO ACT, OR INABILITY TO ACT OF TRUSTEE, OR IN ITS SOLE
DISCRETION FOR ANY REASON WHATSOEVER LENDER MAY, WITHOUT NOTICE AND WITHOUT
SPECIFYING ANY REASONS THEREFOR AND WITHOUT APPLYING TO ANY COURT, SELECT AND
APPOINT A SUCCESSOR TRUSTEE, BY AN INSTRUMENT RECORDED WHEREVER THIS SECURITY
INSTRUMENT IS RECORDED, AND ALL POWERS, RIGHTS, DUTIES AND AUTHORITY OF TRUSTEE,
AS AFORESAID, SHALL THEREUPON BECOME VESTED IN SUCH SUCCESSOR.
SUCH SUBSTITUTE
TRUSTEE SHALL NOT BE REQUIRED TO GIVE BOND FOR THE FAITHFUL PERFORMANCE OF THE
DUTIES OF TRUSTEE HEREUNDER UNLESS REQUIRED BY LENDER.
THE PROCEDURE PROVIDED
FOR IN THIS SECTION 18.36 FOR SUBSTITUTION OF TRUSTEE SHALL BE IN ADDITION TO
AND NOT IN EXCLUSION OF ANY OTHER PROVISIONS FOR SUBSTITUTION, BY LAW OR
OTHERWISE.
SECTION 18.37.
ASSIGNMENT UPON REPAYMENT.
AT BORROWER'S REQUEST, UPON (A)
BORROWER'S PREPAYMENT OR REPAYMENT OF THE DEBT IN FULL, WHETHER BY PREPAYMENT OR
OTHERWISE AND (B) PAYMENT BY BORROWER OF LENDER'S REASONABLE COUNSEL FEES AND
DISBURSEMENTS AND OTHER REASONABLE COSTS, IF ANY, AND PROVIDED BORROWER
(I) REFINANCES THE LOAN THROUGH ANY INSTITUTION OTHER THAN LENDER, OR (II) SELLS
ANY OF THE PREMISES, AND AN INSTITUTION OTHER THAN LENDER IS INVOLVED IN THE
FINANCING OF SUCH SALE, LENDER SHALL DELIVER TO BORROWER OR BORROWER'S DESIGNEE
(X) AN ASSIGNMENT OF THE NOTE, THIS SECURITY INSTRUMENT AND THE OTHER LOAN
DOCUMENTS, WITHOUT RECOURSE, REPRESENTATION OR WARRANTY, TOGETHER WITH THE NOTE
(OR AN AFFIDAVIT OF LOST NOTE) DULY ENDORSED BY LENDER TO BORROWER'S DESIGNEE,
OR (Y) A SATISFACTION AND RELEASE OF LIEN IN RESPECT HEREOF, IN RECORDABLE FORM,
AS WELL AS ALL APPROPRIATE UCC TERMINATION STATEMENTS AND THE RELEASE AND
TERMINATION OF ALL OTHER SECURITY FOR THE LOAN.
BORROWER SHALL PAY ALL OF
LENDER'S REASONABLE OUT-OF-POCKET COSTS AND EXPENSES INCURRED IN CONNECTION WITH
THE FOREGOING.
SECTION 18.38.
PRIMARY SERVICER.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED HEREIN OR IN ANY OTHER LOAN DOCUMENT, IN THE EVENT THAT NOTE A-1 AND
NOTE A-2 ARE HELD BY DIFFERENT PERSONS, BORROWER SHALL BE REQUIRED TO DEAL WITH
ONLY ONE PERSON ACTING ON BEHALF OF ALL PERSONS COMPRISING LENDER (THE "PRIMARY
SERVICER"), WITH RESPECT TO ANY CONSENTS, APPROVALS OR NOTICES REQUIRED OR
PERMITTED FROM, OR TO, LENDER PURSUANT TO THE LOAN DOCUMENTS (IT