ANY FAILURE ON THE PART OF BORROWER TO PERFORM OR COMPLY WITH ANY OF
THE TERMS OF THIS AGREEMENT; (E) PERFORMANCE OF ANY LABOR OR SERVICES OR THE
FURNISHING OF ANY MATERIALS OR OTHER PROPERTY IN RESPECT OF THE PREMISES OR ANY
PART THEREOF; (F) ANY CLAIM BY BROKERS, FINDERS OR SIMILAR PERSONS CLAIMING TO
BE ENTITLED TO A COMMISSION IN CONNECTION WITH ANY LEASE OR OTHER TRANSACTION
INVOLVING THE PREMISES OR ANY PART THEREOF; (G) ANY IMPOSITION INCLUDING,
WITHOUT LIMITATION, ANY IMPOSITION ATTRIBUTABLE TO THE EXECUTION, DELIVERY,
FILING, OR RECORDING OF ANY LOAN DOCUMENT, LEASE OR MEMORANDUM THEREOF; (H) ANY
LIEN OR CLAIM ARISING ON OR AGAINST THE PREMISES OR ANY PART THEREOF UNDER ANY
LEGAL REQUIREMENT OR ANY LIABILITY ASSERTED AGAINST ANY OF THE INDEMNIFIED
PARTIES WITH RESPECT THERETO; (I) ANY CLAIM ARISING OUT OF OR IN ANY WAY
RELATING TO ANY TAX OR OTHER IMPOSITION ON THE MAKING AND/OR RECORDING OF THIS
AGREEMENT, THE NOTE OR ANY OF THE OTHER LOAN DOCUMENTS; (J) A DEFAULT UNDER
SECTIONS 2.02(F), 2.02(G), 2.02(K) OR 2.02(S) HEREOF, (K) THE FAILURE OF ANY
PERSON TO FILE TIMELY WITH THE INTERNAL REVENUE SERVICE AN ACCURATE FORM 1099-B,
STATEMENT FOR RECIPIENTS OF PROCEEDS FROM REAL ESTATE, BROKER AND BARTER
EXCHANGE TRANSACTIONS, WHICH MAY BE REQUIRED IN CONNECTION WITH THE LOAN, OR TO
SUPPLY A COPY THEREOF IN A TIMELY FASHION TO THE RECIPIENT OF THE PROCEEDS OF
THE LOAN; (L) THE CLAIMS OF ANY LESSEE OR ANY PERSON ACTING THROUGH OR UNDER ANY
LESSEE OR OTHERWISE ARISING UNDER OR AS A CONSEQUENCE OF ANY LEASE; OR (M) THE
ACTUAL OR ALLEGED PRESENCE, DISPOSAL, ESCAPE, SEEPAGE, LEAKAGE, SPILLAGE,
DISCHARGE, EMISSION, RELEASE OR THREAT OF RELEASE OF ANY HAZARDOUS MATERIALS IN,
ON, OVER, UNDER, FROM OR AFFECTING THE PREMISES OR (N) THE FAILURE TO PAY ANY
INSURANCE PREMIUMS.
NOTWITHSTANDING THE FOREGOING PROVISIONS OF THIS SECTION TO
THE CONTRARY, BORROWER SHALL HAVE NO OBLIGATION TO INDEMNIFY THE INDEMNIFIED
PARTIES PURSUANT TO THIS SECTION FOR LIABILITIES,
43
OBLIGATIONS, CLAIMS, DAMAGES, PENALTIES, CAUSES OF ACTION, COSTS AND EXPENSES
RELATIVE TO THE FOREGOING WHICH RESULT FROM LENDER'S, AND ITS SUCCESSORS' OR
ASSIGNS', WILLFUL MISCONDUCT OR GROSS NEGLIGENCE.
ANY AMOUNTS PAYABLE TO LENDER
BY REASON OF THE APPLICATION OF THIS SECTION SHALL CONSTITUTE A PART OF THE DEBT
SECURED BY THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND SHALL BECOME
IMMEDIATELY DUE AND PAYABLE AND SHALL BEAR INTEREST AT THE DEFAULT RATE FROM THE
DATE THE LIABILITY, OBLIGATION, CLAIM, COST OR EXPENSE IS SUSTAINED BY LENDER,
AS APPLICABLE, UNTIL PAID.
THE PROVISIONS OF THIS SECTION SHALL SURVIVE THE
TERMINATION OF THIS AGREEMENT WHETHER BY REPAYMENT OF THE DEBT, FORECLOSURE OF
THIS AGREEMENT, ASSIGNMENT OR OTHERWISE.
IN CASE ANY ACTION, SUIT OR PROCEEDING
IS BROUGHT AGAINST ANY OF THE INDEMNIFIED PARTIES BY REASON OF ANY OCCURRENCE OF
THE TYPE SET FORTH IN (A) THROUGH (M) ABOVE, BORROWER SHALL, AT BORROWER'S
EXPENSE, RESIST AND DEFEND SUCH ACTION, SUIT OR PROCEEDING OR WILL CAUSE THE
SAME TO BE RESISTED AND DEFENDED BY COUNSEL