UCC SALE OR OTHER ACTION FOR THE ENFORCEMENT OF ITS RIGHTS AND
REMEDIES UNDER ANY OF THE LOAN DOCUMENTS WITH RESPECT TO ALL OR ANY INDIVIDUAL
PROPERTY, MEZZANINE COLLATERAL OR ANY OTHER COLLATERAL.
ANY SUCH ACTIONS TAKEN
BY LENDER SHALL BE CUMULATIVE AND CONCURRENT AND MAY BE PURSUED INDEPENDENTLY,
SINGLY, SUCCESSIVELY, TOGETHER OR OTHERWISE, AT SUCH TIME AND IN SUCH ORDER AS
LENDER MAY DETERMINE IN ITS SOLE DISCRETION, TO THE FULLEST EXTENT PERMITTED BY
APPLICABLE LAW, WITHOUT IMPAIRING OR OTHERWISE AFFECTING THE OTHER RIGHTS AND
REMEDIES OF LENDER PERMITTED BY APPLICABLE LAW, EQUITY OR CONTRACT OR AS SET
FORTH HEREIN OR IN THE OTHER LOAN DOCUMENTS.
WITHOUT LIMITING THE GENERALITY OF
THE FOREGOING, BORROWER AGREES THAT IF AN EVENT OF DEFAULT IS CONTINUING (I)
LENDER IS NOT SUBJECT TO ANY "ONE ACTION" OR "ELECTION OF REMEDIES" LAW OR RULE,
AND (II) ALL LIENS AND OTHER RIGHTS, REMEDIES OR PRIVILEGES PROVIDED TO LENDER
SHALL REMAIN IN FULL FORCE AND EFFECT UNTIL LENDER HAS EXHAUSTED ALL OF ITS
REMEDIES AGAINST THE PROPERTIES AND THE OTHER COLLATERAL AND EACH SECURITY
INSTRUMENT AND THE PLEDGE AGREEMENT HAS BEEN FORECLOSED, SOLD AND/OR OTHERWISE
REALIZED UPON IN SATISFACTION OF THE DEBT OR THE DEBT HAS BEEN PAID IN FULL.
(B)
WITH RESPECT TO BORROWER AND THE PROPERTIES, NOTHING CONTAINED
HEREIN OR IN ANY OTHER LOAN DOCUMENT SHALL BE CONSTRUED AS REQUIRING LENDER TO
RESORT TO ANY INDIVIDUAL PROPERTY OR COLLATERAL FOR THE SATISFACTION OF ANY OF
THE DEBT IN PREFERENCE OR PRIORITY TO ANY OTHER INDIVIDUAL PROPERTY OR
COLLATERAL, AND LENDER MAY SEEK SATISFACTION OUT OF ALL OF THE PROPERTIES OR ANY
OTHER COLLATERAL OR ANY PART THEREOF, IN ITS ABSOLUTE DISCRETION IN RESPECT OF
THE DEBT.
IN ADDITION, LENDER SHALL HAVE THE RIGHT FROM TIME TO TIME TO
PARTIALLY FORECLOSE THE SECURITY INSTRUMENTS IN ANY MANNER AND FOR ANY AMOUNTS
SECURED BY THE SECURITY INSTRUMENTS THEN DUE AND PAYABLE AS DETERMINED BY LENDER
IN ITS SOLE DISCRETION INCLUDING, WITHOUT LIMITATION, THE FOLLOWING
CIRCUMSTANCES:
(I) IN THE
76
EVENT BORROWER DEFAULTS BEYOND ANY APPLICABLE GRACE PERIOD IN THE PAYMENT OF ONE
OR MORE SCHEDULED PAYMENTS OF PRINCIPAL AND INTEREST, LENDER MAY FORECLOSE ONE
OR MORE OF THE SECURITY INSTRUMENTS TO RECOVER SUCH DELINQUENT PAYMENTS, OR (II)
IN THE EVENT LENDER ELECTS TO ACCELERATE LESS THAN THE ENTIRE OUTSTANDING
PRINCIPAL BALANCE OF THE LOAN, LENDER MAY FORECLOSE ONE OR MORE OF THE SECURITY
INSTRUMENTS TO RECOVER SO MUCH OF THE PRINCIPAL BALANCE OF THE LOAN AS LENDER
MAY ACCELERATE AND SUCH OTHER SUMS SECURED BY ONE OR MORE OF THE SECURITY
INSTRUMENTS AS LENDER MAY ELECT.
NOTWITHSTANDING ONE OR MORE PARTIAL
FORECLOSURES, THE PROPERTIES SHALL REMAIN SUBJECT TO THE SECURITY INSTRUMENTS TO
SECURE PAYMENT OF SUMS SECURED BY THE SECURITY INSTRUMENTS AND NOT PREVIOUSLY
RECOVERED.
(C)
LENDER SHALL HAVE THE RIGHT, FROM TIME TO TIME, TO SEVER THE NOTE
AND THE OTHER LOAN DOCUMENTS INTO ONE OR MORE SEPARATE NOTES, SECURITY
INSTRUMENTS AND OTHER SECURITY DOCUMENTS (THE "SEVERED LOAN DOCUMENTS") IN SUCH
DENOMINATIONS AS LENDER