MORTGAGE LOAN AGREEMENT.
IN THE EVENT THE MORTGAGE LOAN HAS BEEN PAID
IN FULL AND LENDER RECEIVES ANY PROCEEDS OR AWARD, LENDER SHALL EITHER APPLY
SUCH PROCEEDS TO THE DEBT OR FOR THE RESTORATION OF THE PROPERTY IN ACCORDANCE
WITH THE SAME TERMS AND CONDITIONS CONTAINED IN SECTION 7.4 OF THE MORTGAGE LOAN
AGREEMENT.
7.5
RIGHTS OF LENDER.
FOR PURPOSES OF THIS ARTICLE 7, BORROWER SHALL
OBTAIN THE APPROVAL OF LENDER FOR EACH MATTER REQUIRING THE APPROVAL OF MORTGAGE
LENDER UNDER THE PROVISIONS OF SECTIONS 7.4 OF THE MORTGAGE LOAN AGREEMENT, WITH
EACH REFERENCE IN ANY SUCH PROVISIONS TO THE "LOAN" TO INCLUDE THE MORTGAGE LOAN
AND THE LOAN, AND THE REFERENCE IN ANY SUCH PROVISIONS TO THE "STATED MATURITY
DATE" TO MEAN THE STATED MATURITY DATE, AS DEFINED HEREIN.
IF THE MORTGAGE
LENDER DOES NOT REQUIRE THE DEPOSIT BY THE MORTGAGE BORROWER OF ANY DEFICIENCY
IN PROCEEDS TO COMPLETE ANY RESTORATION PURSUANT TO SECTION 7.4 OF THE MORTGAGE
LOAN AGREEMENT, LENDER SHALL HAVE THE RIGHT TO DEMAND THAT BORROWER MAKE A
DEPOSIT OF SUCH AMOUNTS IN ACCORDANCE WITH THE TERMS OF SUCH SECTION (AS IF EACH
REFERENCE THEREIN TO "BORROWER" AND "LENDER" REFERRED TO BORROWER AND LENDER,
RESPECTIVELY).
8.
DEFAULTS
8.1
EVENTS OF DEFAULT.
AN "EVENT OF DEFAULT" SHALL EXIST WITH RESPECT
TO THE LOAN IF ANY OF THE FOLLOWING SHALL OCCUR:
(A)
ANY PORTION OF THE DEBT IS NOT PAID WHEN DUE OR ANY OTHER AMOUNT
UNDER SECTION 3.10(A)(I) THROUGH (III) IS NOT PAID IN FULL ON EACH PAYMENT DATE
(PROVIDED, HOWEVER, IF ADEQUATE FUNDS ARE AVAILABLE IN THE DEPOSIT ACCOUNT FOR
SUCH PAYMENTS, THE FAILURE BY THE DEPOSIT BANK TO ALLOCATE SUCH FUNDS INTO THE
APPROPRIATE SUBACCOUNTS SHALL NOT CONSTITUTE AN EVENT OF DEFAULT);
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(B)
ANY OF THE TAXES ARE NOT PAID WHEN DUE (UNLESS LENDER IS PAYING SUCH
TAXES PURSUANT TO SECTION 3.3), SUBJECT TO BORROWER'S RIGHT TO CONTEST TAXES IN
ACCORDANCE WITH SECTION 5.2;
(C)
THE POLICIES ARE NOT KEPT IN FULL FORCE AND EFFECT, OR ARE NOT
DELIVERED TO LENDER PURSUANT TO SECTION 7.1.2(V) WITHIN 10 DAYS AFTER REQUEST;
(D)
A TRANSFER OTHER THAN A PERMITTED TRANSFER OCCURS;
(E)
ANY REPRESENTATION OR WARRANTY MADE BY BORROWER OR GUARANTOR OR IN
ANY LOAN DOCUMENT, OR IN ANY REPORT, CERTIFICATE, FINANCIAL STATEMENT OR OTHER
INSTRUMENT, AGREEMENT OR DOCUMENT FURNISHED BY BORROWER, MORTGAGE BORROWER OR
GUARANTOR IN CONNECTION WITH ANY LOAN DOCUMENT, SHALL BE FALSE OR MISLEADING IN
ANY MATERIAL RESPECT AS OF THE DATE THE REPRESENTATION OR WARRANTY WAS MADE;
(F)
BORROWER, MORTGAGE BORROWER OR GUARANTOR SHALL (I) MAKE AN
ASSIGNMENT FOR THE BENEFIT OF CREDITORS, OR (II) SHALL GENERALLY NOT BE PAYING
ITS DEBTS AS THEY BECOME DUE;
(G)
A RECEIVER, LIQUIDATOR OR TRUSTEE SHALL BE APPOINTED FOR BORROWER,
MORTGAGE BORROWER OR GUARANTOR; OR BORROWER, MORTGAGE BORROWER OR GUARANTOR
SHALL BE ADJUDICATED A BANKRUPT OR INSOLVENT; OR ANY PETITION FOR BANKRUPTCY,
REORGANIZATION OR ARRANGEMENT PURSUANT TO FEDERAL BANKRUPTCY LAW, OR ANY SIMILAR
FEDERAL OR STATE LAW, SHALL BE FILED BY OR AGAINST, CONSENTED