EFFECT THE SEVERANCE DESCRIBED IN THE PRECEDING SENTENCE, ALL IN FORM AND
SUBSTANCE REASONABLY SATISFACTORY TO LENDER. BORROWER HEREBY ABSOLUTELY AND
IRREVOCABLY APPOINTS LENDER AS ITS TRUE AND LAWFUL ATTORNEY, COUPLED WITH AN
INTEREST, IN ITS NAME AND STEAD TO MAKE AND EXECUTE ALL DOCUMENTS NECESSARY OR
DESIRABLE TO EFFECT THE AFORESAID SEVERANCE, BORROWER RATIFYING ALL THAT ITS
SAID ATTORNEY SHALL DO BY VIRTUE THEREOF; PROVIDED, HOWEVER, LENDER SHALL NOT
MAKE OR EXECUTE ANY SUCH DOCUMENTS UNDER SUCH POWER UNTIL THREE (3) DAYS AFTER
NOTICE HAS BEEN GIVEN TO BORROWER BY LENDER OF LENDER'S INTENT TO EXERCISE ITS
RIGHTS UNDER SUCH POWER. EXCEPT AS MAY BE REQUIRED IN CONNECTION WITH A
SECURITIZATION PURSUANT TO SECTION 9.1 HEREOF, (I) BORROWER SHALL NOT BE
OBLIGATED TO PAY ANY COSTS OR EXPENSES INCURRED IN CONNECTION WITH THE
PREPARATION, EXECUTION, RECORDING OR FILING OF THE SEVERED LOAN DOCUMENTS, AND
(II) THE SEVERED LOAN DOCUMENTS SHALL NOT CONTAIN ANY REPRESENTATIONS,
WARRANTIES OR COVENANTS NOT CONTAINED IN THE LOAN DOCUMENTS AND ANY SUCH
REPRESENTATIONS AND WARRANTIES CONTAINED IN THE SEVERED LOAN DOCUMENTS WILL BE
GIVEN BY BORROWER ONLY AS OF THE CLOSING DATE.
(d)
Any amounts recovered from the Property or
any other collateral for the Loan after an Event of Default may be applied by
Lender toward the payment of any interest and/or principal of the Debt and/or
any other amounts due under the Loan Documents in such order, priority and
proportions as Lender in its sole discretion shall determine.
SECTION 10.3
RIGHT TO CURE DEFAULTS. UPON THE
OCCURRENCE AND DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, LENDER MAY, BUT
WITHOUT ANY OBLIGATION TO DO SO AND WITHOUT NOTICE TO OR DEMAND ON BORROWER AND
WITHOUT RELEASING BORROWER FROM ANY OBLIGATION HEREUNDER OR BEING DEEMED TO HAVE
CURED ANY EVENT OF DEFAULT HEREUNDER, MAKE, DO OR PERFORM ANY OBLIGATION OF
BORROWER HEREUNDER IN SUCH MANNER AND TO SUCH EXTENT AS LENDER MAY DEEM
NECESSARY. LENDER IS AUTHORIZED TO ENTER UPON THE PROPERTY FOR SUCH PURPOSES, OR
APPEAR IN,
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DEFEND, OR BRING ANY ACTION OR PROCEEDING TO PROTECT ITS INTEREST IN THE
PROPERTY FOR SUCH PURPOSES, AND THE COST AND EXPENSE THEREOF (INCLUDING
REASONABLE ATTORNEYS' FEES TO THE EXTENT PERMITTED BY LAW), WITH INTEREST AS
PROVIDED IN THIS SECTION 10.3, SHALL CONSTITUTE A PORTION OF THE DEBT AND SHALL
BE DUE AND PAYABLE TO LENDER UPON DEMAND. ALL SUCH COSTS AND EXPENSES INCURRED
BY LENDER IN REMEDYING SUCH EVENT OF DEFAULT OR SUCH FAILED PAYMENT OR ACT OR IN
APPEARING IN, DEFENDING, OR BRINGING ANY SUCH ACTION OR PROCEEDING SHALL BEAR
INTEREST AT THE DEFAULT RATE, FOR THE PERIOD AFTER SUCH COST OR EXPENSE WAS
INCURRED TO THE DATE OF PAYMENT TO LENDER. ALL SUCH COSTS AND EXPENSES INCURRED
BY LENDER TOGETHER WITH INTEREST THEREON CALCULATED AT THE DEFAULT RATE SHALL BE
DEEMED TO CONSTITUTE A PORTION OF THE DEBT AND BE SECURED BY THE LIENS, CLAIMS
AND SECURITY INTERESTS PROVIDED TO LENDER UNDER THE LOAN DOCUMENTS AND SHALL BE
IMMEDIATELY DUE AND