AND SPECIAL ASSESSMENTS, LEVIES, PERMITS, INSPECTION
AND LICENSE FEES, ALL WATER AND SEWER RENTS AND CHARGES, VAULT TAXES AND ALL
OTHER PUBLIC CHARGES EVEN IF UNFORESEEN OR EXTRAORDINARY, IMPOSED UPON OR
ASSESSED AGAINST OR WHICH MAY BECOME A LIEN ON ANY OF THE REAL ESTATE, OR
ARISING IN RESPECT OF THE OCCUPANCY, USE OR POSSESSION THEREOF, TOGETHER WITH
ANY PENALTIES OR INTEREST ON ANY OF THE FOREGOING (ALL OF THE FOREGOING ARE
COLLECTIVELY REFERRED TO HEREIN AS THE "IMPOSITIONS"), EXCEPT WHERE THE VALIDITY
OR AMOUNT THEREOF IS BEING CONTESTED IN ACCORDANCE WITH THE PROVISIONS OF THE
CREDIT AGREEMENT.
UPON REQUEST BY MORTGAGEE, MORTGAGOR SHALL WITHIN 30 DAYS
AFTER THE REQUEST OF MORTGAGEE, DELIVER TO MORTGAGEE EVIDENCE REASONABLY
ACCEPTABLE TO MORTGAGEE SHOWING THE PAYMENT OF ANY SUCH IMPOSITION.
IF BY LAW
ANY IMPOSITION, AT MORTGAGOR'S OPTION, MAY BE PAID IN INSTALLMENTS (WHETHER OR
NOT INTEREST SHALL ACCRUE ON THE UNPAID BALANCE OF SUCH IMPOSITION), MORTGAGOR
MAY ELECT TO PAY SUCH IMPOSITION IN SUCH INSTALLMENTS AND SHALL BE RESPONSIBLE
FOR THE PAYMENT OF SUCH INSTALLMENTS WITH INTEREST, IF ANY.
(B)
NOTHING HEREIN SHALL AFFECT ANY RIGHT OR
REMEDY OF MORTGAGEE UNDER THIS MORTGAGE OR OTHERWISE, WITHOUT NOTICE OR DEMAND
TO MORTGAGOR, TO PAY ANY IMPOSITION AFTER THE DATE SUCH IMPOSITION SHALL HAVE
BECOME DUE, AND ADD TO THE OBLIGATIONS THE AMOUNT SO PAID, TOGETHER WITH
INTEREST FROM THE TIME OF PAYMENT AT THE DEFAULT RATE.
ANY SUMS PAID BY
MORTGAGEE IN DISCHARGE OF ANY IMPOSITIONS SHALL BE (I) A LIEN ON THE PREMISES
SECURED HEREBY PRIOR TO ANY RIGHT OR TITLE TO, INTEREST IN, OR CLAIM UPON THE
PREMISES SUBORDINATE TO THE LIEN OF THIS MORTGAGE, AND (II) PAYABLE ON DEMAND BY
MORTGAGOR TO MORTGAGEE TOGETHER WITH INTEREST AT THE DEFAULT RATE AS SET FORTH
ABOVE.
(C)
MORTGAGOR SHALL NOT BE ENTITLED TO ANY
CREDIT AGAINST THE OBLIGATIONS BY REASON OF THE PAYMENT OF IMPOSITIONS.
6.
INSURANCE.
MORTGAGOR SHALL MAINTAIN
INSURANCE IN ACCORDANCE WITH THE PROVISIONS OF THE CREDIT AGREEMENT.
7.
RESTRICTIONS ON LIENS AND
ENCUMBRANCES.
EXCEPT FOR THE LIEN OF THIS MORTGAGE AND THE PERMITTED LIENS AND
EXCEPT AS OTHERWISE PERMITTED PURSUANT TO THE TERMS OF THE CREDIT AGREEMENT,
MORTGAGOR SHALL NOT FURTHER MORTGAGE, NOR OTHERWISE ENCUMBER THE MORTGAGED
PROPERTY NOR CREATE OR SUFFER TO EXIST ANY LIEN, CHARGE OR ENCUMBRANCE ON THE
MORTGAGED
D-6
PROPERTY, OR ANY PART THEREOF, WHETHER SUPERIOR OR SUBORDINATE TO THE LIEN OF
THIS MORTGAGE AND WHETHER RECOURSE OR NON-RECOURSE.
8.
DUE ON SALE AND OTHER TRANSFER
RESTRICTIONS.
EXCEPT AS PERMITTED BY THE CREDIT AGREEMENT, MORTGAGOR SHALL NOT
SELL, TRANSFER, CONVEY OR ASSIGN ALL OR ANY PORTION OF, OR ANY INTEREST IN, THE
MORTGAGED PROPERTY.
9.
CONDEMNATION/EMINENT DOMAIN.
PROMPTLY
UPON OBTAINING KNOWLEDGE OF THE INSTITUTION OF ANY PROCEEDINGS FOR THE
CONDEMNATION OF THE MORTGAGED PROPERTY, OR ANY MATERIAL PORTION THEREOF,
MORTGAGOR WILL NOTIFY MORTGAGEE OF THE PENDENCY OF SUCH PROCEEDINGS.
ALL AWARDS
AND PROCEEDS RELATING TO SUCH CONDEMNATION SHALL BE DEEMED PROCEEDS FROM A
RECOVERY EVENT AND APPLIED IN THE MANNER SPECIFIED IN THE CREDIT