DUE
TO ANY SUCH PRIOR ACT, OMISSION OR DEFAULT.
THE EXERCISE OF ANY RIGHTS UNDER
THIS ASSIGNMENT BY LENDER SHALL NOT CURE OR WAIVE ANY DEFAULT OR EVENT OF
DEFAULT, OR INVALIDATE ANY ACT DONE PURSUANT HERETO OR PURSUANT TO ANY OTHER
LOAN DOCUMENTS, BUT SHALL BE CUMULATIVE OF ALL OTHER RIGHTS AND REMEDIES UNDER
THIS ASSIGNMENT AND THE OTHER LOAN DOCUMENTS.
6.
RIGHT TO CURE.
UPON THE OCCURRENCE OF AN EVENT OF DEFAULT
HEREUNDER OR UNDER ANY OF THE LOAN DOCUMENTS OR ANY DEFAULT OR BREACH BY
BORROWER UNDER ANY OF THE GENERAL INTANGIBLES, LENDER SHALL HAVE THE RIGHT AT
ANY TIME, BUT SHALL HAVE NO OBLIGATION, TO TAKE IN ITS NAME OR IN THE NAME OF
BORROWER, OR OTHERWISE, SUCH ACTION AS LENDER MAY AT ANY TIME OR FROM TIME TO
TIME DETERMINE TO BE REASONABLY NECESSARY TO CURE ANY DEFAULT UNDER THE GENERAL
INTANGIBLES OR TO PROTECT THE RIGHTS OF BORROWER OR LENDER THEREUNDER.
LENDER
SHALL INCUR NO LIABILITY TO BORROWER IF ANY ACTION TAKEN BY LENDER OR ON
LENDER'S BEHALF IN GOOD FAITH PURSUANT
6
TO THIS ASSIGNMENT SHALL PROVE TO BE IN WHOLE OR IN PART INADEQUATE OR INVALID.
BORROWER HEREBY AGREES TO PROTECT, DEFEND, INDEMNIFY AND HOLD LENDER AND ITS
AFFILIATED ENTITIES FREE AND HARMLESS FROM AND AGAINST ANY AND ALL LOSS, COST,
LIABILITY OR EXPENSE (INCLUDING, BUT NOT LIMITED TO, ATTORNEYS' FEES AND COSTS
AND ACCOUNTANTS' FEES AND COSTS) TO WHICH LENDER AND/OR ITS AFFILIATED ENTITIES
MAY BE EXPOSED, OR THAT LENDER AND/OR ITS AFFILIATED ENTITIES MAY INCUR, IN
EXERCISING ANY OF ITS RIGHTS UNDER THIS ASSIGNMENT, EXCEPT TO THE EXTENT CAUSED
BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LENDER.
7.
ATTORNEY-IN-FACT.
BORROWER HEREBY IRREVOCABLY CONSTITUTES AND
APPOINTS LENDER ITS TRUE AND LAWFUL ATTORNEY-IN-FACT, IN BORROWER'S NAME OR IN
LENDER'S NAME, OR OTHERWISE, TO ENFORCE ALL OF THE RIGHTS OF BORROWER UNDER THE
GENERAL INTANGIBLES, EXERCISABLE AT ANY TIME FROM AND AFTER THE OCCURRENCE OF AN
EVENT OF DEFAULT BY BORROWER HEREUNDER OR UNDER ANY OF THE OTHER LOAN DOCUMENTS
OR ANY DEFAULT OR BREACH BY BORROWER UNDER ANY OF THE GENERAL INTANGIBLES.
IT
IS HEREBY RECOGNIZED THAT THE POWER OF ATTORNEY HEREIN GRANTED IS COUPLED WITH
AN INTEREST AND SHALL NOT BE REVOCABLE SO LONG AS ANY OF THE OBLIGATIONS (AS
DEFINED IN THE SECURITY INSTRUMENT) ARE OUTSTANDING.
8.
DELIVERY OF CONSENTS TO ASSIGNMENT.
BORROWER SHALL PROMPTLY
REQUEST, USE ALL COMMERCIALLY REASONABLE EFFORTS TO OBTAIN, AND UPON OBTAINING
SAME DELIVER TO LENDER, CONSENTS TO THE TERMS OF THIS ASSIGNMENT, IN THE FORM
ATTACHED HERETO AS EXHIBIT B OR IN SUCH OTHER FORM REASONABLY ACCEPTABLE TO
LENDER, FROM SUCH CONTRACTING PARTIES AS LENDER MAY REQUEST FROM TIME TO TIME.
9.
FURTHER ASSURANCES.
BORROWER WILL, AT THE COST OF BORROWER, AND
WITHOUT EXPENSE TO LENDER, DO, EXECUTE, ACKNOWLEDGE AND DELIVER ALL FURTHER
ACTS, CONVEYANCES, ASSIGNMENTS, NOTICES OF ASSIGNMENTS, TRANSFERS AND ASSURANCES
AS LENDER SHALL, FROM TIME TO TIME, REQUIRE FOR THE BETTER ASSURING, CONVEYING,
ASSIGNING, TRANSFERRING AND CONFIRMING UNTO LENDER THE PROPERTY