A FIRST-PRIORITY PERFECTED SECURITY
INTEREST IN EACH OF THE RESERVE FUNDS AND ANY AND ALL MONIES NOW OR HEREAFTER
DEPOSITED IN EACH RESERVE FUND AS ADDITIONAL SECURITY FOR PAYMENT OF THE DEBT.
UNTIL EXPENDED OR APPLIED IN ACCORDANCE HEREWITH, THE RESERVE FUNDS SHALL
CONSTITUTE ADDITIONAL SECURITY FOR THE DEBT.
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7.7.2
UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, LENDER MAY, IN ADDITION
TO ANY AND ALL OTHER RIGHTS AND REMEDIES AVAILABLE TO LENDER, APPLY ANY SUMS
THEN PRESENT IN ANY OR ALL OF THE RESERVE FUNDS TO THE PAYMENT OF THE DEBT IN
ANY ORDER IN ITS SOLE DISCRETION.
7.7.3
THE RESERVE FUNDS SHALL NOT CONSTITUTE TRUST FUNDS AND MAY BE
COMMINGLED WITH OTHER MONIES HELD BY LENDER.
7.7.4
INTENTIONALLY OMITTED.
7.7.5
BORROWER SHALL NOT, WITHOUT OBTAINING THE PRIOR WRITTEN CONSENT OF
LENDER, FURTHER PLEDGE, ASSIGN OR GRANT ANY SECURITY INTEREST IN ANY RESERVE
FUND OR THE MONIES DEPOSITED THEREIN OR PERMIT ANY LIEN OR ENCUMBRANCE TO ATTACH
THERETO, OR ANY LEVY TO BE MADE THEREON, OR ANY UCC-1 FINANCING STATEMENTS,
EXCEPT THOSE NAMING LENDER AS THE SECURED PARTY, TO BE FILED WITH RESPECT
THERETO.
7.7.6
LENDER SHALL NOT BE LIABLE FOR ANY LOSS SUSTAINED ON THE INVESTMENT
OF ANY FUNDS CONSTITUTING THE RESERVE FUNDS UNLESS OCCASIONED BY THE GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT OF LENDER.
7.7.7
UPON PAYMENT IN FULL OF THE DEBT AND PERFORMANCE OF ALL OTHER
OBLIGATIONS UNDER THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, LENDER SHALL
DISBURSE TO BORROWER ALL REMAINING RESERVE FUNDS.
ARTICLE VIII
DEFAULTS
SECTION 8.1.
EVENT OF DEFAULT.
(A)
EACH OF THE FOLLOWING EVENTS
SHALL CONSTITUTE AN EVENT OF DEFAULT HEREUNDER (AN "EVENT OF DEFAULT"):
(I)
IF ANY PORTION OF THE DEBT IS NOT PAID ON THE APPLICABLE DUE
DATE;
(II)
IF ANY OF THE TAXES OR OTHER CHARGES ARE NOT PAID PRIOR TO THE
DATE WHEN THE SAME BECOME DELINQUENT, EXCEPT TO THE EXTENT THAT BORROWER IS
CONTESTING SAME IN ACCORDANCE WITH THE TERMS OF SECTION 5.1.2 HEREOF, OR THERE
ARE SUFFICIENT FUNDS IN THE TAX AND INSURANCE ESCROW FUND TO PAY SUCH TAXES OR
OTHER CHARGES AND LENDER FAILS TO OR REFUSES TO RELEASE THE SAME FROM THE TAX
AND INSURANCE ESCROW FUND;
(III)
IF THE POLICIES ARE NOT KEPT IN FULL FORCE AND EFFECT, OR IF
CERTIFIED COPIES OF THE POLICIES ARE NOT DELIVERED TO LENDER WITHIN TEN
(10) DAYS OF REQUEST;
(IV)
IF BORROWER TRANSFERS OR ENCUMBERS ANY PORTION OF THE PROPERTY
WITHOUT LENDER'S PRIOR WRITTEN CONSENT (TO EXTENT SUCH CONSENT IS REQUIRED) OR
OTHERWISE VIOLATES THE PROVISIONS OF SECTION 5.2.13 OF THIS LOAN AGREEMENT;
(V)
IF ANY MATERIAL REPRESENTATION OR WARRANTY MADE BY BORROWER HEREIN
OR IN ANY OTHER LOAN DOCUMENT, OR IN ANY REPORT, CERTIFICATE, FINANCIAL
STATEMENT OR OTHER INSTRUMENT, AGREEMENT OR DOCUMENT FURNISHED TO LENDER SHALL
HAVE BEEN FALSE OR
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MISLEADING IN ANY MATERIAL RESPECT AS OF THE DATE THE REPRESENTATION OR WARRANTY
WAS MADE;
(VI)
IF BORROWER OR INDEMNITOR OR ANY GUARANTOR UNDER ANY GUARANTY OR
INDEMNITY ISSUED IN CONNECTION WITH