ADDITION, LENDER MAY, AT ITS OPTION, WITHOUT WAIVING SUCH EVENT OF DEFAULT,
WITHOUT REGARD TO THE ADEQUACY OF THE SECURITY FOR THE DEBT, EITHER IN PERSON OR
BY AGENT, NOMINEE OR ATTORNEY, WITH OR WITHOUT BRINGING ANY ACTION OR
PROCEEDING, OR BY A RECEIVER APPOINTED BY A COURT, DISPOSSESS BORROWER AND ITS
AGENTS AND SERVANTS FROM THE PROPERTY, WITHOUT LIABILITY FOR TRESPASS, DAMAGES
OR OTHERWISE AND EXCLUDE BORROWER AND ITS AGENTS OR SERVANTS WHOLLY THEREFROM,
AND TAKE POSSESSION OF THE PROPERTY AND ALL BOOKS, RECORDS AND ACCOUNTS RELATING
THERETO AND HAVE, HOLD, MANAGE, LEASE AND OPERATE THE PROPERTY ON SUCH TERMS AND
FOR SUCH PERIOD OF TIME AS LENDER MAY DEEM PROPER AND EITHER WITH OR WITHOUT
TAKING POSSESSION OF THE PROPERTY IN ITS OWN NAME, DEMAND, SUE FOR OR OTHERWISE
COLLECT AND RECEIVE ALL RENTS AND SUMS DUE UNDER ALL LEASE GUARANTIES, INCLUDING
THOSE PAST DUE AND UNPAID WITH FULL POWER TO MAKE FROM TIME TO TIME ALL
ALTERATIONS, RENOVATIONS, REPAIRS OR REPLACEMENTS THERETO OR THEREOF AS LENDER
MAY DEEM PROPER AND MAY APPLY THE RENTS AND SUMS RECEIVED PURSUANT TO ANY LEASE
GUARANTIES TO THE PAYMENT OF THE FOLLOWING IN SUCH ORDER AND PROPORTION AS
LENDER IN ITS SOLE DISCRETION MAY DETERMINE, ANY LAW, CUSTOM OR USE TO THE
CONTRARY NOTWITHSTANDING:
(A) ALL EXPENSES OF MANAGING AND SECURING THE
PROPERTY, INCLUDING, WITHOUT BEING LIMITED THERETO, THE SALARIES, FEES AND WAGES
OF A MANAGING AGENT AND SUCH OTHER EMPLOYEES OR AGENTS AS LENDER MAY DEEM
NECESSARY OR DESIRABLE AND ALL EXPENSES OF OPERATING AND MAINTAINING THE
PROPERTY, INCLUDING, WITHOUT BEING LIMITED THERETO, ALL TAXES, CHARGES, CLAIMS,
ASSESSMENTS, WATER CHARGES, SEWER RENTS AND ANY OTHER LIENS, AND PREMIUMS FOR
ALL INSURANCE WHICH LENDER MAY DEEM NECESSARY OR DESIRABLE, AND THE COST OF ALL
ALTERATIONS, RENOVATIONS, REPAIRS OR REPLACEMENTS, AND ALL EXPENSES INCIDENT TO
TAKING AND RETAINING POSSESSION OF THE PROPERTY; AND (B) THE DEBT, TOGETHER WITH
ALL COSTS AND REASONABLE ATTORNEYS' FEES.
IN ADDITION, UPON THE OCCURRENCE OF
AN EVENT OF DEFAULT, LENDER, AT ITS OPTION, MAY (1) COMPLETE ANY CONSTRUCTION ON
THE PROPERTY IN SUCH MANNER AND FORM AS LENDER DEEMS ADVISABLE, (2) EXERCISE ALL
RIGHTS AND POWERS OF BORROWER, INCLUDING, WITHOUT LIMITATION, THE RIGHT TO
NEGOTIATE, EXECUTE, CANCEL, ENFORCE OR MODIFY ANY LEASES, OBTAIN AND EVICT
TENANTS, AND DEMAND, SUE FOR, COLLECT AND RECEIVE ALL RENTS FROM THE PROPERTY
AND ALL SUMS DUE UNDER ANY LEASE GUARANTIES, (3) REQUIRE BORROWER TO PAY MONTHLY
IN ADVANCE TO LENDER, OR ANY RECEIVER APPOINTED TO COLLECT THE RENTS, THE FAIR
AND REASONABLE RENTAL VALUE FOR THE USE AND OCCUPANCY OF SUCH PART OF THE
PROPERTY AS MAY BE IN POSSESSION OF BORROWER OR (4) REQUIRE BORROWER TO VACATE
AND SURRENDER POSSESSION OF THE PROPERTY TO LENDER OR TO SUCH RECEIVER AND, IN
DEFAULT THEREOF, BORROWER MAY BE EVICTED BY SUMMARY PROCEEDINGS OR OTHERWISE.
SECTION 3.2
OTHER REMEDIES.
NOTHING CONTAINED IN THIS ASSIGNMENT
AND NO ACT DONE OR OMITTED BY LENDER PURSUANT TO THE POWER AND RIGHTS GRANTED TO
LENDER HEREUNDER SHALL