WITH RESPECT TO ANY OF THE
LEASES, WHETHER THE DEFAULT BE THAT OF THE LESSEE OR OF THE LESSOR; (C) DELIVER
TO MORTGAGEE FULLY EXECUTED, COUNTERPART ORIGINAL(S) OF EACH AND EVERY LEASE IF
REQUESTED TO DO SO; AND (E) EXECUTE AND RECORD SUCH ADDITIONAL ASSIGNMENTS OF
ANY LEASE OR SPECIFIC SUBORDINATIONS (OR SUBORDINATION, ATTORNMENT AND
NON-DISTURBANCE AGREEMENTS EXECUTED BY THE LESSOR AND LESSEE) OF ANY LEASE TO
THIS MORTGAGE, IN FORM AND SUBSTANCE REASONABLY ACCEPTABLE TO MORTGAGEE, AS
MORTGAGEE MAY REQUEST.
MORTGAGOR SHALL NOT, WITHOUT MORTGAGEE'S PRIOR WRITTEN
CONSENT (WHICH SHALL BE GIVEN OR WITHHELD WITHIN 20 DAYS OF MORTGAGOR'S WRITTEN
REQUEST THEREFORE AND DELIVERY OF ALL INFORMATION RELATING THERETO AS MORTGAGEE
MAY REASONABLY REQUEST) OR AS OTHERWISE PERMITTED BY ANY PROVISION OF THE LOAN
AGREEMENT: (I) ENTER INTO ANY LEASES AFTER THE DATE HEREOF EXCEPT FOR PERMITTED
LEASES (AS DEFINED IN THE LOAN AGREEMENT); (II) EXECUTE ANY OTHER ASSIGNMENT
RELATING TO ANY OF THE LEASES; (III) DISCOUNT ANY RENT OR OTHER SUMS DUE UNDER
THE LEASES OR COLLECT THE SAME IN ADVANCE, OTHER THAN TO COLLECT RENTALS ONE (1)
MONTH IN ADVANCE OF THE TIME WHEN IT BECOMES DUE; (IV) TERMINATE, MODIFY OR
AMEND ANY OF THE TERMS OF THE LEASES OTHER THAN PERMITTED LEASES OR IN ANY
MANNER RELEASE OR DISCHARGE THE LESSEES FROM ANY OBLIGATIONS THEREUNDER; (V)
CONSENT TO ANY ASSIGNMENT OR SUBLETTING BY ANY LESSEE; OR (VI) SUBORDINATE OR
AGREE TO SUBORDINATE ANY OF THE LEASES TO ANY OTHER MORTGAGE OR ENCUMBRANCE.
ANY SUCH ATTEMPTED ACTION IN VIOLATION OF THE PROVISIONS OF THIS SECTION SHALL
BE NULL AND VOID. WITHOUT IN ANY WAY LIMITING THE REQUIREMENT OF MORTGAGEE'S
CONSENT HEREUNDER, ANY SUMS RECEIVED BY MORTGAGOR IN CONSIDERATION OF ANY
TERMINATION (OR THE RELEASE OR DISCHARGE OF ANY LESSEE) MODIFICATION OR
AMENDMENT OF ANY LEASE SHALL BE APPLIED TO REDUCE THE OUTSTANDING SECURED
OBLIGATIONS AND ANY SUCH SUMS RECEIVED BY MORTGAGOR SHALL BE HELD IN TRUST BY
MORTGAGOR FOR SUCH PURPOSE.
3.6
ESTOPPEL CERTIFICATES.
WITHIN THIRTY (30) DAYS AFTER
WRITTEN REQUEST BY MORTGAGEE, MORTGAGOR SHALL USE ITS REASONABLE EFFORTS TO
OBTAIN AND DELIVER TO MORTGAGEE AND TO ANY PARTY DESIGNATED BY MORTGAGEE
ESTOPPEL CERTIFICATES EXECUTED BY MORTGAGOR AND BY EACH OF THE LESSEES, IN
RECORDABLE FORM, CERTIFYING (IF SUCH BE THE CASE):
(A) THAT THE FOREGOING
ASSIGNMENT AND THE LEASES ARE IN FULL FORCE AND EFFECT; (B) THE DATE OF EACH
LESSEE'S MOST RECENT PAYMENT OF RENT; (C) THAT THERE ARE NO DEFENSES OR OFFSETS
OUTSTANDING, OR STATING THOSE CLAIMED BY MORTGAGOR OR LESSEES UNDER THE
FOREGOING ASSIGNMENT OR THE LEASES, AS THE CASE MAY BE; AND (D) ANY OTHER
INFORMATION REASONABLY REQUESTED BY MORTGAGEE.
8
ARTICLE 4.
SECURITY AGREEMENT AND FIXTURE FILING
4.1
SECURITY INTEREST.
MORTGAGOR HEREBY GRANTS AND
ASSIGNS TO MORTGAGEE AS OF THE "EFFECTIVE DATE" (DEFINED IN THE LOAN AGREEMENT)
A SECURITY INTEREST, TO SECURE PAYMENT AND PERFORMANCE OF ALL OF THE SECURED
OBLIGATIONS, IN ALL OF THE FOLLOWING DESCRIBED PERSONAL PROPERTY IN WHICH
MORTGAGOR NOW OR AT ANY TIME HEREAFTER HAS ANY