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<br />sums which may have been paid, incurred or advanced by or on behalf of the Beneficiary or the
<br />Controlling Person for taxes, water or sewer rents, charges or claims, payments of prior liens, insurance
<br />appraiser’s charges, publication costs, and costs (which may be estimated as to items to be expended after
<br />entry of judgment) of procuring all such abstracts of title, title searches and examinations, title insurance
<br />policies, and similar data and assurances with respect to title as the Beneficiary or the Controlling Person
<br />may deem reasonably necessary either to prosecute such suit or to evidence to bidders at any sale which
<br />may be had pursuant to such judgment the true condition of the title to or the value of the Property, all
<br />costs of suit, together with interest at the Default Rate on any judgment obtained by the Beneficiary from
<br />and after the date of such judgment including the period from and after the date of any judicial sale until
<br />actual payment is made of the full amount due the Beneficiary as a result of such sale, and a reasonable
<br />attorney’s commission for collection.
<br />(b) If any or all of the Premises or any estate or interest therein is to be sold under
<br />the provisions of this Mortgage, by virtue of a judicial sale, it may be sold, as an entirety or in one or
<br />more parcels, by one sale or by several sales held at one time or at different times, with such
<br />postponement of any such sale as the Beneficiary, acting at the written direction of the Controlling
<br />Person, may deem appropriate and without regard to any right of the Grantor or any other person to the
<br />marshaling of assets. The Beneficiary or the Controlling Person, or a designee for either, may bid and
<br />become the purchaser at any such sale.
<br />(c) Upon any sale of the Grantor’s interest in any or all of the Property, whether by
<br />other foreclosure or judicial proceedings, the proceeds of such sale, together with any other sum then held
<br />as security hereunder or due under any of the provisions hereof as part of the Property (after paying all
<br />expenses of sale, including reasonable attorneys’ fees, and all taxes, assessments or impositions in
<br />connection with the Property which the Beneficiary deems it advisable or expedient to pay and all sums
<br />advanced, with interest thereon, as herein provided shall be applied) to the payment of the Secured
<br />Obligations then due and owing under the Funding Loan Documents and secured hereby and interest
<br />thereon to the date of payment and prepayment fees, if any, paying over the surplus, if any, less the
<br />expense, if any, of obtaining possession, to the Grantor or any person entitled thereto upon the surrender
<br />and delivery to the purchaser of possession of the Property.
<br />Section 3.05. Appointment of Receiver. The Beneficiary, acting at the written direction of the
<br />Controlling Person, may apply for the appointment of a receiver of the Premises and/or the Rents, without
<br />notice except as required by law, and shall be entitled to the appointment of the receiver as a matter of
<br />right, without consideration of the value of the Premises, the solvency of any person liable for the
<br />payment of the Secured Obligations, or the effect of the receivership on the operation of the Premises or
<br />the Grantor’s business thereon.
<br />Section 3.06. Application of Funds After Default. Except as otherwise herein provided or
<br />provided in the other Funding Loan Documents, upon the occurrence of an Event of Default hereunder,
<br />the Beneficiary, acting at the written direction of the Controlling Person, may, at any time without notice,
<br />apply any or all sums or amounts received and held by the Beneficiary (other than the security deposits
<br />from tenant leases) to pay insurance premiums, taxes, assessments and other impositions in connection
<br />with the Property, or apply amounts received as rents or income of the Property, or as insurance or
<br />condemnation proceeds, and all other sums or amounts received by the Beneficiary from or on account of
<br />the Grantor or the Property, or otherwise, to any of the Secured Obligations then due and payable, in such
<br />manner and order as the Beneficiary, acting at the written direction of the Controlling Person, may elect,
<br />notwithstanding that said indebtedness or the performance of said obligation may not yet be due. The
<br />receipt, use or application of any such sum or amount shall not be construed (i) to affect the maturity of
<br />any Secured Obligations or any of the rights or powers of the Beneficiary hereunder or under the terms of
<br />the Funding Loan Documents; or (ii) any of the obligations of the Grantor or any guarantor hereunder or
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