Common use of Assignment of Leases, Rents and Profits Clause in Contracts

Assignment of Leases, Rents and Profits. (a) Pursuant to Section 5.3(a) of the Lease, Lessee immediately and absolutely sold, assigned, transferred, and set over, and does immediately and absolutely sell, assign, transfer, and set over unto Lessor, its successors and assigns, the rights, interests and privileges which Lessee may have as lessor in the Lease and in any and all other leases and subleases now existing or hereafter made that affect the Property and all rents and profits therefrom (the “Rents and Profits”). In furtherance of the foregoing assignment of leases, Rents and Profits, Lessee hereby irrevocably appoints Lessor as its agent and attorney-in-fact, in its name and stead (with or without taking possession of the Property) to rent, lease or let all or any portion of the Property to any party or parties at such rental and upon such terms as the Lessor shall, in the Lessor’s discretion, determine, and hereby authorizes the Lessor to collect all Rents and Profits arising or accruing from any and all leases and subleases of the Property at any time hereafter, and all now due or that may hereafter become due under each and every of the leases and subleases, written or oral, or other tenancy existing, or which may hereafter exist on the Property, with the same rights and powers and subject to the same immunities, exoneration of liability and rights of recourse and indemnity as the Lessor would have upon taking possession pursuant, and Lessee hereby directs each tenant of the Property to pay all Rents and Profits for which such tenant is liable directly to Lessor, provided, however, that until terminated and revoked as hereinafter provided, Lessee shall have the privilege and is hereby granted a revocable license to enter into, amend, modify and terminate leases and subleases as provided in the Operative Agreements and to collect the Rents and Profits as they become due and payable. Upon the occurrence of an Event of Default, the privilege and license hereby granted to Lessee to enter into, amend, modify and terminate leases and subleases and to collect the Rents and Profits shall automatically cease, terminate and be revoked, and the Lessor at the Lessor’s option (but without any obligation to do so), may elect, by notice in writing to Lessee, to thereafter exercise the rights and powers granted herein and collect all Rents and Profits as they become due and payable either directly or by a receiver appointed by a court, in addition to any other rights and remedies provided for herein, without regard to the adequacy of the security for the obligations secured hereby and without bringing any action or proceeding, or filing or recording any notice of default or election to foreclose the lien evidenced by this Memorandum or to sell the Property or any party thereof. (b) The collection and acceptance of all or any portion of the Rents and Profits by the Lessor shall not constitute a waiver of any other right which the Lessor may have under the Lease or applicable law. The Lessor’s failure to collect any such Rents and Profits shall not in any manner affect the Lessor’s subsequent enforcement of its right to collect the same. The Lessor’s receipt and application of such Rents and Profits under this Section after the execution and delivery of a declaration of an Event of Default and with, at the Lessor’s option, a demand for sale, or during the pendency of non-judicial foreclosure sale or judicial foreclosure proceedings hereunder, shall not cure such Event of Default or affect such sale proceeding. (c) Notwithstanding anything to the contrary contained in this Memorandum, Lessee specifically acknowledges that the assignment of leases and Rents and Profits set forth herein constitutes an absolute assignment and not an assignment as additional security. If there is an inconsistency or conflict between the terms of this Section and the remaining terms of this Memorandum, this Section shall control. (d) Upon delivery of a demand for Rent and Profits by the Lessor to any tenant of the Property, such tenant is authorized to pay to the Lessor the Rents and Profits for which it is obligated without liability on the part of such tenant to make any inquiry into the existence of any Event of Default by Lessee or the application of such Rents and Profits. (e) Lessee shall execute and deliver to the Lessor such further documents that the Lessor may require to effectuate or confirm the assignment of leases and of the Rents and Profits set forth herein. (f) With respect to the assignment of the leases and agreements affecting the Property and the Rents and Profits, Lessor shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Lessee under any of the leases or agreements assigned under this Lease. Pursuant to Section 5.3(b) of the Lease, Lessee agreed to indemnify Lessor and the other Financing Parties for, and to save them harmless from, any and all liability arising from any such agreements or from such assignment. Such assignment shall not place responsibility for the control, care, management or repair of the Property upon Lessor or the other Financing Parties, or make Lessor or the other Financing Parties responsible or liable for any negligence in the management, operation, upkeep, repair or control of the Property resulting in loss or injury or death to any tenant, licensee, employee or stranger.

Assignment of Leases, Rents and Profits. 22.1. Borrower hereby unconditionally grant to Lender a lien against the leases, rents and profits and does hereby further assign, transfer and set over to Lender, all right, title and interest of Borrower in and to all leases, and all rents, income, receipts, revenues, issues and profits from or due or arising out of the Mortgaged Property. This assignment is also evidenced by a separate document entitled Assignment of Rents, Leases and Profits, of even date herewith, executed by Borrower and recorded simultaneously herewith, which constitutes one of the Loan Documents. All of the terms, covenants and conditions of the Assignment of Rents, Leases and Profits, all of the defined terms as used therein, and all amendments and supplements to such Assignment, are hereby expressly incorporated herein by this reference and made a part hereof as though fully set forth. 22.2. In addition to observing the covenants of Borrower in the Assignment of Rents, Leases and Profits, Borrower (a) Pursuant to Section 5.3(awill not execute any further assignment of any of its right, title or interest in the Leases, Rents, Contracts and Profits; (b) will enforce the performance and observance of the Leasecovenants and obligations of the tenants under the Leases; (c) will not, Lessee immediately except where Borrower is the landlord and absolutely soldthe tenant is in default thereunder, assignedterminate or consent to the cancellation or surrender of any Lease of office or retail space, transferred, and set over, and does immediately and absolutely sell, assign, transfer, and set over unto Lessor, its successors and assigns, the rights, interests and privileges which Lessee may have as lessor in the Lease and in any and all other leases and subleases now existing or hereafter to be made (except that affect any such Lease may be canceled if simultaneously upon the Property and all rents and profits therefrom cancellation Borrower as landlord enters into a new Lease with a new tenant); (d) will not modify any such Lease where Borrower is the “Rents and Profits”). In furtherance landlord to shorten the unexpired Lease term or decrease the amount of the foregoing assignment rent and other charges payable by the tenant thereunder; (e) will not accept prepayments of leasesany installments of rent to become due under any Leases in excess of one (1) month, Rents and Profits, Lessee hereby irrevocably appoints Lessor as its agent and attorney-in-fact, except prepayments in its name and stead (with or without taking possession the nature of security for the performance of the lessees' obligations thereunder; (f) will not in any other manner impair the value of the Mortgaged Property or the security of this Mortgage; (g) will observe and perform each and every term to be observed or performed by Borrower pursuant to the terms of any agreement or recorded instrument affecting or pertaining to the Mortgaged Property; (h) will not permit any Lease to rentbe subordinated to any mortgage which is subordinate to this Mortgage; and (i) will not enter into any new Leases except those approved by Lender. Notwithstanding anything herein contained to the contrary, lease items (c), (d), (e), (h) and (i) above shall not be applicable if the Borrower leases to one or let all or more unrelated third parties any portion of the Property to any party or parties at such rental and upon such terms as the Lessor shall, in the Lessor’s discretion, determine, and hereby authorizes the Lessor to collect all Rents and Profits arising or accruing from any and all leases and subleases of the Property at any time hereafter, and all now due or that may hereafter become due under each and every of the leases and subleases, written or oral, or other tenancy existing, or Improvements which may hereafter exist on the Property, with the same rights and powers and subject to the same immunities, exoneration of liability and rights of recourse and indemnity as the Lessor would have upon taking possession pursuant, and Lessee hereby directs each tenant of the Property to pay all Rents and Profits accounts for which such tenant is liable directly to Lessor, provided, however, that until terminated and revoked as hereinafter provided, Lessee shall have the privilege and is hereby granted a revocable license to enter into, amend, modify and terminate leases and subleases as provided in the Operative Agreements and to collect the Rents and Profits as they become due and payable. Upon the occurrence of an Event of Default, the privilege and license hereby granted to Lessee to enter into, amend, modify and terminate leases and subleases and to collect the Rents and Profits shall automatically cease, terminate and be revoked, and the Lessor at the Lessor’s option less than thirty-three percent (but without any obligation to do so), may elect, by notice in writing to Lessee, to thereafter exercise the rights and powers granted herein and collect all Rents and Profits as they become due and payable either directly or by a receiver appointed by a court, in addition to any other rights and remedies provided for herein, without regard to the adequacy of the security for the obligations secured hereby and without bringing any action or proceeding, or filing or recording any notice of default or election to foreclose the lien evidenced by this Memorandum or to sell the Property or any party thereof. (b) The collection and acceptance of all or any portion of the Rents and Profits by the Lessor shall not constitute a waiver of any other right which the Lessor may have under the Lease or applicable law. The Lessor’s failure to collect any such Rents and Profits shall not in any manner affect the Lessor’s subsequent enforcement of its right to collect the same. The Lessor’s receipt and application of such Rents and Profits under this Section after the execution and delivery of a declaration of an Event of Default and with, at the Lessor’s option, a demand for sale, or during the pendency of non-judicial foreclosure sale or judicial foreclosure proceedings hereunder, shall not cure such Event of Default or affect such sale proceeding. (c) Notwithstanding anything to the contrary contained in this Memorandum, Lessee specifically acknowledges that the assignment of leases and Rents and Profits set forth herein constitutes an absolute assignment and not an assignment as additional security. If there is an inconsistency or conflict between the terms of this Section and the remaining terms of this Memorandum, this Section shall control. (d) Upon delivery of a demand for Rent and Profits by the Lessor to any tenant of the Property, such tenant is authorized to pay to the Lessor the Rents and Profits for which it is obligated without liability on the part of such tenant to make any inquiry into the existence of any Event of Default by Lessee or the application of such Rents and Profits. (e) Lessee shall execute and deliver to the Lessor such further documents that the Lessor may require to effectuate or confirm the assignment of leases and of the Rents and Profits set forth herein. (f) With respect to the assignment of the leases and agreements affecting the Property and the Rents and Profits, Lessor shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Lessee under any of the leases or agreements assigned under this Lease. Pursuant to Section 5.3(b33%) of the Lease, Lessee agreed to indemnify Lessor and the other Financing Parties for, and to save them harmless from, any and all liability arising from any such agreements or from such assignment. Such assignment shall not place responsibility for the control, care, management or repair gross square footage of the Property upon Lessor or the other Financing Parties, or make Lessor or the other Financing Parties responsible or liable for any negligence in the management, operation, upkeep, repair or control of the Property resulting in loss or injury or death to any tenant, licensee, employee or strangerbuilding(s) constructed thereon.

Assignment of Leases, Rents and Profits. 24.1. Borrower hereby unconditionally grants to Collateral Agent a lien against the leases, rents, deposits and profits and does hereby further assign, transfer and set over to Collateral Agent, all right, title and interest of Borrower in and to all leases, and all rents, income, receipts, revenues, issues and profits from or due or arising put of the Mortgaged Property. 24.2. Borrower (a) Pursuant to Section 5.3(awill not execute any further assignment of any of its right, title or interest in the Leases, Rents, Contracts, Deposits and Profits; (b) will enforce the performance and observance of the Leasecovenants and obligations of the tenants under the Leases; (c) will not, Lessee immediately except where Borrower is the landlord and absolutely soldthe tenant is in default thereunder, assignedterminate or consent to the cancellation or surrender of any Lease of office or retail space, transferred, and set over, and does immediately and absolutely sell, assign, transfer, and set over unto Lessor, its successors and assigns, the rights, interests and privileges which Lessee may have as lessor in the Lease and in any and all other leases and subleases now existing or hereafter to be made (except that affect any such Lease may be canceled if simultaneously upon the Property and all rents and profits therefrom cancellation Borrower as landlord enters into a new Lease with a new tenant); (d) will not modify any such Lease where Borrower is the “Rents and Profits”). In furtherance landlord to shorten the unexpired Lease term or decrease the amount of the foregoing assignment rent and other charges payable by the tenant thereunder; (e) will not accept prepayments of leases, Rents and Profits, Lessee hereby irrevocably appoints Lessor as its agent and attorney-in-fact, in its name and stead (with or without taking possession any installments of the Property) rent to rent, lease or let all or any portion of the Property to any party or parties at such rental and upon such terms as the Lessor shall, in the Lessor’s discretion, determine, and hereby authorizes the Lessor to collect all Rents and Profits arising or accruing from any and all leases and subleases of the Property at any time hereafter, and all now due or that may hereafter become due under any Leases in excess of one (1) month, except prepayments in the nature of security for the performance of the lessees, obligations thereunder; (f) will not in any other manner impair the value of the Mortgaged Property or the security of this Mortgage; (g) will observe and perform each and every of the leases and subleases, written term to be observed or oral, or other tenancy existing, or which may hereafter exist on the Property, with the same rights and powers and subject performed by Borrower pursuant to the same immunities, exoneration of liability and rights of recourse and indemnity as the Lessor would have upon taking possession pursuant, and Lessee hereby directs each tenant of the Property to pay all Rents and Profits for which such tenant is liable directly to Lessor, provided, however, that until terminated and revoked as hereinafter provided, Lessee shall have the privilege and is hereby granted a revocable license to enter into, amend, modify and terminate leases and subleases as provided in the Operative Agreements and to collect the Rents and Profits as they become due and payable. Upon the occurrence of an Event of Default, the privilege and license hereby granted to Lessee to enter into, amend, modify and terminate leases and subleases and to collect the Rents and Profits shall automatically cease, terminate and be revoked, and the Lessor at the Lessor’s option (but without any obligation to do so), may elect, by notice in writing to Lessee, to thereafter exercise the rights and powers granted herein and collect all Rents and Profits as they become due and payable either directly or by a receiver appointed by a court, in addition to any other rights and remedies provided for herein, without regard to the adequacy of the security for the obligations secured hereby and without bringing any action or proceeding, or filing or recording any notice of default or election to foreclose the lien evidenced by this Memorandum or to sell the Property or any party thereof. (b) The collection and acceptance of all or any portion of the Rents and Profits by the Lessor shall not constitute a waiver of any other right which the Lessor may have under the Lease or applicable law. The Lessor’s failure to collect any such Rents and Profits shall not in any manner affect the Lessor’s subsequent enforcement of its right to collect the same. The Lessor’s receipt and application of such Rents and Profits under this Section after the execution and delivery of a declaration of an Event of Default and with, at the Lessor’s option, a demand for sale, or during the pendency of non-judicial foreclosure sale or judicial foreclosure proceedings hereunder, shall not cure such Event of Default or affect such sale proceeding. (c) Notwithstanding anything to the contrary contained in this Memorandum, Lessee specifically acknowledges that the assignment of leases and Rents and Profits set forth herein constitutes an absolute assignment and not an assignment as additional security. If there is an inconsistency or conflict between the terms of this Section and any agreement or recorded instrument affecting or pertaining to the remaining terms of this Memorandum, this Section shall control. Mortgaged Property; (dh) Upon delivery of a demand for Rent and Profits by the Lessor will not permit any Lease to be subordinated to any tenant of the Property, such tenant mortgage which is authorized subordinate to pay this Mortgage; and (i) will not enter into any new Leases except those approved by Collateral Agent. Borrower will not enter into any new Leases without having first obtained Collateral Agent’s prior written consent which may be withheld subject to the Lessor the Rents and Profits for which it is obligated without liability on the part of such tenant to make any inquiry into the existence of any Event of Default by Lessee or the application of such Rents and ProfitsCollateral Agent’s sole discretion. (e) Lessee shall execute and deliver to the Lessor such further documents that the Lessor may require to effectuate or confirm the assignment of leases and of the Rents and Profits set forth herein. (f) With respect to the assignment of the leases and agreements affecting the Property and the Rents and Profits, Lessor shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Lessee under any of the leases or agreements assigned under this Lease. Pursuant to Section 5.3(b) of the Lease, Lessee agreed to indemnify Lessor and the other Financing Parties for, and to save them harmless from, any and all liability arising from any such agreements or from such assignment. Such assignment shall not place responsibility for the control, care, management or repair of the Property upon Lessor or the other Financing Parties, or make Lessor or the other Financing Parties responsible or liable for any negligence in the management, operation, upkeep, repair or control of the Property resulting in loss or injury or death to any tenant, licensee, employee or stranger.

Assignment of Leases, Rents and Profits. (a) Pursuant to Section 5.3(a) To further secure the Obligations, the Mortgagor hereby sells, assigns and transfers unto the Mortgagee all the rents, issues and profits of the LeaseMortgaged Property (collectively, Lessee immediately "Rents") now due and absolutely soldwhich may hereafter become due ----- under or by virtue of any lease, assignedwhether written or verbal, transferredor any letting of, or of any agreement for the use or occupancy of the Mortgaged Property or any part thereof, which may have been heretofore or may be hereafter made or agreed to or which may be made or agreed to by the Mortgagee under the powers herein granted, it being the intention hereby to establish an absolute transfer and assignment of all such leases and agreements, and set overall the avails thereunder, to the Mortgagee and does immediately and absolutely sellnot merely the passing of a security interest. The Mortgagor, assignto the extent permitted by applicable law, transfer, and set over unto Lessor, its successors and assigns, the rights, interests and privileges which Lessee may have as lessor in the Lease and in any and all other leases and subleases now existing or hereafter made that affect the Property and all rents and profits therefrom (the “Rents and Profits”). In furtherance of the foregoing assignment of leases, Rents and Profits, Lessee hereby irrevocably appoints Lessor as the Mortgagee its agent true and attorney-in-fact, lawful attorney (coupled with an interest) in its name name, place and stead (with or without taking possession of the PropertyPremises) to rent, lease or let all or any portion of the Mortgaged Property to any party or parties at such rental and upon such terms as the Lessor Mortgagee shall, in the Lessor’s its reasonable discretion, determine, and hereby authorizes the Lessor to collect all of said Rents and Profits arising from or accruing from any and all leases and subleases of the Property at any time hereafter, and all now due or that may hereafter become due under each and every one of the leases and subleasesagreements, written or oralverbal, or other tenancy existing, or which may hereafter exist on the Mortgaged Property, with the same rights and powers and subject to the same immunities, exoneration of liability and rights of recourse and indemnity as the Lessor Mortgagee would have upon taking possession pursuant, and Lessee hereby directs each tenant of the Property to pay all Rents and Profits for which such tenant is liable directly to Lessor, provided, however, that until terminated and revoked as hereinafter provided, Lessee shall have the privilege and is hereby granted a revocable license to enter into, amend, modify and terminate leases and subleases as provided in the Operative Agreements and to collect the Rents and Profits as they become due and payable. Upon the occurrence of an Event of Default, the privilege and license hereby granted to Lessee to enter into, amend, modify and terminate leases and subleases and to collect the Rents and Profits shall automatically cease, terminate and be revoked, and the Lessor at the Lessor’s option (but without any obligation to do so), may elect, by notice in writing to Lessee, to thereafter exercise the rights and powers granted herein and collect all Rents and Profits as they become due and payable either directly or by a receiver appointed by a court, in addition to any other rights and remedies provided for herein, without regard pursuant to the adequacy provisions of the security for the obligations secured hereby Article 4 hereof. The Mortgagor represents and without bringing agrees that no Rent has been or will be paid by any action person or proceeding, or filing or recording any notice entity in possession of default or election to foreclose the lien evidenced by this Memorandum or to sell the Property or any party thereof. (b) The collection and acceptance of all or any portion of the Mortgaged Property for more than one installment in advance and that the payment of none of the Rents and Profits to accrue for any portion of the Mortgaged Property will be waived, released, reduced, discounted or otherwise discharged or compromised by the Lessor Mortgagor. As between the Mortgagor and the Mortgagee, the Mortgagor waives any rights to set- off disputed amounts due from any person or entity in possession of any portion of the Mortgaged Property against sums due to the Mortgagee (but the Mortgagor shall not constitute a waiver of be deemed hereunder to have waived any other right which the Lessor may have under the Lease rights or applicable lawremedies against such person or entity). The Lessor’s failure Mortgagor agrees that it will not assign any of the Rents of the Mortgaged Property. Nothing herein contained shall be construed as constituting the Mortgagee a mortgagee in possession in the absence of the taking of actual possession of the Mortgaged Property by the Mortgagee pursuant to collect Article 4 hereof. In the exercise of the powers herein granted the Mortgagee, no liability shall be asserted or enforced against the Mortgagee, all such liability being expressly waived and released by the Mortgagor, except liability arising out of the gross negligence or willful misconduct of the Mortgagee. The Mortgagor further agrees to assign and transfer to the Mortgagee all future leases upon all or any part of the Mortgaged Property and to execute and deliver, at the request of the Mortgagee, all such Rents further assurances and Profits assignments in the Mortgaged Property as the Mortgagee shall from time to time reasonably require. Although it is the intention of the parties that the assignment contained in this section shall be a present absolute assignment, it is expressly understood and agreed, anything herein contained to the contrary notwithstanding, that the Mortgagee shall not in exercise any manner affect of the Lessor’s subsequent enforcement of its right to collect the same. The Lessor’s receipt and application of such Rents and Profits under rights or powers conferred upon it by this Section section except after the execution occurrence and delivery of a declaration during the continuance of an Event of Default and with, at until such time the Lessor’s option, a demand for sale, or during Mortgagor may continue to collect and use the pendency of non-judicial foreclosure sale or judicial foreclosure proceedings hereunder, shall not cure such Event of Default or affect such sale proceedingrents and operate and manage the Mortgaged Property. (c) Notwithstanding anything to the contrary contained in this Memorandum, Lessee specifically acknowledges that the assignment of leases and Rents and Profits set forth herein constitutes an absolute assignment and not an assignment as additional security. If there is an inconsistency or conflict between the terms of this Section and the remaining terms of this Memorandum, this Section shall control. (d) Upon delivery of a demand for Rent and Profits by the Lessor to any tenant of the Property, such tenant is authorized to pay to the Lessor the Rents and Profits for which it is obligated without liability on the part of such tenant to make any inquiry into the existence of any Event of Default by Lessee or the application of such Rents and Profits. (e) Lessee shall execute and deliver to the Lessor such further documents that the Lessor may require to effectuate or confirm the assignment of leases and of the Rents and Profits set forth herein. (f) With respect to the assignment of the leases and agreements affecting the Property and the Rents and Profits, Lessor shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Lessee under any of the leases or agreements assigned under this Lease. Pursuant to Section 5.3(b) of the Lease, Lessee agreed to indemnify Lessor and the other Financing Parties for, and to save them harmless from, any and all liability arising from any such agreements or from such assignment. Such assignment shall not place responsibility for the control, care, management or repair of the Property upon Lessor or the other Financing Parties, or make Lessor or the other Financing Parties responsible or liable for any negligence in the management, operation, upkeep, repair or control of the Property resulting in loss or injury or death to any tenant, licensee, employee or stranger.

Assignment of Leases, Rents and Profits. (a) Pursuant to Section 5.3(a) of the Lease, Lessee immediately and absolutely sold, assigned, transferred, and set over, and does immediately and absolutely sell, assign, transfer, and set over unto Lessor, its successors and assigns, the rights, interests and privileges which Lessee may have as lessor in the Lease and in any and all other leases and subleases now existing or hereafter made that affect the Property and all rents and profits therefrom (the “"Rents and Profits”"). In furtherance of the foregoing assignment of leases, Rents and Profits, Lessee hereby irrevocably appoints Lessor as its agent and attorney-in-fact, in its name and stead (with or without taking possession of the Property) to rent, lease or let all or any portion of the Property to any party or parties at such rental and upon such terms as the Lessor shall, in the Lessor’s 's discretion, determine, and hereby authorizes the Lessor to collect all Rents and Profits arising or accruing from any and all leases and subleases of the Property at any time hereafter, and all now due or that may hereafter become due under each and every of the leases and subleases, written or oral, or other tenancy existing, or which may hereafter exist on the Property, with the same rights and powers and subject to the same immunities, exoneration of liability and rights of recourse and indemnity as the Lessor would have upon taking possession pursuant, and Lessee hereby directs each tenant of the Property to pay all Rents and Profits for which such tenant is liable directly to Lessor, provided, however, that until terminated and revoked as hereinafter provided, Lessee shall have the privilege and is hereby granted a revocable license to enter into, amend, modify and terminate leases and subleases as provided in the Operative Agreements and to collect the Rents and Profits as they become due and payable. Upon the occurrence of an Event of Default, the privilege and license hereby granted to Lessee to enter into, amend, modify and terminate leases and subleases and to collect the Rents and Profits shall automatically cease, terminate and be revoked, and the Lessor at the Lessor’s 's option (but without any obligation to do so), may elect, by notice in writing to Lessee, to thereafter exercise the rights and powers granted herein and collect all Rents and Profits as they become due and payable either directly or by a receiver appointed by a court, in addition to any other rights and remedies provided for herein, without regard to the adequacy of the security for the obligations secured hereby and without bringing any action or proceeding, or filing or recording any notice of default or election to foreclose the lien evidenced by this Memorandum or to sell the Property or any party thereof. (b) The collection and acceptance of all or any portion of the Rents and Profits by the Lessor shall not constitute a waiver of any other right which the Lessor may have under the Lease or applicable law. The Lessor’s 's failure to collect any such Rents and Profits shall not in any manner affect the Lessor’s 's subsequent enforcement of its right to collect the same. The Lessor’s 's receipt and application of such Rents and Profits under this Section after the execution and delivery of a declaration of an Event of Default and with, at the Lessor’s 's option, a demand for sale, or during the pendency of non-judicial foreclosure sale or judicial foreclosure proceedings hereunder, shall not cure such Event of Default or affect such sale proceeding. (c) Notwithstanding anything to the contrary contained in this Memorandum, Lessee specifically acknowledges that the assignment of leases and Rents and Profits set forth herein constitutes an absolute assignment and not an assignment as additional security. If there is an inconsistency or conflict between the terms of this Section and the remaining terms of this Memorandum, this Section shall control. (d) Upon delivery of a demand for Rent and Profits by the Lessor to any tenant of the Property, such tenant is authorized to pay to the Lessor the Rents and Profits for which it is obligated without liability on the part of such tenant to make any inquiry into the existence of any Event of Default by Lessee or the application of such Rents and Profits. (e) Lessee shall execute and deliver to the Lessor such further documents that the Lessor may require to effectuate or confirm the assignment of leases and of the Rents and Profits set forth herein. (f) With respect to the assignment of the leases and agreements affecting the Property and the Rents and Profits, Lessor shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Lessee under any of the leases or agreements assigned under this Lease. Pursuant to Section 5.3(b) of the Lease, Lessee agreed to indemnify Lessor and the other Financing Parties for, and to save them harmless from, any and all liability arising from any such agreements or from such assignment. Such assignment shall not place responsibility for the control, care, management or repair of the Property upon Lessor or the other Financing Parties, or make Lessor or the other Financing Parties responsible or liable for any negligence in the management, operation, upkeep, repair or control of the Property resulting in loss or injury or death to any tenant, licensee, employee or stranger.